These Terms of Service ("Terms") govern your use of the Adaptimizer platform ("the Service") provided by Uppfylla Ltd ("we", "us", "our"), a company registered in the United Kingdom.
1. Service Description
Adaptimizer is an Amazon advertising optimisation platform that provides:
- Automated bid and budget optimisation recommendations for Amazon Sponsored Products campaigns
- Search term harvesting and negative keyword management
- Campaign creation and structural automation
- Performance reporting and analytics
- Integration with Amazon Ads API and Amazon SP-API
The Service operates through the Amazon Ads API and Amazon Selling Partner API (SP-API). We act as an authorised application making changes to your Amazon advertising account on your behalf, subject to your approval workflows.
2. User Responsibilities
By using the Service, you agree to:
- Provide accurate account information and maintain the security of your login credentials
- Ensure you have the authority to grant API access to your Amazon Seller Central and Advertising accounts
- Review and approve optimisation recommendations in accordance with your configured workflows
- Maintain compliance with Amazon's Seller Central Terms of Service and Advertising policies
- Provide accurate product economics data (costs, margins) for profitability calculations
- Notify us promptly of any unauthorised access to your account
3. Data Ownership
You own your data. All Amazon advertising data, product information, and performance metrics accessed through your account remain your property. We do not claim ownership of any data we process on your behalf. Upon termination of your subscription, you may request a full export of your data. We will provide this within 30 days of the request.
4. Service Availability
We strive to maintain high availability of the Service. However, we do not guarantee uninterrupted access. The Service depends on third-party APIs (Amazon Ads API, SP-API) which may experience their own outages or rate limits. Scheduled maintenance will be communicated in advance where possible.
5. Limitation of Liability
To the maximum extent permitted by law:
- The Service is provided "as is" without warranties of any kind, express or implied
- We are not liable for indirect, incidental, consequential, or punitive damages arising from your use of the Service
- Our total liability shall not exceed the fees paid by you in the 12 months preceding the claim
- We are not responsible for changes to Amazon's APIs, policies, or platform that affect Service functionality
- While we implement multiple safeguards, we cannot guarantee that automated changes will always produce positive results on your advertising performance
6. Payment Terms
- Fees are invoiced monthly in arrears based on your agreed pricing structure
- Payment is due within 14 days of invoice date
- All fees are quoted exclusive of VAT, which will be added where applicable
- We reserve the right to suspend access for accounts with overdue payments exceeding 30 days
7. Termination
- Either party may terminate the agreement with 30 days written notice
- We may terminate immediately if you breach these Terms or Amazon's Terms of Service
- Upon termination, we will cease all API access to your Amazon accounts within 24 hours
- Your data will be retained for 90 days post-termination to allow for export, then permanently deleted
- Any outstanding fees remain due upon termination
8. Amazon API Compliance
We operate in full compliance with Amazon's developer policies:
- We comply with Amazon's Ads API Terms of Service and Acceptable Use Policy
- We comply with Amazon's SP-API Developer Agreement
- We do not request or use Restricted Data Tokens
- We respect API rate limits and throttling requirements
- We maintain the security of API credentials in accordance with Amazon's requirements
- We do not share your Amazon data with third parties
9. Intellectual Property
The Adaptimizer platform, including its software, algorithms, user interface, and documentation, is the intellectual property of Uppfylla Ltd. Your subscription grants you a non-exclusive, non-transferable licence to use the Service during the subscription period. You may not reverse-engineer, copy, or redistribute any part of the platform.
10. Governing Law
These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
11. Contact
For questions about these Terms:
- Email: hello@uppfylla.co.uk
- Company: Uppfylla Ltd
- Location: United Kingdom