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Terms of Service

These terms constitute a legally binding agreement between you and Formation Ads LLC.

Updated February 27, 2026

1. Acceptance of Terms

By accessing or using Formation Ads ("the Platform"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Platform on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, you must not access or use the Platform. These Terms constitute a legally binding agreement between you and Formation Ads LLC ("Formation Ads," "we," "us," or "our").

2. Service Description

Formation Ads is a government-compliant Meta advertising management platform for live entertainment. The Platform enables organizations to create, manage, and publish advertising campaigns through the Meta Marketing API, with built-in compliance controls for FAR 52.204-25 (Section 889).

The Platform is a self-service tool. We do not manage your campaigns, make creative decisions, or provide advertising strategy advice. You retain full control of your campaign content, targeting, budgets, and scheduling.

3. Accounts

You must authenticate via Meta (Facebook) OAuth to create an account. You are responsible for maintaining the security of your account credentials, including any multi-factor authentication (MFA) codes or backup codes. Each account is associated with a single organization. You must not share your account with others or create multiple accounts for the same organization.

We may suspend or terminate your account if we detect unauthorized access, policy violations, or suspicious activity. You will be notified of any account actions via email.

4. Credits and Billing

The Platform operates on a prepaid credit system. Credits are purchased through Stripe and applied to your organization's balance. Key billing terms:

  • Credits are purchased in preset packages or custom amounts ($50 to $25,000) and are non-transferable between organizations.
  • A 10% platform fee is applied at the time of purchase. The fee is calculated on the ad credit amount (e.g., $1,000 in credits costs $1,100 total).
  • Credits are reserved when a campaign is submitted for publishing and consumed as Meta reports actual spend.
  • Unused reserved credits are automatically refunded to your balance when a campaign ends or is deleted.
  • Credits expire 365 days after purchase. You will receive email notification 30 days and 7 days before expiration. Expired credits cannot be refunded or restored.
  • Refund requests for purchased credits must be submitted within 30 days of purchase and are subject to review. Approved refunds include the 10% platform fee.
  • We are not responsible for campaign costs incurred due to incorrect budget settings or targeting configurations.

Payment Failures

If a payment fails, we will retry the charge up to 3 times with increasing intervals (1 hour, 4 hours, 24 hours). If all retries fail, the purchase will be cancelled and no credits will be issued. Credits associated with a failed payment are never applied to your balance until payment is confirmed.

Disputes

If you initiate a payment dispute (chargeback) with your card issuer, a hold will be placed on your account preventing new campaign publishing and credit purchases until the dispute is resolved. If the dispute is resolved in our favor, the hold will be removed. If resolved in your favor, the corresponding credits will be deducted from your balance.

5. Meta Integration

By connecting your Meta account, you authorize Formation Ads to manage advertising campaigns on your behalf via the Meta Marketing API. You must comply with Meta's Advertising Policies and Terms of Service in addition to these Terms.

You retain ownership of your Meta ad account and can disconnect the integration at any time through account settings. Disconnecting will prevent new campaign publishing but will not affect campaigns already running on Meta.

Formation Ads is not responsible for actions taken by Meta on your ad account, including but not limited to account suspensions, ad rejections, policy enforcement actions, or changes to the Meta Marketing API that affect campaign delivery.

6. Government Compliance

The Platform is designed to support compliance with FAR 52.204-25 (Section 889). We provide compliance attestation generation and document management. However:

  • Formation Ads does not provide legal advice. Compliance attestations generated through the Platform are tools to assist your organization's compliance program.
  • Your organization is responsible for verifying its own compliance with applicable regulations.
  • The Platform maintains an immutable audit log of all actions for compliance record-keeping.

Section 889 Representation

Formation Ads represents that its own systems, infrastructure, and technology stack do not use covered telecommunications equipment or services as defined by Section 889 of the National Defense Authorization Act for Fiscal Year 2019. This representation applies exclusively to Formation Ads's own systems. It does not extend to Meta Platforms, Inc., Stripe, Inc., or any other third-party platform or service provider. Organizations must independently assess the compliance of third-party platforms as part of their procurement obligations.

For details on our compliance posture, see our Section 889 Compliance Attestation.

Data Processing Agreement

Organizations requiring a Data Processing Agreement (DPA) for GDPR compliance or government contract flow-down requirements may request one by contacting legal@formationads.com. Our standard DPA covers data processing terms, subprocessor lists, and data transfer mechanisms consistent with Standard Contractual Clauses (SCCs).

7. Acceptable Use

You agree not to:

  • Use the Platform for campaigns that violate Meta's advertising policies or applicable law.
  • Attempt to circumvent rate limits, access controls, or security measures.
  • Upload malicious content, scripts, or files designed to compromise the Platform or other users.
  • Access data belonging to other organizations or users.
  • Use the Platform for any purpose unrelated to advertising management for live entertainment.
  • Reverse engineer, decompile, or attempt to extract the source code of the Platform.
  • Use automated tools, bots, or scrapers to access the Platform except through our documented APIs.

8. Intellectual Property

You retain ownership of all content you upload to the Platform, including creative assets and campaign copy. You grant Formation Ads a limited license to process this content for the purpose of delivering advertising services through Meta.

The Platform, including its design, code, and documentation, is the intellectual property of Formation Ads LLC and is protected by applicable copyright and trademark laws. You may not copy, modify, distribute, or create derivative works from the Platform without our prior written consent.

9. Termination

You may close your account at any time through account settings. Upon closure:

  • Active campaigns will be paused on Meta (not deleted, to preserve reporting data).
  • You may request a refund of your remaining credit balance within 90 days of account closure. After 90 days, unclaimed balances will be handled in accordance with applicable state unclaimed property (escheatment) laws. Formation Ads does not forfeit or absorb unclaimed balances — they are remitted to the appropriate state authority as required by law.
  • Your data will be retained per our Privacy Policy retention schedule, then deleted.
  • Audit logs are retained indefinitely for compliance purposes.

We reserve the right to suspend or terminate accounts that violate these Terms, with notice provided where practicable.

10. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Without limiting the foregoing, Formation Ads does not warrant:

  • That the Platform will be uninterrupted, error-free, or secure at all times.
  • Any particular level of campaign performance, reach, conversions, or return on ad spend.
  • Continued availability of the Meta Marketing API or any third-party service.
  • That campaign content will be approved by Meta or comply with Meta's advertising policies.
  • That the Platform will meet your specific requirements or expectations.

11. Limitation of Liability

To the maximum extent permitted by law, Formation Ads shall not be liable for:

  • Indirect, incidental, special, consequential, or punitive damages arising from your use of the Platform.
  • Loss of revenue, data, or business opportunities resulting from campaign performance, Meta API changes, or service interruptions.
  • Actions taken by Meta on your ad account, including account suspensions or ad rejections.
  • Damages arising from unauthorized access to your account due to your failure to maintain account security.

Our total liability for any claim arising from these Terms shall not exceed the amount you paid to Formation Ads in the 12 months preceding the claim.

12. Indemnification

You agree to indemnify, defend, and hold harmless Formation Ads LLC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

  • Your use of the Platform or violation of these Terms.
  • Your violation of Meta's advertising policies or any applicable law or regulation.
  • Your campaign content, creative assets, or targeting configurations.
  • Any claim that your content infringes the intellectual property or other rights of a third party.

13. Force Majeure

Formation Ads shall not be liable for any failure or delay in performance resulting from circumstances beyond our reasonable control, including but not limited to:

  • Material, unannounced changes to the Meta Marketing API, Meta platform policies, or Meta account requirements that could not have been reasonably anticipated.
  • Meta platform outages or service degradation beyond our control.
  • Government actions, sanctions, regulations, or executive orders affecting advertising or technology services.
  • Natural disasters, pandemics, or public health emergencies.
  • Internet or telecommunications infrastructure failures, cyberattacks, or DDoS attacks.
  • Actions by hosting providers, payment processors, or other third-party service providers.

In the event of a force majeure, we will make commercially reasonable efforts to resume service as soon as practicable and will communicate status updates through the Platform or email.

14. Changes to Terms

We may update these Terms from time to time. Material changes will be communicated via email or through the Platform dashboard at least 30 days before taking effect. Continued use of the Platform after changes take effect constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Platform. For consumers located in the European Economic Area, United Kingdom, or Switzerland, material changes to these Terms require your affirmative acceptance in accordance with applicable consumer protection laws.

15. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Delaware, United States, and may be conducted remotely by mutual agreement of the parties.

Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration against Formation Ads.

Small Claims Court

Notwithstanding the arbitration provision above, either party may bring an individual action in small claims court for disputes within that court's jurisdictional limits.

Injunctive Relief

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

European Economic Area, United Kingdom, and Switzerland

If you are a consumer located in the European Economic Area, United Kingdom, or Switzerland, the binding arbitration and class action waiver provisions in this section do not apply to you. You retain the right to bring claims in your local courts in accordance with applicable consumer protection laws, including Directive 93/13/EEC on unfair terms in consumer contracts.

16. Miscellaneous

  • Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
  • Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
  • Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and Formation Ads regarding the Platform and supersede all prior agreements, understandings, and communications.
  • Assignment: You may not assign or transfer these Terms or your account without our prior written consent. Formation Ads may assign these Terms in connection with a merger, acquisition, or sale of assets.
  • Notices: We may provide notices to you via the email address associated with your account or through in-Platform notifications. Notices to Formation Ads must be sent to legal@formationads.com.

17. Contact

For questions about these Terms, contact us at legal@formationads.com.