Terms & Conditions

Pathfinder Services Agreement

Version date: October 25, 2023.

This agreement and accompanying Schedules ("Agreement") governs your license to and use of Pathfinder services ("Services") provided by Viomba Ltd, c/o Kuubi Oy, Kaikukatu 2 C, 00530 Helsinki, Finland, business ID 2613800-8 ("Viomba" or "We").

By clicking "I Accept", at the Viomba website (https://viomba.com) ("Site") you the "Main User" accept the terms of this Service Agreement and represent and warrant that you are at least 18 years of age and have the authority to represent the company on behalf of which you enter into this Agreement ("Customer" or "You"), and that the Customer, will be bound by this Agreement. If you or Customer do not wish to be bound by this Agreement, you must not accept this Agreement and you may not use the Services.

This Agreement will be effective as of the date that You click "I Accept" ("Effective Date").

The Schedules shall have the same force and effect as if expressly set out in the body of the Agreement. In the event of any conflicts between the two, the Schedules shall take precedence.

These terms and Schedules may be updated by Viomba at any time and without prior notice. All amendments will be posted to the Site and will be effective when posted without any separate notice to You. You are responsible for reviewing the terms of this Agreement from time to time to ensure You continue to agree with its terms and any applicable changes. Your continued use of the Services constitutes Your acceptance of the new terms. If you do not agree to the modified terms, your sole and exclusive remedy is to terminate your Account and you may no longer use the Service.

1. Accounts

Please, note that You are allowed to use the Service, Ad buying instructions, reports, analysis and other results of the Service under Your Accounts only. For example use of the Ad buying instructions to perform advertising campaigns without Viomba’s tracking pixel is strictly prohibited. You agree that in the event of any such breach You will be liable to Viomba for liquidated damages in the amount of fifty-thousand (50 000) €.

To manage Your use, costs, invoicing and payment of the Services and keep Your information safe and confidential We require you to register an account ("Account") including setting up an ID and password. To register an Account You will be required to submit an email address and password and to provide contact and billing information. You agree that You will not knowingly select or use the email address of another person or impersonate another party. Viomba may refuse to permit You to use a specific Account name or email address for any reason. You can also sign in to register Your Account through a social identity provider such as Facebook, Google, Amazon, and Apple.

When a new Account is created, it will be set as pending Viomba’s approval before it can be used. Viomba will check the provided Customer information and approve the Customer at Viomba’s sole discretion. By creating an Account, Customer authorizes Viomba to obtain a personal and/or business credit report from a credit bureau, either at the time Customer creates the Account or at any time thereafter. Main User can invite new Users of the main, and remove Users at any time as instructed by Viomba. User rights cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users who are replacing former Users who have terminated employment or otherwise changed job status or function and no longer use the Service.

Main User can also create, manage and remove sub accounts within the main account as instructed by Viomba. Subaccounts are the same as normal accounts, but their items are separate: the campaigns, ads, creatives, etc., in one sub account can't be viewed in another sub account. Usage of Services by will be tracked at the subaccount level and We will invoice You for all usage by subaccounts itemized. References in this Agreement to Your account include all subaccounts.

You are responsible for safeguarding and maintaining the confidentiality of the Account, and associated password. You are entirely responsible for the accuracy of Your information and keeping it up-to-date; failure to do so will constitute a breach of these Terms and Viomba reserves the right to terminate Your Account. You must immediately notify Viomba of any unauthorized use of the Account or any other breach of security of which You become aware. If we are unable to verify any information You provide to Viomba, and if we believe that Your actions are illegal, or may cause other harm for Viomba, or any other party — We reserve the right to terminate or to suspend access to Your Account at any time. Notify us via email if You wish to close Your Account

Customer agree to be financially responsible for the Account and subaccounts including but not limited to deposits of funds, account cashouts, payment methods, and refunds. Customer is solely responsible and liable for Users’ access to and use of the Service, and for all other activity occurring under Account and subaccounts.

If Your Account is inactive for a twelve-month period (i.e., You did not log into Your account during 12 months), Your Account balance will be nullified and Your account will be closed. Viomba has no obligation to refund the remaining balance and has no obligation to give You prior notice of the closing of Your Account.

2. Services

The Service is specified in Schedule 1 "Service" which may be amended from time to time by Viomba. Service is provided by Viomba’s Pathfinder System ("System") which means any and all computer hardware, software, APIs, websites, devices, servers, or other related systems under the control of Viomba and containing the underlying software, data and algorithms used to provide the Services, including, but not limited to, Viomba’s Customer dashboard.

Customer acknowledges that the Service is built to function in conjunction with the ad buying systems and other digital advertising platforms ("Advertising Platform") and media inventory supported by Viomba and specified in Schedule 1. Customer shall be required to comply with the access, usage and data processing requirements, and terms and conditions as set forth in such Advertising Platforms. With the Service, Customer can upload its marketing campaign Ad creatives as files to the Service. Customer agrees that Viomba has no responsibility to review the contents of Ads to ensure compliance with Advertising Platform’s guidelines or policies, or any applicable law, regulation, or other judicial or administrative order. Once Viomba has analysed the Ads, Customer is given the results of the analysis on the web site for each Ad creative.

For invoicing, attention impact reporting and auditing purposes, Viomba will install tracking pixels to Ads. The tracking pixel will be sent to consumers together with the Ads so that when the Ad is shown to the consumer, Viomba can record the impression. Use of the Service and provided analytics for a campaign optimization without Viomba’s tracking pixels is not permitted. In case Customer has an account in the Pathfinder supported Advertising Platform, the Ads are automatically uploaded to the Advertising Platform. Otherwise, Customer can download the modified Ads as files from the Service and upload them manually to other Advertising Platforms.

Viomba is responsible only for the specified Service, Viomba is NOT responsible for the services and performance of the Advertising Platforms in any respect. For example, Viomba does not guarantee that Customer’s campaign or Ads will reach Customer’s intended audience or reach Customer’s performance goals, including with respect to any desired number of impressions. Viomba does not guarantee that Ad Inventory meeting Customer’s preferred criteria will be available, or that it will be available in the volume desired by Customer, or that Customer will be the successful bidder for such Ad inventory, even where Viomba may have provided Customer with predictions relating to availability and volume.

Customer shall provide Viomba with access to Customer’s Advertising Platform account as necessary to manage, provide, analyze, report, audit, and invoice the Service. Customer warrants that it has obtained all necessary rights, licenses, consents, waivers, and permissions to allow Viomba such access and to use tracking pixels, and collect and use any data provided or collected by the Advertising Platform at no cost to Viomba for the performance of this Agreement.

3. License

Notwithstanding anything to the contrary contained herein all intellectual property related to the Services including but not limited to the System; reports, buying instructions and other results of the Service; and all other intellectual property of Viomba remain the sole property of Viomba. All rights not expressly granted to you are reserved by Viomba and its licensors.

Subject to the terms and conditions of the Agreement and subject to receipt of all applicable Fees and other amounts due hereunder, Viomba hereby grants to Customer a limited, non-exclusive, non-transferable, non-sublicensable license during the term of the Agreement to access and use the System and Services for the sole purpose of predicting, measuring, optimizing and reporting Customer’s digital advertising campaigns' attention effectiveness under Customer’s Accounts only. Use of the buying instructions and other results of the Service outside the Customer’s Accounts is not allowed.

Customer shall not nor attempt to use the Service, or any part thereof, other than as permitted herein, or (i) copy, reproduce, modify, damage, disassemble, decompile, reverse engineer or create derivative works of Service, System, results of the Service, or any portion thereof; (ii) breach, disable, tamper with, or develop, or use (or attempt) any workaround for any security measure provided by any Service; (iii); modify any tags (any programming code or HTML), or read, write, modify, or delete any Viomba cookie or tracking pixel; (iv) use any device, software, or routine to interfere or attempt to interfere with the proper working of the Service; or (v) alter or tamper with any information or materials on or associated with the Service.

Except as provided herein, Customer shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the results of the Service in any way; (ii) build a competitive product or service, (iii) build a product using similar ideas, features, functions or graphics of the Service, or (iv) copy any ideas, features, functions or graphics of the Service.

4. Pricing, Invoicing and Payment

Pricing

Viomba’s prices for its Service are set out in Schedule 2 ‘Pricing and Invoicing'. Viomba reserves the right to amend its prices with thirty (30) days minimum email notice to Customer, subject always that it will not amend its pricing throughout a campaign period without agreement from Customer.

Payment Terms

All undisputed, valid and correct invoices or part invoices (in the event of a valid dispute of part of an invoice) shall be paid within thirty (30) days of the invoice date. In the event of a valid invoice dispute, Customer shall raise the matter as soon as practically possible with Viomba, however shall remain liable under the terms of this Agreement for any undisputed amounts within the disputed invoice. In the event of late payment of undisputed invoices, Viomba shall be entitled to suspend its Services forthwith until receipt of payment and charge interest on the unpaid amount which will accrue at a rate equal to the lesser of two percent (2%) per month; or the highest rate allowed by law.

Taxes

All invoiced amounts are exclusive of any and all value added, use, sales, service, property or other taxes or contributions. Customer shall be responsible for payment of any such value added, use, sales, service, property or other taxes or contributions that are, or should ultimately be, assessed against or required to be collected by Viomba in connection with Viomba’s performance hereunder (except to the extent Customer is exempt by law and can provide Viomba with a bona fide exemption certificate).

Costs

Each party shall be solely responsible for any costs or expenses it incurs in connection with the Services or performance of its obligations under this Agreement.

5. Personal Data Protection.

"Data Protection Laws" means all applicable laws, statutes, secondary legislation or regulations pertaining to privacy, confidentiality and/or the protection of personal data and the laws enacted in any relevant jurisdiction pursuant to European Union Directive 95/46/EC. Parties will comply with all applicable Data Protection Laws. Each party shall be responsible for posting a privacy policy on its own web site that is in compliance with all applicable Laws. Customer shall (i) ensure that its privacy policy provides users with adequate notice of the types of personal data that are collected, an explanation of how and for which purpose(s) personal data will be used or transferred to third parties, any disclosures of personal data that have been made, and (ii) secure specific consent to the use of cookies, tracking pixels and other tracking or similar technologies that store or access information stored on user devices (and provide users with a means to opt-out from such tracking technologies).

In the event that Customer intends to provide Viomba information that constitutes personal data, Customer is responsible for encrypting such data in a manner which prevents it from being disassembled or reverse engineered in order to identify the individual to which it pertains prior to providing it to Viomba, and such encrypted data shall then no longer be personal data. Customer may not merge or otherwise associate personal data with information collected through the Services, unless such merger or association is conducted in accordance with all applicable Laws.

6. Intellectual Property Rights

Viomba reserves all patent, copyright, trade mark, trade secret and other intellectual property rights in or related to its Services and System (in each case, including, but not limited to, all API specifications, software, concepts, methodologies, techniques, models, templates, algorithms, trade secrets, processes, results of the Service, information, materials, source codes and know-how contained therein, all modifications, updates, enhancements and derivative works thereof, all documentation and manuals related thereto and all other aspects of such technology). No title to or ownership of any intellectual property rights related to the foregoing (including any intellectual property rights arising as a result of this Agreement or Service performed hereunder) or any material provided to Customer under this Agreement is transferred to Customer or any of Customer’s customers under this Agreement. Customer will not infringe or violate or challenge, and will use its best endeavors to preserve and protect all such rights. Customer reserves all patent, copyright, trade mark, trade secret and other intellectual property rights in or related to Ad creatives and other data and information provided to Viomba. No title to or ownership of any intellectual property rights related to the foregoing (including any intellectual property rights arising as a result of this Agreement) or any material provided to Viomba under this Agreement is transferred to Viomba or any other third parties related to Viomba under this Agreement. Viomba will not infringe or violate or challenge, and will use its best endeavors to preserve and protect all such rights. Notwithstanding the foregoing, Customer grants to Viomba a non-exclusive, perpetual, royalty-free, worldwide license to use any Ad creatives and other data and information provided by Customer solely for the performance of this Agreement.

Customer or its Users may from time to time provide Viomba with suggestions, comments, recommendations and/or feedback regarding the Service ("Feedback"). Any and all Feedback is and shall be given entirely voluntarily. As between the parties, all Feedback shall be exclusively owned by Viomba and Viomba shall be freely entitled to reproduce, prepare derivative works, disclose to third parties, display and perform (publicly or otherwise), sell, lease, license, distribute, and otherwise use and exploit any and all such Feedback as it deems appropriate, at its sole discretion, without obligation or liability of any kind to Customer or to any other Persons.

7. Confidentiality

Each party (‘Disclosing Party’) may from time to time during the term of this Agreement disclose to the other party (‘Receiving Party’) certain information regarding the Disclosing Party's business, including, without limitation, know-how, trade secrets, technical, marketing, financial, employee, planning, and other confidential or proprietary information (‘Confidential Information’). Confidential Information will include written information that is clearly marked "Confidential", non-written material that is identified in writing prior to disclosure as confidential and any information that the Receiving Party knew or should have known, under the circumstances, was considered confidential or proprietary by the Disclosing Party.

Customer expressly acknowledges and agrees that Ad buying instructions and other results of the Service, System, reports or tools any ideas, concepts, know-how, methods, models, data, techniques, business rules, skill, knowledge and experience that were or are used, developed or gained by Viomba or any of its personnel and all components thereof, made available to Customer in connection with the performance of the Services are owned by Viomba as provided herein and are the Confidential Information of Viomba.

Both parties agree to use the Disclosing Party’s Confidential Information solely for the purposes of the obligations under this Agreement and to disclose the Confidential Information of the Disclosing Party only to those employees, contractors, affiliates and representatives who need to know the information for purposes of this Agreement and who are under a duty of confidentiality no less restrictive than the Receiving Party's duty hereunder.

Notwithstanding the foregoing, Confidential Information will not include: (i) any information publicly available through no violation of this Section 6 by the Receiving Party; (ii) was already in the possession of Receiving Party and not subject to an existing agreement of confidentiality; (iii) was received from a third party without any obligation of confidentiality; and (iv) was independently developed by Receiving Party without use of the Disclosing Party’s Confidential Information. The Receiving Party will have the burden of proving that any information meets the requirements of any of the foregoing exceptions.

The Receiving Party will protect the Disclosing Party's Confidential Information from unauthorized use, access, or disclosure in the same manner as the Receiving Party protects its own confidential or proprietary information of a similar nature and with no less than reasonable care. The Receiving Party will either, at its option, return to the Disclosing Party or destroy all Confidential Information of the Disclosing Party in the Receiving Party's possession or control promptly upon the written request of the Disclosing Party or the expiration or termination of this Agreement, whichever comes first.

8. Limitation of Liability

Viomba’s services are provided with no warranties, representations, or other terms of any kind, and Viomba disclaims, and Customer hereby waives, all warranties and other terms with respect to Viomba’s services, express or implied, including without limitation any implied warranty of merchantability, satisfactory quality, fitness for a particular purpose or any implied warranty arising from course of performance or course of dealing.

Except with respect to any claim relating to any breach of the license, confidentiality or the intellectual property rights of the other party or damage caused by gross negligence or intent of a party, the parties shall not be liable for any loss of profits, customers, damage to reputation, indirect, special, incidental, consequential, exemplary or punitive damages; whether based contract, tort, or otherwise; this limitation applies even if the parties have been advised of the possibility of such damages, or should be reasonably aware of that possibility. Viomba’s total aggregate liability for all claims arising under or related to this agreement shall not exceed the amounts paid by Customer to Viomba in the six months preceding the event causing such liability. The Parties acknowledge and agree that this section describes a reasonable allocation of risk and that, in the absence of these limitations of liability, the terms of this agreement would be substantially different.

You acknowledge that any breach of this Agreement by Customer may give rise to irreparable injury to Viomba, which may not be adequately compensated by damages. Accordingly, in the event of a breach or threatened breach of this Agreement by Customer,Viomba shall have, in addition to any remedies it may have at law, the right to an injunction or other equitable relief or precautionary measures to prevent the violation of its rights hereunder.

9. Indemnification

Viomba shall indemnify and keep indemnified Customer from and against all costs, claims, demands, liabilities, expenses, damages and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit) and interest, penalties and legal and other professional costs and expenses suffered, incurred or arising out of or in connection with infringement of any copyright or trademark by Viomba’s Service of System.

Customer shall indemnify and keep indemnified Viomba from and against all costs, claims, demands, liabilities, expenses, damages and losses (including, without limitation, any direct, indirect or consequential losses, loss of profit) and interest, penalties and legal and other professional costs and expenses suffered, incurred or arising out of or in connection with any failure by Customer to observe and perform the provisions set in this Agreement.

Notwithstanding anything to the contrary herein, the indemnification obligations of each party do not apply to the extent that any claim arises out of the other party’s violation of this Agreement. In all cases in which a party seeks indemnification and/or defense hereunder, the indemnitee shall provide the indemnitor with prompt written notice of such claim, reasonable cooperation and assistance to the indemnitor in connection with any claims, and full control and authority to investigate, defend and settle such claims; provided, that settlements shall require prior approval by the indemnitee. If any of Viomba’s Services becomes, or in Viomba’s opinion is likely to become, the subject of an infringement claim under this Agreement, Viomba may, at its sole option and expense, either: (1) procure for Customer the right to continue using the applicable Viomba Services; (2) replace or modify the applicable Viomba Services so that it becomes non-infringing; or (3) solely if clauses (1) and (2) are not commercially viable, terminate this Agreement by providing thirty (30) days’ notice to Customer.

Notwithstanding the foregoing, Viomba will have no obligation with respect to any infringement claim based upon: (1) any use of Viomba’s Services not in accordance with this Agreement or for purposes not intended by Viomba; (2) any use of Viomba’s Services in combination with other products, equipment, or software not supplied by Viomba; or (3) any modification of Viomba’s Services by any person other than Viomba. This section states Viomba’s entire liability and Customer’s sole and exclusive remedy for intellectual property infringement claims and actions.

10. Audits

Each party (the "Auditing Party") shall have the right to request offsite inspection of relevant books and records of the other Party (the "Audited Party") to audit compliance with this Agreement, including the license terms and the calculation of the usage of the Service and payments due hereunder. The Audited Party shall make the reasonably requested records available to the Auditing Party for offsite review. The Auditing Party shall pay the entire costs and fees for such inspection and audit; provided, however, that if there is any discrepancy greater than five percent (5%) between the Audited Party’s statements with the results of the audit, the Audited Party shall bear the entire costs and fees of the audit. The appropriate adjustment, if any, shall be made as between the Parties by the Audited Party or the Auditing Party, as applicable, immediately paying to the other Party any outstanding payment due together with interest thereon at the rate of three percent (3%) per annum accruing from the date that the payment should have been made until the date of actual payment.

11. Term and Termination

Term

This Agreement shall commence on the Effective Date and, subject to any earlier right of termination, shall continue until is terminated by either party pursuant to this section.

Termination

In the event of a material breach of this Agreement by one party, the other party may at any time on written notice to the other party and without prejudice to its other rights and remedies terminate this Agreement. Further, in the event that Customer is in breach of any of its obligations or warranties under this Agreement, Viomba may immediately suspend all or part of its Services. Either party may terminate this Agreement immediately if the other party goes into liquidation whether compulsory or voluntary, becomes insolvent or has an administrator appointed over its assets (or any similar event).

Customer acknowledges that in the event of a breach of its payment obligations hereunder, Viomba reserves the right to remove any applicable Ads and/or suspend or permanently deactivate Customer’s account in the System.

Termination for convenience

Either party may terminate this Agreement on the last day of any calendar month, after ninety (90) days written notice to the other party.

Effect of Termination

The parties shall have no further obligations or rights under this Agreement after the end of the term, without prejudice to any obligations or rights which have accrued to either party at the time when the term ends, except that Sections 2, 4, 5, 6, 7, 9 and 10 together with any other provisions of this Agreement the survival of which is necessary for the interpretation or enforcement of this Agreement, shall continue to have effect after the end of the Term. Upon any expiration or termination of this Agreement the parties will cooperate to affect an orderly, efficient, effective and expeditious winding-up of the services.

12. Additional Terms

Jurisdiction and Governing law

This Agreement shall be construed and governed in accordance with the laws of Finland and the parties consent to the exclusive jurisdiction and venue of the Finnish courts.

Notices

Notices may be provided by electronic or physical mail to Customer’s Main User and to Viomba’s address given in this Agreement.

Force Majeure

"Force Majeure" means circumstances beyond either parties reasonable control including, without limitation, acts of God, governmental actions, war or national emergency, riot, civil commotion, fire, explosion, flood and epidemic as well as lock-outs and national and local strikes and other labor disputes or restraints by parties other than the parties to this Agreement, or delays affecting carriers or inability or delay in obtaining supplies including utilities. In the event that either party is unable to perform any obligation under this Agreement due to a Force Majeure event, the affected party will be relieved of the relevant obligations during such Force Majeure event. The affected party shall use reasonable efforts to correct such failure or delay in its performance. Aside from the above provisions, either party may terminate this Agreement if any Force Majeure event prevents access to Viomba’s Services for longer than 15 consecutive days.

Assignment

Neither party may assign this Agreement without the other party’s prior written consent but provided that this Agreement shall bind and inure to the benefit of the parties’ respective successors; provided, however, that this Agreement may be assigned by Viomba without the Customer’s written consent: (i) to a person or entity who acquires, by sale, merger or otherwise, all or substantially all of Viomba’s assets, stock or business, and (ii) to any entity which directly or indirectly controls, is controlled by or is under common control with Viomba from time to time. No Partnership or Agency. Nothing in this Agreement shall create, or is intended to or shall be deemed to create a partnership or the relationship of principal and agent between the parties or otherwise authorize the parties to make or enter into any commitments for or on behalf of any other party.

Waiver

No failure or delay on the part of any party in exercising any right or remedy provided in this Agreement shall operate as a waiver thereof.

Severability

In the event that any provision of this Agreement is found to be to be unenforceable and/or contrary to law, then such provision shall be construed as nearly as possible to reflect the intention of the parties, with the other provisions remaining in full force and effect.

Integration and Modification

This Agreement, together with all Schedules, constitutes the entire agreement between the parties pertaining to the subject matter hereof, and any and all written or oral agreements previously existing between the parties are expressly canceled. Any modifications of this Agreement must be in writing and agreed to by both parties.

Publicity

Customer hereby provides Viomba with a limited, non-exclusive, royalty-free right and license to use Customer’s name, logo, ads, and any associated trademarks or service marks (collectively, "Customer Marks") in connection with Viomba naming Customer as a customer in Viomba’s promotional and marketing materials. Notwithstanding the contrary, other than with respect to the limited license set forth in this Section, Customer shall retain all right, title and interest in the Customer Marks.

Schedule 1 – Services

Viomba’s Service which may change from time to time is as set out below:

Service Requirements for Customer Material uploaded to Viomba system

Customer can upload their ad creatives to be processed and measured as either (a) ad creative publisher tags, or so-called invocation HTML tags, or (b) as collections of file HTML-documents and related resource files such as images or style sheets, packed in compressed Zip-file. The exact list of supported publisher tag systems are updated from time to time. If HTML5-files are uploaded, there are more specific instructions given in the Service. In some instances, if the Service is not able to determine the intended size / format of the uploaded creative, Customer may be asked to enter it separately, or correct the format determined by the Service from the file names used. If Customer has ad creatives which the Service is unable to handle, Customer may contact Viomba for technical assistance so that (a) the Customer modified the creatives so that they can be handled, or (b) the Customer gets the creatives converted to a supported format.

Service Specification

Pathfinder is a web-based attention analytics tool which can be accessed by a modern web browser over the public Internet. In order to use Pathfinder, user needs to

• have a user account to identify themself; The identification is based on either email address + password provided by the user during the registration, OR, if the user wants, by a third party, such as Google.
• have one or more valid accounts accessible to them; Any actions taken by the user are done in one account context. Users are able to register one or more accounts, and the user who created an account is considered the owner of the account with the right to invite other users to utilize the account.

When user creates an Pathfinder Service account, they can choose

• the target country of the account; The currently available options include Denmark, Finland, Germany and Sweden. This will be used to determine for which sites the campaigning information will be generated.
• currency; Either USD, EUR, GBP, DKK or SEK.
• time zone; For example, "Europe/Berlin".

Users can, with one selected account:

• upload creatives intended to be used in a display campaign
• with one set of uploaded ad creatives, User can get them measured by Viomba’s artificial intelligence application which will determine the performance of the creatives in terms of how likely human vision will initially detect and view the ad creative, and for how long time after the ad object has been first visually detected under so called Overt visual act, if presented on the device viewport specific browser screen area in various situations. In addition, the artificial intelligence algorithm will predict the areas of the ad creatives in which the consumers are most likely going to focus their visual gaze, aka heatmaps.
• view the results of the measurements, e.g. the predicted performances of the creatives and the heatmaps
• start or display campaign by getting the measured creatives transferred to a supported external advertising system. The list of supported advertising systems are listed on the Service and are subject to change. When creatives are transferred to the external advertising system, Viomba may upload additional purchasing instructions to be applied to the campaign by the external advertising system, such as Google’s DV360 "Custom bidding script"
• read the results of the campaign from reports that are generated from (a) the external advertising system’s reporting data, or (b) from the tracking pixel generated and operated by Viomba. The reports contain various data points related mainly to the creatives estimated volumes or purchased impressions and impressions seen by consumers. The estimations are created by using the estimated seen-ratio of show/seen impressions of each creative on different media and publisher domains multiplied by the volumes actual impressions on those media / domain.
• User can maintain a list of Customer / partners to whom creatives belong to. Measurements and campaigns can be associated with the customers / partners to make it easy to locate find them.

Schedule 2 – Pricing and Invoicing

Billing period is one calendar month. The first month when the account is activated is prolonged until the end of the next calendar month. For example: Account is activated on February 17 - the first billing period is February 17 - March 31.

Invoice item types that are created by Pathfinder include:

• Monthly system fee per registered account (operating unlimited campaigns and clients)
• Per ad Creative measurement fee (accumulated across all accounts per month)
• Per ad Creative bidding algorithm creation fee (accumulated across all accounts per month)
• Per Campaign algorithm activation fee (invoiced 1:1 to realized impressions CPM)

Monthly fee

Monthly fee is a fixed fee which is charged for each Monthly Billing period per each company account (no matter how many clients are been operated under this account).

The Monthly fee is

• 1 000 € / Billing Period

Per Ad Creative measurement fee

The basis of the ad creative fee is the number of creatives measured during a billing period.

The Per Ad Creative measurement fee is for all account combined monthly measured ad creatives:

• 100 first creatives, 35 € / ad creative, and
• creatives 101 - 200, 30 € / ad creative, and
• starting at creative 201, 25 € / ad creative.

For example: There are 345 measured ad creatives across various campaigns within a monthly period. The per ad creative fee is:

100 x 35 €  =  3 500 € + ( creatives   1 .. 100 )
100 x 30 €  =  3 000 € + ( creatives 101 .. 200 )
145 x 25 €  =  3 625 € + ( creatives 201 .. 345 )

  	        = 10 125 €

Campaign fee

The campaign fee consists of the number of bidding algorithms created for the ad creatives and the total number of impressions purchased for creatives measured by Pathfinder. Additionally, the Customer is granted a volume discount, if the campaign fee for a period reaches certain levels. The volume discount is applicable to that report period only, and will be applied only to the campaign fee.

The campaign fees consists of:

• RTB algorithm creation fee: 30 € / ad creative
• CPM for ad creatives
  • with algorithm: 0,25 €, or
  • tracking pixel only: 0,10 €
• Volume discounts:
  • 20 000 € -10%, or
  • 40 000 € -20%

For example: There are 46 individual ad creatives, for which 65 million impressions with Attention Pathway algorithm have been bought, and 90 million impressions with tracking pixel only in a single billing period.

The total campaign fee for the billing period is calculated as:

30,00 € x 46 creatives  =   1 380 € +
 0,25 € x 65 000 m.imp  =  16 250 € +
 0,10 € x 90 000 m.imp  =   9 000 € +
                        =  26 630 € x 90% ( > 20 000 €, but < 40 000 € )

                        =  23 967 €

NOTES TO CUSTOMER:

• CPM is interpreted as one thousand (1000) ad impressions of any ad creative which is uploaded for Attention Pathway Algorithm creation, whether the specific campaign related ad buy is connected with the Viomba Pathfinder or not and/or whether the Attention Pathway algorithm(s) or Pathfinder reporting pixels are actively used of not.
• Customer is obligated to transparently report any and all monthly impressions to Viomba which are Pathfinder measured, Attention Pathway algorithm optimized or reported by using Pathfinder provided data with or without any specific ad buy platform connected Attention Pathway Algorithms.
• Please note that the above Pathfinder pricing segments can be agreed to be packaged and defined in various ways to ensure each client has as simple and easily scalable Pathfinder pricing model as possible for their own business model. Don’t hesitate to contact us for more detailed information and negotiations: sales@viomba.com