Master Services Agreement
Effective for New Customers: February 6, 2026
Effective for Existing Customers: March 11, 2026
1. Parties, Structure, and Scope
1.1 Parties
This Master Services Agreement (“Agreement”) is between Sitewit Corp, a Florida corporation doing business as Kliken (“Kliken”, “we”, “us”), and the person or entity accepting this Agreement (“Customer”, “you”). All references to “Kliken” in this Agreement mean Sitewit Corp. For convenience, references to “Kliken” in this Agreement may include activities carried out for Sitewit Corp by its wholly owned subsidiaries and affiliates, but no such subsidiary or affiliate becomes a party to this Agreement by virtue of such references.
1.2 Kliken GmbH as Billing Agent
Sitewit Corp may appoint Kliken GmbH, a wholly owned subsidiary, to act solely as Billing and Collections Agent for Sitewit Corp. Kliken GmbH is not a party to this Agreement, does not provide the Services, and has no contractual obligations to Customer.
1.3 Affiliates and Service Providers
Kliken may provide certain parts of the Services, including features or experiences branded as “My Site” or “My Site Analytics,” through its wholly owned affiliates and other service providers, including My Site Analytics LLC and Kliken GmbH. These affiliates and service providers do not become parties to this Agreement and have no contractual obligations or liability to Customer under this Agreement. Sitewit Corp remains solely responsible to Customer for the Services provided under this Agreement.
1.4 Contracting Entity
This Agreement becomes effective upon the earliest of: (a) Customer’s acceptance of this Agreement; (b) Customer’s access to or use of the Services; or (c) Customer’s payment of fees for the Services, whether such fees are paid directly to Kliken or to an authorized billing agent or merchant of record acting on Kliken’s behalf, as further described in Exhibit B (Billing Agent Structure).
1.5 Scope
This Agreement governs Customer’s access to and use of Kliken’s software-based advertising, optimization, analytics, catalog-processing, and related digital services (the “Services”). This Agreement also applies to any new or additional Services, features, or products that Kliken makes available and that Customer purchases, accesses, or uses, unless separate terms are provided at the time of purchase.
1.6 Order of Precedence
For data protection matters, the following order of precedence applies: (1) Standard Contractual Clauses (if applicable), (2) Data Processing Agreement (DPA), (3) Privacy Policy, (4) Cookie Policy, (5) EU / UK / Swiss Representative Notices, (6) DSA Compliance Notice, and (7) this Agreement. For commercial terms (fees, billing, scope, liability), this Agreement controls.
2. Acceptance of Terms
2.1 Acceptance
You accept this Agreement by creating an account, connecting integrations, clicking to accept, submitting payment details, or using any part of the Services.
2.2 Authority
If you accept on behalf of an organization, you represent that you have authority to bind that organization.
2.3 Age & Capacity
You must have legal capacity and be at least the age of majority in your jurisdiction.
2.4 Business vs Consumer Use
If you use the Services for personal or household purposes, you are a consumer and may have additional non-waivable rights under applicable law. If you use the Services for commercial, trade, or professional purposes, you are a business user and business-to-business rules apply.
2.5 Partner Access
Accessing the Services through a partner marketplace or platform does not make the partner a party to this Agreement. Your contract for the Services is solely with Sitewit Corp.
3. Modifications
3.1 Right to Modify
Kliken may update this Agreement where allowed by applicable law to reflect changes in the Services, legal requirements, or business operations.
3.2 Material Changes
Material changes that significantly affect Customer’s rights or obligations will be accompanied by any legally required notice (typically at least 30 days, where applicable). Continued use after the effective date constitutes acceptance.
3.3 Non-Material Changes
Non-material changes, such as clarifications, formatting updates, or minor edits, may take effect upon posting without additional notice.
3.4 Declining Changes
If you do not agree to a material change, you may cancel the affected Services before the change becomes effective. Cancellation does not entitle you to a refund except as required by law.
4. Services
4.1 Scope
Kliken provides automated and semi-automated digital advertising and optimization Services as described in Exhibit A. Features may vary by plan, region, partner, and advertising platform.
4.2 Delivery
The Services operate primarily through software, algorithms, integrations, and automated systems. Delivery may involve campaign configuration, optimization recommendations, catalog ingestion, reporting dashboards, and data transmission to advertising platforms.
4.3 No Guarantee of Results
Kliken does not guarantee campaign approval, impressions, clicks, conversions, sales, revenue, or return on ad spend. Advertising platforms independently determine approvals, delivery, and enforcement.
4.4 Platform Dependencies
The Services depend on third-party advertising platforms and other systems (including their APIs, policies, and technical availability). These platforms may change, restrict, suspend, or discontinue features, APIs, access, or rules at any time and may experience outages or delays. As a result, the Services (or portions of them) may be unavailable, paused, limited, or unable to operate, and campaigns may be delayed, disapproved, restricted, or stopped. Kliken is not responsible for such platform actions, outages, or changes.
4.5 Customer Responsibilities
Customer is responsible for:
- maintaining a functional, compliant website and online store;
- providing accurate business and product information;
- maintaining required advertising platform accounts and verifications;
- complying with all platform policies and applicable laws.
4.6 Beta Features
Beta or experimental features are optional and provided “as is.” They may be changed or discontinued at any time.
4.7 Support
Kliken provides support as described in the applicable plan, which may include documentation, email or chat support, and general guidance about using the Services. Support is not a professional services engagement. Unless separately agreed in writing, no specific response times, service levels, or uptime commitments are guaranteed.
4.8 Nature of the Services; Automation; No Agency Relationship
Customer acknowledges and agrees that the Services are primarily software-based and automated, designed to assist with advertising setup, optimization, analytics, and catalog processing through automated systems, machine-learning models, and integrations.
Kliken does not provide:
- advertising agency services;
- PPC or campaign management;
- daily human monitoring or manual optimization;
- SEO, marketing consulting, or strategic advisory services;
- professional services engagements;
- direct account management on advertising platforms.
The Services are not a hands-on or fully managed campaign-management offering. Any human support provided by Kliken (including troubleshooting, limited intervention, or answering questions) is informational only and does not constitute campaign management or agency services.
Customer further acknowledges that:
- not all features, settings, or functions available directly on advertising platforms are accessible through the Services, due to API limitations, integration methods, partner program restrictions, or technical constraints;
- the Services provide limited-access, software-mediated functionality, not full parity with the underlying platform;
- all advertising decisions, campaign strategy, budgets, creative content, and compliance obligations remain solely Customer’s responsibility.
Nothing in this Agreement creates an agency, fiduciary, partnership, or marketing-management relationship between Customer and Kliken.
5. Platform Relationship
5.1 Independent Platforms
Advertising platforms are independent third parties that control ad approvals, delivery, eligibility, policy enforcement, APIs, and auction mechanics. Kliken does not control these systems or decisions.
5.2 Customer Platform Accounts
Where campaigns run through Customer-owned platform accounts, Customer is responsible for maintaining those accounts, providing required documentation, and resolving enforcement actions.
5.3 Platform Suspensions
Suspensions, restrictions, or penalties imposed by an advertising platform do not constitute a breach by Kliken, even where the Services facilitated campaign creation or optimization.
5.4 Platform Changes
Platform changes and dependencies are described in Section 4.4. Customer acknowledges that such changes may affect campaign eligibility, delivery, or available functionality and do not constitute a breach by Kliken.
5.5 No Platform Affiliation
This Agreement is solely between Customer and Sitewit Corp (Kliken). Advertising platforms are not parties to this Agreement.
6. Accounts & Customer Responsibilities
6.1 Registration
Customer must provide accurate, current, and complete information when registering and keep it up-to-date.
6.2 Security
Customer is responsible for safeguarding login credentials and for all activity under its account.
6.3 Website & Business
Customer must maintain a lawful, policy-compliant website, store, products, and business operations, including required disclosures, terms, and policies.
6.4 Compliance
Customer is solely responsible for complying with applicable laws, regulations, platform rules, and industry standards.
6.5 Customer Content
Customer is responsible for the accuracy, legality, and non-infringing nature of all content, catalogs, images, product data, and other materials provided.
6.6 Prohibited Use
Customer may not misuse the Services, engage in fraud, upload harmful code, circumvent platform rules, or interfere with systems or security.
7. Fees & Billing
Fees, billing cycles, and plan-specific details (such as term lengths, included features, and pricing) are described at the time of purchase in your account or in Kliken’s applicable pricing or help-center materials for the relevant product or plan. This Section 7 sets out the general billing terms that apply to all Fees.
7.1 Fees
Customer agrees to pay all applicable fees (“Fees”) disclosed at purchase or in the account. Fees are separate from, and do not include, third-party advertising spend or other charges assessed by advertising platforms under their own terms, unless explicitly stated at checkout.
7.2 Billing Entity
All Fees are charged by and payable to Sitewit Corp. Kliken GmbH may collect payments as billing agent.
7.3 Automatic Renewal
Subscriptions renew automatically unless cancelled in accordance with this Agreement.
7.4 Payment Methods
Customer must maintain a valid payment method and authorizes Sitewit Corp (or its billing agent) to charge Fees when due.
7.5 Failed Payments
If a charge fails, Sitewit Corp may pause or discontinue the Services. Because Fees are generally collected in advance, Sitewit Corp will not continue providing Services without successful payment.
7.6 Taxes
Customer is responsible for any applicable taxes, except those based on Sitewit Corp’s income. Sitewit Corp may collect and remit taxes where required.
7.7 Billing Disputes
Customer must notify Sitewit Corp of any billing disputes within 30 days of the charge. Undisputed amounts remain due.
7.8 Refunds
Fees are non-refundable except as required by law or as stated in Kliken’s Cancellation and Refund Policy. Unused prepaid ad spend will be refunded or credited as described in the applicable product terms or policies and in the Cancellation and Refund Policy.
7.9 Currency
Fees are charged in the currency shown at checkout. Kliken is not responsible for exchange-rate differences or bank fees.
7.10 Partner Marketplaces
In some cases, a partner platform or marketplace may invoice the Customer directly for access to or use of the Services. The partner’s billing terms may apply in addition to this Agreement. Purchasing through a partner does not make the partner a party to this Agreement; the Customer’s contractual relationship for the Services remains solely with Sitewit Corp.
7.11 Billing Errors and Adjustments
Sitewit Corp may correct billing, invoicing, or reporting errors, including under-charges or over-charges, related to Fees, taxes, or third-party advertising spend. If Sitewit Corp determines in good faith that Customer was under-charged or not charged for amounts properly owed, Sitewit Corp may invoice the additional amounts owed or allocate them proportionally across upcoming billing cycles, provided that Sitewit Corp will not seek payment for under-charges that should have been billed more than twelve (12) months before Sitewit Corp’s identification of the error (or a shorter period where required by law). If Customer was over-charged, Sitewit Corp will apply a credit or refund, as appropriate, for the overcharged amount, subject to the same twelve (12) month period (or a longer period where required by law). Customer may dispute any charge or adjustment as described in Section 7.7.
8. Cancellation & Termination
8.1 Campaign Cancellation
Customer may cancel individual campaigns at any time via the dashboard or support channels. Cancelling a campaign stops that campaign but does not cancel the Account or this Agreement.
8.2 All Campaigns Cancelled
If Customer cancels all campaigns, the Account remains active unless Customer explicitly cancels the Account. Ending all campaigns does not by itself terminate this Agreement.
8.3 Account Cancellation
To close the Account and terminate this Agreement, Customer must submit an explicit account cancellation request via the dashboard or support and complete any required verification. Deleting or uninstalling an app, disconnecting integrations, closing a browser window, or ceasing to use the Services does not by itself cancel the Account or stop billing. Account cancellation ends all access to the Services and generally takes effect at the end of the current billing period, unless earlier termination is required by law.
8.4 Kliken Termination Rights
Kliken may suspend or terminate all or part of the Services, with or without notice, if:
- fraud, abuse, or misuse is suspected;
- Customer violates laws or platform policies;
- Customer fails to cooperate with compliance or risk requests;
- Customer fails to maintain required integrations or payment;
- continued service poses legal, financial, or reputational risk to Kliken.
8.5 Inactivity
Kliken may suspend, pause, or terminate campaigns or Accounts due to inactivity, which may include:
- no active campaigns for an extended period (for example, 90 days);
- no login activity for an extended period (for example, 180 days);
- failure to maintain platform connections;
- lack of use of the Services in Kliken’s reasonable judgment.
These examples are illustrative only and do not require Kliken to wait any specific number of days before taking action. Kliken may rely on its internal logs and metrics to determine inactivity.
8.6 Platform Appeals
Kliken may, but is not obligated to, assist Customer with platform appeals. Kliken does not guarantee reinstatement or favorable outcomes.
8.7 Changes to Agreement
If Customer does not agree with a material change to this Agreement, Customer may cancel before the change becomes effective.
8.8 Effects of Termination
Upon termination or cancellation, access to the Services will cease. Kliken may retain or delete data as described in its Privacy Policy and as required by law.
8.9 Survival
Sections that by their nature should survive termination (including ownership, confidentiality, disclaimers, limitation of liability, indemnification, and governing law) survive termination.
9. Data & Privacy
9.1 Privacy Policy
Kliken’s data processing practices are described in its Privacy Policy, which is incorporated by reference. For clarity, the Privacy Policy governs data practices only; all commercial terms, service terms, and contractual rights and obligations are governed by this Agreement.
9.2 Roles
Sitewit Corp acts as data controller for most processing related to the Services. Kliken GmbH acts only as billing agent and is not a controller or processor for Customer. Advertising platforms act under their own terms and policies.
9.3 Consumers vs Business Users
Consumers may have additional data rights. Business users acknowledge and agree that the DPA applies where Kliken acts as a processor under GDPR, UK GDPR, or Swiss FADP.
9.4 DPA
Where required, the DPA made available by Kliken is incorporated into this Agreement and governs processing where Kliken acts as a processor.
9.5 Cookies
Use of cookies and similar technologies is described in Kliken’s Cookie Policy. Customer remains responsible for cookies and tracking on its own site.
9.6 DSA Notice
For EU users, Kliken’s DSA Compliance Notice applies, as published on Kliken’s website.
9.7 EU/UK/Swiss Representative
Kliken has appointed DataRep as its representative for GDPR/UK GDPR/Swiss FADP purposes as described in the EU Representative Notice.
9.8 Customer Data Responsibilities
Customer is responsible for obtaining necessary consents, providing required notices, and ensuring lawful sharing of personal data with Kliken and advertising platforms.
9.9 Data Shared with Platforms
Data sent to advertising platforms is processed under those platforms’ terms and policies. Kliken does not control those entities.
9.10 Transfers, Security, Retention, Rights
International transfers, security measures, retention periods, and data subject rights are explained in the Privacy Policy and DPA.
10. Intellectual Property & License
10.1 Ownership
All rights in and to the Services, including software, code, algorithms, models, and documentation, belong to Sitewit Corp and its licensors.
10.2 License
Subject to this Agreement, Kliken grants Customer a limited, non-exclusive, non-transferable, revocable license to use the Services for its internal advertising purposes.
10.3 Restrictions
Customer may not copy, modify, reverse engineer, or create derivative works of the Services, or use them to build a competing product.
10.4 Customer Content
Customer grants Kliken a license to use Customer content and data as needed to provide and improve the Services and to share with advertising platforms where required.
10.5 Service Data
Kliken owns Service Data and aggregated or anonymized data derived from Service use, subject to the Privacy Policy and DPA.
10.6 AI Systems
Kliken retains all rights in its AI and optimization systems. AI outputs may be probabilistic and are provided without warranty.
11. Confidentiality
11.1 Definition
“Confidential Information” means non-public information disclosed by one party to the other, excluding information that is publicly known, already known without breach, independently developed, or received from a third party without duty of confidentiality.
11.2 Obligations
The receiving party must protect Confidential Information with reasonable care and use it only for purposes of this Agreement.
11.3 Permitted Disclosures
Confidential Information may be shared with employees, contractors, advisors, and affiliates bound by confidentiality obligations, and as required by law.
11.4 Service Data
Aggregated or anonymized Service Data is not Customer Confidential Information.
11.5 Survival
Confidentiality obligations survive for five (5) years after disclosure, or longer where information constitutes a trade secret.
12. Warranties & Disclaimers
12.1 Customer Warranties
Customer represents that it has the right to use and provide all content and data it supplies and that its use of the Services will comply with laws and policies.
12.2 Kliken Limited Warranty
Kliken will provide the Services in a professional and workmanlike manner consistent with industry standards.
12.3 No Performance Guarantee
Kliken does not warrant or guarantee results or performance metrics.
12.4 No Legal or Tax Advice
Kliken does not provide legal, tax, or financial advice.
12.5 AI Disclaimer
AI and automated features may generate outputs that are imprecise, incomplete, misleading, or not appropriate for Customer’s specific use case, and they may not have been reviewed by a human. Customer must independently review and validate any such outputs (including ad copy, recommendations, and settings) before using or relying on them. Customer remains solely responsible for all decisions, actions, and compliance obligations (including advertising compliance) taken based on AI or automated outputs.
12.6 Third-Party Services
Kliken makes no warranties regarding third-party services, including advertising platforms.
12.7 “As Is” (Business Users)
To the maximum extent permitted by law, the Services are provided “as is” and “as available” for business users, excluding any express warranties in this Agreement.
12.8 Consumer Rights
Nothing in this Section limits non-waivable consumer rights.
13. Limitation of Liability
13.1 Cap (Business Users)
For business users, Sitewit Corp’s aggregate liability arising out of or related to this Agreement is limited to the Fees paid by Customer in the six (6) months preceding the event giving rise to the claim.
13.2 Consumers
For consumers, this cap applies only to the extent permitted by applicable law.
13.3 Exclusion of Certain Damages
To the maximum extent permitted by law, Sitewit Corp is not liable for indirect, incidental, special, consequential, punitive, or exemplary damages, including lost profits or data.
13.4 Platform Decisions
Sitewit Corp is not liable for decisions or actions of advertising platforms, including suspensions, disapprovals, or enforcement.
13.5 Customer Actions
Sitewit Corp is not liable for losses caused by Customer’s actions, omissions, configurations, or content.
13.6 AI & Automation
Sitewit Corp is not liable for damages arising from AI outputs, automated bidding, or optimization decisions.
13.7 Force Majeure
Sitewit Corp is not liable for failure or delay due to events beyond its reasonable control.
13.8 Aggregation
Multiple claims are aggregated for purposes of the liability cap.
13.9 Allocation of Risk
The parties agree that these limitations reflect a reasonable allocation of risk.
13.10 Media Spend and Third-Party Charges
Customer is responsible for media spend and other amounts charged directly by third-party advertising platforms under their own terms and billing practices, including where such spend is facilitated by the Services. Sitewit Corp does not control those charges or billing practices. To the extent Sitewit Corp has any liability in connection with media spend, that liability is limited to the Fees paid or payable by Customer to Sitewit Corp under this Agreement and does not include reimbursement or payment of media spend or other amounts charged by third-party platforms, except where Sitewit Corp expressly agrees in writing or is required to do so by applicable law, and remains subject to the cap and other limitations in this Section 13.
14. Indemnification
14.1 Customer Indemnity
Customer will indemnify and defend Sitewit Corp against claims arising from Customer content, websites, products, business practices, data, misuse of the Services, or violations of law or platform policies.
14.2 Procedure
The party seeking indemnification will promptly notify the other party of a claim covered by this Section and will provide reasonable cooperation. The indemnifying party will control the defense and settlement of the claim, provided it may not settle any claim in a manner that admits fault or imposes obligations on the indemnified party without the indemnified party’s prior written consent (not to be unreasonably withheld). The indemnified party may participate with its own counsel at its own expense.
14.3 Remedies
If the Services are found to infringe, Sitewit Corp may procure rights, modify, replace, or terminate affected Services and provide a prorated refund of unused prepaid Fees, if any. These are Customer’s exclusive remedies for IP infringement claims.
14.4 No Additional Obligations
Sitewit Corp has no indemnification obligations beyond those expressly stated.
15. Governing Law & Dispute Resolution
15.1 Governing Law
This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation are governed by the laws of the State of Florida, USA, without regard to its conflict-of-laws rules.
15.2 Jurisdiction and Venue
The parties agree that the state and federal courts located in Hillsborough County, Florida, USA will have exclusive jurisdiction over any such dispute or claim, and each party irrevocably submits to the personal jurisdiction of those courts.
15.3 Consumers and Mandatory Law
If you use the Services as a consumer, the laws of your country or state of residence may give you certain non-waivable rights (for example, the right to bring claims in your local courts or to have mandatory local consumer protection laws apply). Nothing in this Agreement is intended to limit those non-waivable rights, and, to the extent required by applicable law, those rights will prevail over this Section.
15.4 Informal Resolution
Parties will attempt good-faith informal resolution before initiating formal proceedings.
15.5 No Class Actions (Where Permitted)
To the extent allowed by law, disputes must be brought individually and not on a class or representative basis.
15.6 Injunctive Relief
Either party may seek injunctive or equitable relief to protect intellectual property or Confidential Information.
15.7 Time Limits (Business Users)
Business users must bring claims within one (1) year of accrual, where permitted by law.
15.8 Export Controls
Customer must comply with applicable export, sanctions, and trade laws.
15.9 Non-Contracting Entity
Only Sitewit Corp is your contracting entity under this Agreement. Affiliates or service providers that help provide the Services are not parties to this Agreement, have no contractual obligations to you, and any claims relating to this Agreement or the Services must be brought solely against Sitewit Corp.
16. Miscellaneous
16.1 Entire Agreement
This Agreement, together with incorporated policies and the DPA (where applicable), is the entire agreement regarding the Services.
16.2 Modifications
Changes to this Agreement will be made as described in Section 3.
16.3 Assignment
Customer may not assign this Agreement without Sitewit Corp’s consent. Sitewit Corp may assign to affiliates or in connection with a merger, acquisition, or sale of assets.
16.4 Relationship of the Parties
The parties are independent contractors. Nothing creates a partnership, joint venture, or employment relationship.
16.5 Notices
Sitewit Corp may provide notices by email, in-app, or within the account interface. Customer must keep contact details current.
16.6 Severability
If a provision is unenforceable, the remainder remains in effect and the provision will be modified to the minimum extent necessary.
16.7 Waiver
Failure to enforce a provision is not a waiver of future enforcement.
16.8 Third-Party Beneficiaries
There are no third-party beneficiaries to this Agreement.
16.9 Interpretation
Headings are for convenience only. “Including” means “including but not limited to.” The English version of this Agreement controls.
16.10 Survival
Any provision that by its nature should survive termination will survive.
