These Terms of Use (“Terms”) govern the provision by GUS TECHNOLOGIES SPAIN, S.L.U. (“Blip”) to the customer (“Advertiser”) of the technological solution necessary for the Advertiser to use Google Message Ads (hereinafter, the “Service”). Blip and the Advertiser shall be collectively referred to as the parties (“Parties”).
By accepting these Terms via opt-in, the Advertiser agrees to comply with the following provisions:
1. Nature of the Service and Roles of the Parties.
● Google Message Ads, as well as related advertising products, are developed, managed, and exclusively owned by Google.
● To use the Blip Service, the Advertiser must have a Google Ads Manager account. The creation, activation, configuration, and maintenance of said account must be performed directly by the Advertiser with Google.
● In cases where the advertising campaign flow directs the end user to the Advertiser’s website, it is the Advertiser’s sole responsibility to establish and maintain a website architecture that allows the user’s journey to be properly tracked and directed to the WhatsApp number linked to their active Blip account. Without such architecture, Blip will be unable to properly track conversions and will be unable to perform the service.
● The scope of the Service provided by Blip under this document is limited to providing the necessary technology and system integration through its platform (“Platform”), enabling the Advertiser to measure and optimize its campaigns within the Google ecosystem. Consequently, Blip acts exclusively as a technology provider and does not intervene in the definition, creation, management, review, supervision, or validation of the campaigns, ads, messages, or any other content published by the Advertiser. Therefore, Blip assumes no liability whatsoever regarding the legality, accuracy, appropriateness, or regulatory compliance of such content or campaigns.
● The Advertiser acknowledges and agrees that it is the party responsible for deciding how to use Google Message Ads and for configuring advertising campaigns. The decision to use the advertising solutions, as well as the publication and management of campaigns, are the responsibility of the Advertiser and are subject to Google’s Terms of Service and policies.
● The Advertiser shall refrain from using the Service for purposes other than those expressly provided for in these Terms or contrary to applicable law and shall be solely responsible for its use of the Platform and the associated advertising campaigns.
● The Advertiser shall cooperate diligently with Blip to address requests from competent authorities, complaints from data subjects, or requests from third parties related to the use of the Service, providing without delay all information reasonably necessary.
2. Processing of Users’ Personal Data and Regulatory Compliance
2.1. Roles of the Parties
● In the context of providing the Service, the Advertiser acts as the Data Controller and exclusively determines the purposes and means of processing the personal data of the Advertiser’s end users (“Users”) whose data is processed through the Platform in the context of its advertising campaigns.
● Blip will act exclusively as a Data Processor.
● The terms and conditions applicable to such processing are governed by the Data Processing Agreement (“DPA”) incorporated as Addendum I to these Terms and Conditions and forming an integral part thereof.
2.2. Data Collected and Shared
● To enable the operation and measurement of campaigns, the Advertiser expressly authorizes Blip to continuously collect, process, and disclose to Google the following categories of User data, if available:
– Campaign Data (Message Ads Campaign Data): Google click ID (Gclid) or GBRAID, chat ID, ad ID, and campaign ID.
– Conversion Data: conversion timestamps, conversion values, conversion currency, conversion name, and Google click ID (Gclid) or GBRAID; and, where applicable and to the extent available, the User’s email address and phone number.
● In order to provide the contracted Services, the Advertiser will provide Blip with the conversion data obtained or generated through the Platform, including, where available, the user’s email address and phone number.
● The disclosure of personal data to Google that is necessary for the operation, measurement, and attribution of conversions within the framework of Google Message Ads will be carried out by Blip in accordance with the Advertiser’s instructions, in performance of the contracted Services, and as part of the functionality expressly activated and authorized by the Advertiser.
2.3. Advertiser’s Representations and Warranties
● The Advertiser undertakes to comply with the obligations set forth in Regulation (EU) 2016/679, the General Data Protection Regulation (“GDPR”), and Organic Law 3/2018 on the Protection of Personal Data and the Guarantee of Digital Rights (“LOPDGDD”), as well as any other applicable provisions, guidelines, or instructions.
● The Advertiser represents and warrants that it has, and will maintain throughout the term of the Services, a valid legal basis for the collection, use, and disclosure of Users’ personal data referred to in Section 2.2, including any disclosure of such data that Blip, in its capacity as Data Processor, makes to Google and to third-party technology providers used to provide the Services.
● Furthermore, the Advertiser warrants that it has provided Users with all information required by applicable regulations and that it has obtained, where necessary, the corresponding consents or authorizations.
● The Advertiser represents and warrants that, prior to the collection, disclosure, or any other processing of Users’ personal data in connection with the use of the services provided by Blip, it will provide such data subjects with all the information required by applicable regulations regarding the protection of personal data in a clear, complete, and easily accessible manner, in compliance with the duties of transparency and information set forth in Articles 13 and 14 of the GDPR. In particular, the Advertiser agrees to provide information regarding any disclosure, transfer, or access to the data by third parties carried out in connection with the provision of the services, as well as regarding the existence of international transfers of personal data, when such transfers occur.
● The Advertiser guarantees that all data provided to Blip in connection with the Service is accurate, complete, up-to-date, and obtained in accordance with applicable law, and the Advertiser is solely responsible for any inaccuracies or non-compliance arising from the processing of such data.
● The Advertiser shall be solely responsible for determining the content of the information provided to users and for ensuring that such information is accurate, complete, up-to-date, and in compliance with the applicable legal obligations at all times.
● The Advertiser shall indemnify Blip against any claims, penalties, damages, costs, or liabilities arising from a breach of the obligations set forth in this clause or in applicable data protection regulations.
2.4. Right to Audit and Verification
● The Advertiser shall retain and make available to Blip, upon Blip’s reasonable request, documentation evidencing compliance with the obligations set forth in these Terms and Conditions.
● Blip may, at any time, request from the Advertiser the documentation or evidence necessary to verify compliance with the obligations set forth in these Terms.
● The Advertiser agrees to cooperate in good faith and to provide any information reasonably requested.
● An unjustified refusal to provide such documentation may constitute grounds for suspension of the Service.
3. Information on the Parties.
● In compliance with current data protection regulations, the Advertiser is hereby informed that the personal data of its legal representatives or employees included in these Terms, or any other data exchanged to enable the provision of the Services, will be processed for the purpose of facilitating the performance, fulfillment, and monitoring of the contractual relationship.
● The legal basis for the processing is the performance of the contractual relationship (since, without this processing, it would not be possible to carry it out). The data will be retained for as long as the relationship subsists and even thereafter, until any liabilities arising from it have expired.
● Personal data may be disclosed to the competent government agencies and public bodies for the purpose of complying with their respective legal obligations, in accordance with applicable regulations, as well as, when necessary, to third parties involved in the management of the activities carried out.
● Data subjects may request access to their personal data, its rectification, erasure, portability, and restriction of processing, as well as object to such processing, at the following address: [email protected], and/or file a complaint with the Spanish Data Protection Agency.
4. Compliance with Advertising Policies.
● The Advertiser agrees to fully comply with all advertising policies stipulated by Google. Failure to comply with these guidelines may result in the interruption of the service provided and the suspension of the Advertiser’s access to the features.
5. Liability and Indemnification.
● Blip does not guarantee the performance, reach, or conversion results of advertising campaigns. Blip is not liable for downtime, technical failures, suspensions, limitations, modifications, or removal of features, account blocks, rejection of ads, campaigns, and services, or other errors originating from Google’s systems, platforms, or APIs. Under no circumstances shall Blip be liable for direct or indirect damages, lost profits, data loss, or incidental damage suffered by the Advertiser as a result of using Google’s advertising solutions. The Advertiser acknowledges that the continuity and availability of certain features of the Services depend on third-party systems, products, and policies beyond Blip’s control.
● The Advertiser shall be responsible for ensuring the accuracy of the information provided through the Service, the existence of a valid legal basis for the processing carried out, and compliance with applicable information and transparency obligations, and shall assume any claims, penalties, or liability that may arise from non-compliance with respect to data subjects, Google, or the competent authorities.
● The Advertiser agrees to indemnify and hold harmless Blip, its directors, employees, and partners from any claims, lawsuits, losses, fines (including those imposed by the Spanish Data Protection Agency, “AEPD”) and expenses arising from the Advertiser’s misuse of the advertising tools or the technological solution, violations of applicable data protection regulations, non-compliance with Google’s policies, or any other breach of these Terms, applicable law, or the rights of third parties committed by the Advertiser.
6. Updates and Modifications to the Service
● Blip reserves the right to modify, update, replace, or adapt the functionalities, technical characteristics, integrations, or processes associated with the Service when necessary to comply with regulatory changes, requirements from Google or other technology providers, security standards, operational requirements, or service improvements, and may modify these Terms at any time.
● When such modifications have a significant impact on the use of the Service, Blip will notify the Advertiser with reasonable advance notice. The Advertiser’s continued use of the Service following any modification shall constitute express acceptance of the new terms.
7. Term of the Service.
● These Terms and Conditions shall remain in effect for the entire duration of Blip’s provision of the Service to the Advertiser.
8. Suspension and Termination of the Service
● If Blip identifies risks of regulatory noncompliance related to the use of the Service, it may require the Advertiser to take specific corrective measures within a reasonable timeframe determined by Blip. Failure to comply with such a requirement may result in the suspension of the Service.
● In any case, Blip may suspend access to or use of the Services, in whole or in part, with immediate effect when it has reasonable grounds to believe that the Advertiser is in breach of applicable regulations or the obligations set forth in these Terms, particularly when such breach may pose legal, regulatory, operational, security, or reputational risks to Blip.
● The suspension will remain in effect for as long as necessary to verify or correct the identified breach.
● Blip may immediately suspend or terminate the Service, in whole or in part, by notifying the Advertiser, without this giving rise to any right to compensation on the part of the Advertiser, when: (i)
the Advertiser breaches any material obligation set forth in these Terms; (ii) the Advertiser uses the Services in a manner contrary to applicable law or the rights of third parties; (iii) the Advertiser provides false, inaccurate, or misleading information; (iv) the Advertiser engages in activities that may pose legal, regulatory, reputational, or security risks to Blip, its affiliates, or third parties; or (v) the Advertiser fails to comply with its obligations regarding data protection, intellectual property, or any other regulations applicable to the use of the Service.
● The termination or suspension of the Services pursuant to this clause shall not limit Blip’s right to claim any damages to which it may be entitled.
9. Governing Law and Jurisdiction
● These Terms shall be governed by and construed in accordance with the laws of Spain.
● To resolve any dispute regarding the interpretation and/or enforcement of the provisions of these Terms, both Parties submit to the jurisdiction of the Courts and Tribunals of Madrid, expressly waiving any other jurisdiction or venue that might apply to them.