Effective 2026-05-01
Advertiser Terms of Service
slug: advertiser-terms-of-service title: Advertiser Terms of Service documentType: data_processing_agreement version: "2.0" appContext: advertiser_app requiredForRole: null displayOrder: 1 mustAcceptToUse: true effectiveDate: 2026-05-01 jurisdiction: WA summary: | Terms of service for Advertisers and Agencies using the OOHAi advertising platform.
03 — Advertiser Terms of Service
Effective Date: 1 May 2026 Parties: OOHAi Media Pty Ltd as trustee for the OOHAi Media Unit Trust ("we", "us", "our", "OOHAi Media") and the legal entity that has accepted these terms ("you", "your", "Advertiser"). Governing law: Western Australia. Defined terms: Capitalised terms not defined in this document have the meaning given in 00 — Definitions.
These are the terms on which you may use the OOHAi Advertising Service to reach audiences via OOHAi's network of Player Tablets and other display surfaces. By executing these terms (electronically by tapping "Accept" in the Advertiser Portal, or in writing by an authorised signatory), you confirm that you have read these terms, the Advertising Content Policy, the Privacy Policy, the Payment Terms, and the Data Processing Addendum, and that you agree to be bound by them.
1. The relationship
1.1 The Advertising Service. OOHAi Media operates an out-of-home and in-vehicle digital advertising service that distributes paid advertisements to Player Tablets installed in or on partner vehicles. Audience measurement is conducted using on-device computer-vision systems that produce non-identifying aggregate Audience Data. The Advertising Service is implemented as a microservice (oz-advertising-service) with its own database, authentication, and Stripe account.
1.2 Tenant model. Each Advertiser is provisioned as a Tenant in the Advertising Service. The Tenant is the unit of account, billing, content ownership, audit-log scoping, and entitlement.
1.3 No transport relationship. OOHAi Media does not provide passenger transport services and is not party to the Driver Service Agreement or the Rider Terms of Service. Drivers and Riders are not parties to this agreement.
1.4 Independent contractors. You are an independent contractor of OOHAi Media. Nothing in these terms creates an employment, partnership, agency, joint-venture, or franchise relationship.
2. Eligibility and onboarding
2.1 Eligibility. To be admitted as a Tenant you must be: (a) a body corporate, sole trader with an ABN, partnership, trust, or government entity; (b) lawfully able to enter into binding agreements; (c) not subject to any sanction or trade restriction that would make your participation unlawful; and (d) capable of complying with the Advertising Content Policy and applicable advertising standards.
2.2 Account creation. You apply to become a Tenant by completing the in-portal onboarding flow at the Advertiser Portal, including providing your business name, ABN (or equivalent), billing address, finance contact, and an authorised user who will hold the Owner role.
2.3 Plan selection. You select a plan from the plans then offered. As at the Effective Date the available plans are Starter, Professional, and Enterprise. The features, included impressions, included team seats, support level, and price of each plan are set out in the Advertiser Portal.
2.4 Approval at OOHAi Media's discretion. OOHAi Media may approve, decline, or defer your application at its discretion, having regard to creditworthiness, brand suitability, regulatory considerations, and operational capacity.
3. Tenant administration
3.1 Owner. Each Tenant has exactly one Owner at any time. The Owner has full administrative control over the Tenant, including managing other Advertiser Users, changing the plan, accepting plan upgrades, executing terms, accepting Stripe billing arrangements, and closing the Tenant.
3.2 Other roles. The Owner may invite Advertiser Users with the role of Admin, Manager, Analyst, or Viewer. Each role has the entitlements described in the Advertiser Portal documentation.
3.3 Account security. You are responsible for maintaining the confidentiality of all Advertiser User credentials. OOHAi Media offers two-factor authentication and you are encouraged to require it for Owner and Admin roles. Until two-factor authentication is enforced platform-wide, the security of your Tenant rests on your password discipline.
3.4 Authorised actions. Any action taken by an Advertiser User using your Tenant's credentials is binding on you, except where you can demonstrate that the action was unauthorised and OOHAi Media reasonably ought to have detected it.
4. Campaigns
4.1 Creating campaigns. You may create campaigns in the Advertiser Portal. A campaign comprises: targeting (location, time, audience attributes, day-parts), one or more Creatives, a budget, a CPM bid, and a schedule.
4.2 Approval. Each Creative is subject to review under the Advertising Content Policy. Approval may be automatic for Tenants that hold an Agency designation or where an authorised Advertiser User has the bypassAdApproval permission, in which case OOHAi Media records the bypass for audit. OOHAi Media may withdraw a previously-granted approval at any time if a Creative is later determined to breach the Advertising Content Policy or applicable law.
4.3 Selection and rotation. OOHAi Media uses a multi-armed-bandit selection system (Thompson sampling) to allocate impressions across eligible campaigns based on bid, target match, content suitability, and prior performance. OOHAi Media does not guarantee a particular share of voice, a particular number of impressions in a particular geography, or a particular fill rate.
4.4 Pausing and editing. You may pause, edit, or duplicate a campaign in the Advertiser Portal at any time. Edits to budget, schedule, or targeting take effect within a short window dictated by the Platform's selection cache.
4.5 Audience attribute targeting. Where you target campaigns by audience attribute (age bucket, gender bucket), you do so using the Audience Data captured by Player Tablets. Audience Data is non-identifying. Targeting must comply with Australian advertising standards, including those of the Australian Association of National Advertisers and any applicable industry codes (for example, the Outdoor Media Association's standards).
5. Creative content
5.1 Acceptable content. All Creatives must comply with the Advertising Content Policy.
5.2 Specifications. Creatives must comply with the format, size, duration, and codec specifications set out in the Advertiser Portal at the time of submission. OOHAi Media may transcode Creatives into delivery-suitable formats; transcoding does not waive the underlying specification requirements.
5.3 Removal and rejection. OOHAi Media may reject or remove a Creative at any time if the Creative breaches the Advertising Content Policy, infringes any third party's rights, breaches applicable law or industry code, or in OOHAi Media's reasonable judgement reflects badly on the Advertising Service or its surrounding context. In serious cases, OOHAi Media may issue an immediate emergency stop across all Player Tablets and refund the affected campaign spend pro rata.
5.4 Storage. Approved Creatives are stored in OOHAi Media's media-asset storage. You retain ownership of the Creatives. You grant OOHAi Media a non-exclusive, royalty-free, worldwide licence to host, transcode, distribute, and display the Creatives via the Advertising Service for the term of the relevant campaign and for an additional 90 days for record-keeping and audit purposes.
6. Audience Data and reporting
6.1 Audience Data is OOHAi Media's. All Audience Data captured by Player Tablets is owned by OOHAi Media. OOHAi Media licences to you, on a non-exclusive, non-transferable basis, the Audience Data attributable to your campaigns, in aggregated form, solely for the purpose of analysing your campaign performance.
6.2 No re-identification. You must not attempt to re-identify any individual whose presence may have been counted in Audience Data, attempt to combine Audience Data with other data sets to derive identity, or use Audience Data in a manner that breaches applicable privacy law.
6.3 Reports. OOHAi Media provides reporting in the Advertiser Portal, including impression counts, demographic distributions (age and gender buckets), engagement and attention scores, time and location distributions, and spend. Report metrics are derived from Player Tablet observations and the Advertising Service's accounting system.
6.4 Data Processing Addendum. Where OOHAi Media processes Personal Information on your behalf in connection with the Advertising Service (notably, conversion-attribution events you supply to OOHAi Media's API), the Data Processing Addendum applies and forms part of these terms.
7. Billing and payment
7.1 Stripe. All billing under these terms is processed through OOHAi Media's Stripe account (acct_1Sy3Cj3S3OoTufBj). On Tenant creation, OOHAi Media creates a Stripe Customer record for you.
7.2 Wallet model. The Advertising Service operates on a prepaid Wallet model. You top up your Wallet via Stripe and impressions are charged against the Wallet balance as they are served. Wallet balances do not bear interest.
7.3 Plan fees. Where your plan includes a recurring subscription fee (Professional and Enterprise plans), the fee is charged via Stripe Subscription on the cadence stated in the plan. Failure to pay an invoice may result in suspension of campaign delivery.
7.4 Credit limits. OOHAi Media may, at its discretion, extend a credit limit to you in lieu of a fully prepaid Wallet. Credit-limit terms are set out in a separate credit approval document countersigned by you and OOHAi Media.
7.5 Invoices. OOHAi Media issues invoices monthly. Invoices itemise impressions served, applicable rates, taxes, and Wallet movements. Invoices are PDF-rendered and downloadable from the Advertiser Portal.
7.6 Disputes. Any dispute about a charge or an invoice must be raised within 30 days of the invoice date by Notice to advertisers@oohai.com.au. OOHAi Media will investigate and respond within 14 Business Days. The detailed dispute procedure is in clause 12 of the Payment Terms.
7.7 GST. All amounts are stated exclusive of GST unless expressly stated otherwise. Where GST applies, you must pay the GST in addition to the amount, on receipt of a valid tax invoice.
7.8 Withdrawals. A residual Wallet balance on Tenant closure is refunded to your nominated payment method within 30 days, less any reasonable closure-processing costs and any amounts owing to OOHAi Media.
8. Agency arrangements
8.1 Acting on behalf of an end-client. Where you operate as an advertising agency or media buyer acting on behalf of an end-client, you confirm that: (a) you have the authority of the end-client to bind it to these terms in respect of campaigns you place on its behalf; (b) you remain primarily liable to OOHAi Media for fees and obligations under these terms (joint-and-several liability with the end-client where applicable); and (c) you have made the end-client aware of the Advertising Content Policy and the Audience Data treatment described in clause 6.
8.2 Agency designation. OOHAi Media may grant your Tenant an Agency designation that enables you to switch the active end-client context within the Advertiser Portal and (where so configured) bypass certain elements of the Creative approval workflow. Use of any approval-bypass is logged in the Audit Log and remains your responsibility.
8.3 Contracting party. Each invoice OOHAi Media issues identifies the contracting party. Where the contracting party is the end-client, the agency confirms that it has authority to bind the end-client to that invoice.
9. Intellectual property
9.1 OOHAi Media IP. All Intellectual Property in the Advertising Service, including the Advertiser Portal, the Player Tablet software, the audience-measurement system, the campaign-selection bandit, and all source code, designs, models, and content, is owned by OOHAi Media (in some cases under licence from OOHA Pty Ltd). Nothing in these terms transfers any such Intellectual Property to you.
9.2 Your Creatives. You retain ownership of the Creatives you submit. The licence you grant under clause 5.4 is the only right OOHAi Media takes in your Creatives.
9.3 Your data. You retain ownership of any data you supply to the Advertising Service through APIs (for example, conversion events). The licence you grant OOHAi Media to use that data is set out in the Data Processing Addendum.
9.4 Aggregated insights. OOHAi Media may produce, publish, and use aggregated, anonymised insights about Advertising Service usage, Audience Data trends, and campaign performance, provided that the insights do not identify any Tenant, end-client, or natural person.
10. Compliance and warranties
10.1 Your warranties. You warrant on each occasion you submit a Creative or run a campaign that: (a) you own or have the necessary rights to all Intellectual Property in the Creative; (b) the Creative does not infringe any third party's rights; (c) the Creative is not misleading or deceptive in breach of the Australian Consumer Law; (d) all advertising-industry-code obligations are satisfied; (e) any required regulatory approvals have been obtained (for example, financial-services product disclosure, therapeutic-goods advertising approval where applicable); and (f) you are not the subject of any sanction that would make your campaign unlawful.
10.2 Authorised representations. Any factual claim, statistic, comparison, testimonial, or endorsement in your Creative must be substantiated. You must retain substantiation evidence and provide it to OOHAi Media on request.
10.3 Brand suitability. You acknowledge that the Advertising Service runs across Player Tablets that may be in or near places frequented by children, vulnerable persons, and the general public. Creative content rated inappropriate for general public viewing will be rejected.
11. Suspension and termination
11.1 By you. You may close your Tenant at any time on Notice to advertisers@oohai.com.au. Active campaigns are paused at the time of closure and the residual Wallet balance is refunded under clause 7.8.
11.2 By OOHAi Media for cause. OOHAi Media may suspend your campaigns immediately, and terminate this agreement on 14 days' Notice, for any of: (a) breach of the Advertising Content Policy; (b) breach of clause 6 (Audience Data restrictions); (c) failure to pay any amount due; (d) chargebacks judged frivolous; (e) regulatory direction; (f) reputational risk to OOHAi Media; or (g) any other material breach of these terms not remedied within 14 days of Notice.
11.3 Emergency stop. OOHAi Media may at any time cease delivery of any Creative or campaign without prior Notice if continued delivery would, in OOHAi Media's reasonable judgement, expose OOHAi Media, the public, or any third party to harm. Refunds for the affected period are calculated pro rata.
11.4 Effect of termination. On termination: (a) all campaigns are paused; (b) Creatives remain stored for 90 days for audit and chargeback purposes, then deleted (subject to legal-hold); (c) the Wallet is reconciled and the residual refunded; (d) the surviving clauses set out in clause 18 continue.
12. Confidentiality
12.1 Each party must keep the other party's Confidential Information confidential and use it only for the purposes of these terms. This obligation does not apply to information that is or becomes public through no breach of these terms, was lawfully known before disclosure, was independently developed, or is required to be disclosed by law or regulator.
12.2 Permitted disclosure. Either party may disclose Confidential Information to its officers, employees, professional advisers, and (in OOHAi Media's case) sub-processors who are bound by equivalent obligations.
13. Liability
13.1 Australian Consumer Law. Nothing in these terms excludes, restricts, or modifies any consumer guarantee, right, or remedy available to you under the Australian Consumer Law or any other law that cannot be lawfully excluded, restricted, or modified.
13.2 Liability cap. To the maximum extent permitted by law and subject to clause 13.1, OOHAi Media's total aggregate liability to you under or in connection with these terms in any 12-month period is capped at the greater of (a) AUD 25,000 and (b) the total amounts paid by you to OOHAi Media in the 12 months preceding the event giving rise to the claim.
13.3 Excluded losses. To the maximum extent permitted by law and subject to clause 13.1, OOHAi Media excludes liability for indirect, special, consequential, exemplary, or punitive damages, loss of profit, loss of business opportunity, loss of reputation, and loss arising from third-party services on which the Advertising Service depends, including Stripe, Amazon Web Services, and Anthropic.
13.4 Service quality disclaimer. OOHAi Media does not warrant that the Advertising Service will be available without interruption, that delivery will achieve any particular impression count or audience composition, that Audience Data accuracy will reach any particular threshold, or that bandit selection will achieve any particular campaign performance.
14. Indemnity
14.1 Your indemnity. You indemnify OOHAi Media against all loss, liability, and expense (including reasonable legal costs) suffered or incurred by OOHAi Media arising out of or in connection with: (a) any Creative you submit (including third-party Intellectual Property infringement, defamation, breach of consumer law, or breach of regulatory requirement); (b) your breach of these terms or the Advertising Content Policy; (c) your misuse of Audience Data; or (d) any unauthorised use of your Tenant credentials due to your failure to maintain reasonable security.
14.2 OOHAi Media's indemnity. OOHAi Media indemnifies you against loss to the extent caused by OOHAi Media's wilful publication of a Creative that OOHAi Media knew, at the time of publication, to be in breach of the Advertising Content Policy or applicable law. This indemnity is capped at the cap in clause 13.2.
14.3 Procedure. A party seeking indemnity must promptly notify the other party of the claim, give reasonable assistance, and not settle the claim without the indemnifying party's prior written consent (not to be unreasonably withheld).
15. Force Majeure
Neither party is liable for any failure to perform any obligation under these terms to the extent caused by a Force Majeure Event.
16. Disputes
16.1 Informal resolution. Notice describing the dispute. 28-day informal-resolution period.
16.2 Mediation. Mediation administered by the Resolution Institute, Perth, Western Australia, in English.
16.3 Court. Court proceedings must be commenced in the courts of Western Australia.
17. Variation, assignment
17.1 Variation. OOHAi Media may vary these terms from time to time. A material variation will be notified to the Owner by email at least 30 days before the change takes effect. By continuing to use the Advertiser Portal after the change takes effect, you accept the variation. If you do not accept, you may close your Tenant under clause 11.1.
17.2 Assignment. You may not assign your rights under these terms without OOHAi Media's prior written consent. OOHAi Media may assign these terms to a successor entity (including in connection with a corporate restructure or sale of the business) on Notice.
18. Survival
The following clauses survive termination of these terms: clauses 5.4 (residual Creative licence for 90 days), 6.1–6.2 (Audience Data ownership and re-identification prohibition), 7.6–7.8 (post-termination billing and refund), 9 (Intellectual property), 11.4 (Effect of termination), 12 (Confidentiality), 13 (Liability), 14 (Indemnity), 16 (Disputes), 18 (Survival), and 19 (Notices).
19. Notices
19.1 Notices to OOHAi Media: legal@oohai.com.au. Notices to you: the email address of the Tenant Owner on file.
19.2 Email Notices are deemed received at the start of the next Business Day in Perth, Western Australia, unless an automated bounce or non-delivery message is received within 24 hours.
20. General
20.1 Entire agreement. These terms, together with the documents in this framework expressly referenced in them, the plan-specific page in the Advertiser Portal, and any countersigned credit approval, constitute the entire agreement.
20.2 Severability. If any clause is held invalid or unenforceable, that clause is severed to the minimum extent necessary, and the remaining clauses continue in full force.
20.3 Waiver. A waiver is effective only in the specific instance for which it is given.
20.4 Counterparts. These terms may be entered into electronically. Acceptance is recorded in the Audit Log.
21. Governing law
These terms are governed by the law of Western Australia.
End of Advertiser Terms of Service.