1. Platform Role & Nature of Services
Adniverse operates exclusively as creator-marketing technology infrastructure connecting verified brands with independent Nigerian content creators. Adniverse provides campaign orchestration, automated post verification, and escrow settlement tools.
Adniverse sells marketing outcomes (awareness, brand recall, and message understanding). Adniverse never sells sales conversion results, guaranteed ROI, or engagement metrics.
2. Regulatory Vetting Warranty & Full Brand IndemnityPRD §22.6
Regulatory vetting is strictly the Brand’s sole responsibility. Adniverse never vets, submits, reviews for regulatory suitability, or certifies advertisements. Before launching any campaign, the Brand must execute a formal regulatory attestation confirming compliance for each target jurisdiction.
2.1 Brand Warranty: The Brand represents and warrants that all advertisements, campaign titles, briefs, marketing claims, products, services, trademarks, logos, and reference materials comply with all applicable Nigerian advertising laws and sector-specific regulations, including without limitation the Advertising Regulatory Council of Nigeria (ARCON) Act 2022, National Agency for Food and Drug Administration and Control (NAFDAC) guidelines, Federal Competition and Consumer Protection Commission (FCCPC) directives, and the Central Bank of Nigeria (CBN) rules.
2.2 Full Indemnification: The Brand agrees to fully defend, indemnify, and hold harmless [Company legal name], its directors, officers, employees, agents, and verified creators from and against any and all regulatory fines, penalties, government sanctions, legal claims, liabilities, lawsuits, damages, losses, and legal costs (including attorney fees) arising directly or indirectly from the Brand’s campaign, advertising claims, creative brief, product offerings, or lack of requisite regulatory pre-exposure clearance.
2.3 Mandatory Attestation Reset: In accordance with statutory rules, any modification made to an active or approved campaign—including changes to the brief details, product claims, required deliverables, hashtags, brand tags, target countries, or reference media—immediately and automatically resets the regulatory attestation. The campaign cannot run or accept new creators until the Brand executes a fresh attestation under the revised specifications.
3. Escrow Funding & Double-Entry Ledger Settlement
To protect creators and ensure campaign delivery, campaigns must be fully funded to escrow prior to creator assignment and public launch:
- Escrow Lock: Funds are locked in double-entry platform escrow at campaign creation. No creator slot can be claimed without allocated escrow backing.
- Creator Allocation: Upon creator acceptance of a deliverable, the payout amount moves from brand escrow into the creator held balance.
- Durability & Release: Held funds become available for creator withdrawal only after completing the mandatory durability window with clean verification.
- Unused Escrow Return: When a campaign closes, any unused escrow balance attributable to unclaimed or forfeited creator slots is automatically credited back to the Brand wallet.
4. Prohibited Content & Product Restrictions
Adniverse strictly prohibits campaigns involving:
- Political campaigns, political parties, election advocacy, or partisan initiatives (Product Rule 8).
- Targeting based on religion, ethnicity, tribe, political beliefs, or private health data.
- Underage audiences: All targeting must strictly observe an age minimum of 18 or above.
- Deceptive schemes, unregistered financial products, unapproved medical cures, adult content, or predatory lending.
- Purchased engagement schemes: Brands may never instruct creators to buy views, likes, comments, saves, or followers.
5. Governing Law & Dispute Resolution
These Terms and any dispute arising from or related to them are governed by and construed in accordance with the substantive laws of the Federal Republic of Nigeria. Parties agree to submit to the exclusive jurisdiction of the state and federal courts located in Lagos State, Nigeria.