Last Updated: June 6, 2025
These OpenSincera Terms of Service (“Terms”) apply to your access to and use of any website or online service that references these Terms (collectively, the “Services”). If you do not agree to these Terms, you may not use our Services.
If you are resident in the European Economic Area, Switzerland, or the United Kingdom (collectively, the “European Region”), the Services are provided by The UK Trade Desk Ltd and our address is 10th Floor, 1 Bartholomew Close, London, EC1A 7BL. If you are resident outside the European Region, the Services are provided by The Trade Desk, Inc. (References to “TD” or “we” or other first-person pronouns should be read as reference to the relevant Trade Desk entity).
BY AGREEING TO THESE TERMS, YOU AND TD AGREE TO RESOLVE DISPUTES SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING (SEE SECTION 9 (NO CLASS ACTIONS)).
For information about how we collect, use, disclose and otherwise process information about you in connection with our Services, please see our Website Privacy Policy.
We may indicate that different or additional terms, conditions, guidelines, policies, or rules apply in relation to some of our Services (“Supplemental Terms”). Any Supplemental Terms become part of your agreement with us if you use the applicable Services, and if there is a conflict between these Terms and the Supplemental Terms, the Supplemental Terms will control for that conflict.
For clarity, the Services do not include OpenPath, TD’s advertising technology platform or systems, or any other services that do not reference these Terms, such as services provided pursuant to a data supplier agreement or other separately executed agreement with TD.
We may make changes to these Terms. The “Last Updated” date above indicates when these Terms were last changed. If we make future changes, we may provide you with notice of such changes, such as by sending an email, providing a notice through our Services, or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of our Services after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must immediately stop using our Services.
(a) Authorization. If you use our Services on behalf of another person or entity, (i) all references to “you” throughout these Terms (other than in this Section 1(a)) will include that person or entity, (ii) you represent that you are authorized to accept these Terms on that person’s or entity’s behalf, and (iii) in the event you or that person or entity violates these Terms, that person or entity also agrees to be responsible to us.
(b) Account. You may need to create an account with TD in order to use certain of our Services. You may not share or permit others to use your account credentials. You will promptly update any information contained in your account if it changes. You must use a strong password for your account that is unique to our Services and not used by you on any other website or online service. You must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. We reserve the right to reject, require that you change, or reclaim usernames, including on behalf of businesses or individuals that hold legal title, including trademark rights, in those usernames.
(c) Verification. You will take all steps that we reasonably require to verify your identity and/or account and ability to access the Services.
(d) Jurisdiction. You may only use our Services in jurisdictions authorized by TD. You represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
(e) Use. You may only use our Services for your legitimate business purposes, including providing services to your clients, in compliance with these Terms. You may not use our Services as a consumer for any personal, family, or household purposes. You will be solely responsible for any authorized users that you allow to use the Services on your behalf, including their activity in connection with the Services.
(a) Prohibited Conduct. You will not use our Services if you are not eligible to use our Services in accordance with Section 1 (Eligibility and Accounts) and will not use our Services other than for their intended purpose. Further, you will not, in connection with our Services:
i. Violate any applicable law, rule, regulation, contract, intellectual property right, or other third-party right or commit a tort;
ii. Engage in any harassing, threatening, intimidating, or predatory conduct;
iii. Use or attempt to use another user’s account or information without authorization from that user and TD;
iv. Impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
v. Sell or resell our Services;
vi. Copy, reproduce, distribute, publicly perform, or publicly display our Services, except as expressly permitted by us or our licensors;
vii. Remove or alter any proprietary rights notices or markings;
viii. Modify our Services, or otherwise make any derivative works based upon our Services, except as expressly permitted under these Terms;
ix. Use our Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying our Services or that could damage, disable, overburden, or impair the functioning of our Services in any manner;
x. Reverse engineer any aspect of our Services or do anything that might discover or reveal source code, or bypass or circumvent measures employed to prevent or limit access to our Services;
xi. Use any data mining, robots, or similar data gathering or extraction methods designed to scrape or extract data from our Services except in accordance with instructions contained in our robot.txt file and only to compile for search results, provided that TD grants to the operators of public search engines permission to use spiders to copy materials from the Services for the sole purpose of (and solely to the extent necessary for) creating publicly available, searchable indices of such materials, but not caches or archives of such materials. TD reserves the right to revoke such permission either generally or in specific cases, at any time and without notice;
xii. Develop or use any applications or software that interact with our Services without our prior written consent; or
xiii. Use our Services for any illegal or unauthorized purpose, or engage in, encourage, or promote any activity that violates these Terms.
(b) Enforcement. Enforcement of this Section 2 (Prohibited Conduct) is solely at TD’s discretion, and failure to enforce this section in some instances does not constitute a waiver of our right to enforce it in other instances.
The Services include any application programming interfaces made available by TD through the Services (“TD APIs”) for access or use of data or content made available through the Services (“API Content”). The TD APIs and API Content are part of the Services and your access to or use of them is subject to these Terms, including this Section 3 (TD APIs).
(a) Use of API Content. You may copy and modify, and publicly display modified versions of, the API Content through your application, website, or online services; provided, however, that you will not display, publish or otherwise disclose any API Content without material enhancements.
(b) Permitted Access. You will only access (or attempt to access) TD APIs in the form and manner as approved by TD, including as described in documentation we make available. You must use any access keys, tokens or other credentials provided to you by TD when accessing the TD APIs. You agree to: (i) not share such credentials with any third party; (ii) protect all such credentials against unauthorized access, use, and disclosure; and (iii) promptly notify TD if you become aware of or suspect any such unauthorized activities. You must not mispresent or attempt to mask your identity when accessing the TD APIs.
(c) Additional Restrictions. You will comply with and not attempt to circumvent any requirements or restrictions imposed on use of the TD APIs or the API Content as made available by TD, including frequency caps, rate limits, or other limitations.
(d) Public Statements. You will not make any statements, including any representations or warranties: (i) regarding the API Content; (ii) on behalf of TD; or (iii) that imply any partnership with or endorsement by TD of you or your products or services. However, you agree to display any attribution(s) required by TD in connection with display of modified API Content as described in our documentation or as otherwise instructed by TD.
(e) Deletion. Promptly following request by TD, you will discontinue all use and display of any API Content and delete all API Content in your possession or control.
(a) Ownership. The Services, which includes the data, text, graphics, images, photographs, videos, illustrations, and other content made available or contained therein, and all intellectual property rights therein and thereto, are owned by TD or our licensors and are protected under both United States and foreign laws. Except as explicitly stated in these Terms, all rights in and to the Services, including all intellectual property rights therein and thereto, are reserved by us or our licensors.
(b) Limited License. Subject to your compliance with these Terms, we grant you a limited, nonexclusive, nontransferable, non-sublicensable, revocable license to access and use our Services solely for your legitimate business purposes in accordance with these Terms. Any use of the Services other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein and violate our intellectual property rights.
(c) Feedback. You may voluntarily submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials, or other information about TD, its business or any of our Services (collectively, “Feedback”). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
(d) Trademarks. The Trade Desk and our logos, product or service names, slogans, and the look and feel of the Services are trademarks of TD and may not be altered, removed, copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned on or in connection with the Services are the property of their respective owners. Reference to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation by us.
We are not responsible for third-party materials made available in connection with the Services, including any links to third-party websites. Your dealings or correspondence with third parties and your use of or interaction with any third-party materials are solely between you and the party that provides the third-party materials. TD does not control or endorse, and makes no representations or warranties regarding, any third-party materials, and your access to and use of such third-party materials is at your own risk.
To the fullest extent permitted by applicable law, you will indemnify, defend, and hold harmless TD and our affiliates, and each of our respective officers, directors, agents, partners, and employees (individually and collectively, the “TD Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Actions”) arising out of or related to: (a) your access to or use of the Services; (b) your Feedback; (c)your violation of these Terms; (d) your violation, misappropriation, or infringement of any rights of another (including intellectual property rights or privacy rights); or (e) your conduct in connection with the Services. You agree to pay all fees, costs and expenses associated with defending Actions (including attorneys’ fees) and you will cooperate with the TD Parties in defending such Actions. You also agree that TD Parties will have control of the defense or settlement, at TD’s sole option, of any third-party Actions.
Your use of our Services is at your sole risk. Except as otherwise provided in a writing by us and to the fullest extent permitted under applicable law, our Services and any content or materials provided therein or therewith (including third-party materials) are provided “as is” and “as available” without warranties of any kind, either express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. In addition, TD does not represent or warrant that our Services, including any content provided therein or therewith, are accurate, complete, reliable, current, or error-free or that access to our Services or any content provided therein or therewith will be uninterrupted. While TD attempts to make your use of our Services safe, we cannot and do not represent or warrant that our Services or servers are free of viruses or other harmful components or content or materials. You assume the entire risk as to the quality and performance of the Services and any content provided therein or therewith.
(a) Disclaimer. To the fullest extent permitted by applicable law, TD and the other TD Parties will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive, or special damages or lost profits, even if TD or the other TD Parties have been advised of the possibility of such damages.
(b) Liability Cap. The total liability of TD and the other TD Parties for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the amount you paid (if any) to use our Services.
(c) Exclusions. The limitations set forth in this Section 8 (Limitation of Liability) will not limit or exclude liability for gross negligence, fraud, or intentional misconduct of TD or the other TD Parties or for any other matters in which liability cannot be excluded or limited under applicable law. Additionally, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
(d) Release. To the fullest extent permitted by applicable law, you release TD and the other TD Parties from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown (including claims of negligence), arising out of or related to the acts or omissions of third parties. If you are a consumer who resides in California, you hereby waive your rights under California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
To the maximum extent permitted by applicable law, you and TD agree to only bring disputes arising out of or related to these Terms or the Services, including any claims related to the use or operation of the Services, all privacy or data security claims, and all claims related to the validity, enforceability, or scope of this Section or any portion of it, in an individual capacity and will not:
(a) seek to bring, join, or participate in any class or representative action, collective or class-wide arbitration, or any other action where another individual or entity acts in a representative capacity (e.g., private attorney general actions); or
(b) consolidate or combine individual proceedings or permit another to do so without the express consent of all parties to these Terms.
We reserve the right to modify our Services or to suspend or stop providing all or portions of our Services at any time to you or anyone else. You also have the right to stop using our Services at any time. We are not responsible for any loss or harm related to your inability to access or use our Services.
(a) Governing Law and Venue. Any dispute, claim, or controversy that arises from or relates to these Terms or the Services will be governed by and construed and enforced in accordance with the laws of the State of New York, except to the extent preempted by U.S. federal law, without regard to conflict of law rules or principles (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute, claim, or controversy that arises from or relates to these Terms or our Services will be resolved exclusively in the state or federal courts in New York, New York. You and TD waive any objection to venue in any such courts.
(b) Severability. If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
(c) Miscellaneous. TD’s failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. Enforcement of any provision of these Terms is solely at TD’s discretion. These Terms reflect the entire agreement between the parties relating to the subject matter hereof and supersede all prior agreements, representations, statements, and understandings of the parties. These Terms are not subject to and do not impact or modify any agreement between the parties relating to other products or services provided by or on behalf of TD, including any inventory supplier agreement, OpenPath agreement, data supplier agreement, or master services agreement. The section titles in these Terms are for convenience only and have no legal or contractual effect. Use of the word “including” will be interpreted to mean “including without limitation.” References to “Services” in these Terms will be interpreted to mean all or any portion of the Services. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights upon any other person or entity. Communications and transactions between us may be conducted electronically.