Adjust

Key findings

• Parties, address and service scope are defined precisely in Section 1, with the Dashboard and Services expressly identified.
• A conflict rule ranks the Order Form above the appendices and above these terms, so you know which document wins.
• The main acceptance path is a signed Order Form, valid for 14 days, executed through an e-signature platform.
• An alternative path incorporates the terms through checkboxes on Adjust's website, which is a weaker form of assent.
• The document is business-only, so there is no consumer or age-verification framework, which is appropriate here.
• English is the controlling language even if a translation is provided, which can disadvantage non-English-speaking teams.

Evidence from the document

Recommendations

• Get the draft Order Form in advance, as Section 3.1 allows, and read it alongside these terms before signing, because the Order Form overrides them.
• Save a dated PDF of the version of the terms in force on the day you sign, since the commercial detail lives in a separate document.
• If your team works in another language, have the English version reviewed by counsel, because the English text controls.

Key findings

• Termination for material breach requires written notice and a 30 day cure period, unless the breach is serious or repeated.
• Either side can walk away at renewal with 45 days written notice, but neither side can terminate for convenience mid-term.
• Suspension is limited by contract to the minimum extent and shortest duration needed, with written notice as soon as reasonably possible.
• Suspension can disable access to the Dashboard and to your own Customer Data, including for late payment.
• After termination your account ends and Adjust deletes Customer Data within 60 days, with no described self-service export path.
• Adjust can also terminate on 90 days notice if local law makes the service impossible or uneconomic in a country.

Evidence from the document

Recommendations

• Set a calendar reminder at least 60 days before each renewal date so the 45 day non-renewal window does not pass unnoticed.
• Export or mirror your attribution data continuously rather than relying on a retrieval window, because deletion follows within 60 days of termination.
• Ask Adjust in writing, before signing, how data export works at the end of the contract and get the answer into the Order Form.

Key findings

• You retain full ownership of Customer Data and of the reports and analytics the Services generate.
• The licence you grant Adjust is non-exclusive and limited to the sole purpose of performing the contract, and runs only during the Term.
• That licence is nonetheless transferable and sub-licensable, which is broader than strictly necessary.
• Feedback, suggestions and feature requests are captured by a worldwide, perpetual, irrevocable, royalty-free licence with no compensation.
• Adjust may publicise the relationship and display your logo by default, opt-out only, and only if agreed in writing.
• Adjust keeps all rights in the platform itself, and you get a revocable, non-transferable right of access only.

Evidence from the document

Recommendations

• Negotiate the logo and reference clause out of the Order Form in writing if you do not want to appear in Adjust's marketing.
• Treat any feature request you send as a permanent free gift of that idea, and keep genuinely proprietary ideas out of feedback channels.
• Confirm in the Order Form that your right to export reports and raw data survives long enough to migrate if you switch vendors.

Key findings

• The DPA sets you as controller and Adjust as processor, with processing only on your documented instructions.
• Sub-processors are named with addresses and locations, and you get at least three weeks notice and a right to object before changes.
• Personal data breaches must be reported to you without undue delay, and Adjust has appointed a data protection officer.
• Processing is in the EU and EEA plus the USA, with Standard Contractual Clauses and Data Privacy Framework coverage noted for the US host.
• At the end of the service, personal data is deleted or returned at your choice, and can be deleted earlier on your written instruction.
• Adjust runs an automatic opt-out tool so end users can object to processing, and there is a dedicated COPPA section restricting identifiers in child-directed apps.
• The heavy lifting of end-user consent and transparency sits with you as controller, not with Adjust.

Evidence from the document

Recommendations

• Check Appendix 3 for the current sub-processor list before signing, and set up an internal owner to review the three week change notices.
• Make sure your app privacy notice and consent flow actually cover the identifiers listed in Appendix 1, because that duty is yours.
• If any of your apps are directed at children, read Section 15 first, since sharing advertising identifiers with partners is prohibited there.

Key findings

• Automatic 12 month renewal on a continuous basis, escapable only with 45 days written notice before expiry.
• Fees increase by 10% with every Renewal Term, automatically and with no stated ceiling.
• The full term is payable in advance, and overage beyond the purchased volume is invoiced separately.
• You owe the fees whether or not you actually used or benefited from the Services.
• Downgrading the package during the term is not permitted, and downgrade notice also requires 45 days before renewal.
• Refunds of prepaid fees are limited to termination caused by Adjust's material breach or by Adjust's own exit rights.
• Late payment can trigger suspension while your payment obligations continue in full.

Evidence from the document

Recommendations

• Negotiate the 10% uplift down or cap it in the Order Form before signing, because the compounding effect over a few renewals is large.
• Diary the 45 day non-renewal deadline as a hard internal deadline, not a reminder, since missing it locks in another full paid year.
• Buy conservative volume, because you cannot downgrade mid-term but overage is simply invoiced on top.
• Ask for a proration or partial refund clause in the Order Form, since the standard terms give you none if you leave for your own reasons.

Key findings

• Full liability is preserved for intentional and grossly negligent conduct, and for injury to life, body or health.
• Ordinary negligence liability is capped at the higher of twelve months of fees or EUR 200,000, a meaningful floor for smaller customers.
• Indirect damages, in particular lost profit, are excluded outright, which matters for an advertising measurement tool.
• Claims based on slight negligence are time-barred after one year from when the damage occurs, shorter than statutory periods.
• Availability is promised at 99.8% per year on a commercially reasonable efforts basis, with no service credits or remedy stated.
• Interruptions caused by third parties, internet conditions or force majeure are declared not to affect contractual conformity.
• Liability for free versions and trials is excluded except in cases of intent or fraud.
• Adjust disclaims responsibility for your reliance on Customer Data and owes nothing to your agency clients or partners.

Evidence from the document

Recommendations

• Log any suspected measurement fault in writing immediately, because Section 7.2 requires prompt notice of material defects and slight negligence claims expire in one year.
• Do not rely on the 99.8% figure as a service level, since no credits or remedies are attached to it. Negotiate an SLA in the Order Form if uptime matters.
• Keep the SDK Signature library updated within 90 days of notice, or Adjust is expressly not responsible for spoofed installs.

Key findings

• Adjust indemnifies you for third-party intellectual property infringement claims arising from its own provision of the Services.
• Your indemnity is triggered only by use in breach of the agreement, not by mere use of the service.
• The indemnifying party controls and funds the defence, and the other side can step in only if the defence is not run properly.
• Neither party may admit claims or settle without the other's written consent, which cannot be unreasonably withheld.
• Indemnity obligations are expressly subject to the Section 11 liability limits, so exposure is not unlimited.
• A separate export control clause makes you bear Adjust's damages for export breaches, but only where you are at fault.

Evidence from the document

Recommendations

• Note that the IP indemnity from Adjust is capped by Section 11, so check whether that cap is adequate for your risk before relying on it.
• Keep your usage inside the Section 7 restrictions, since your indemnity is triggered by breach of the agreement.
• Give prompt written notice of any third-party claim so the indemnifying party can take over the defence at its own expense.

Key findings

• Updates require at least 30 days advance notice in text form before the effective date.
• You have an express right to object within the notice period, and Adjust must flag the consequences of silence in the notification.
• If you object, Adjust may terminate only where it cannot reasonably be expected to continue without the update, so objecting is not automatically fatal.
• Silence during the notice period counts as acceptance, which is still a passive-consent mechanism.
• Product changes are constrained: they may not reduce functionality, performance, availability or security, and material changes are announced in advance.
• The document is dated and lists prior versions, so you can prove which text you agreed to.
• Adjust may assign the contract to an affiliate or to a buyer in a merger or asset sale, while you may not assign without permission.

Evidence from the document

Recommendations

• Make sure the contact address on your Adjust account reaches a monitored inbox, because notice is treated as received the moment the email is sent.
• Diff each update notice against your saved copy within the 30 day window, since staying silent counts as acceptance.
• If a change is unacceptable, object in text form inside the window rather than after, and keep proof of sending.

Key findings

• Mandatory binding arbitration for all disputes, expressly without recourse to the ordinary courts of law.
• Adjust reserves the right to bring court actions in individual cases, with exclusive jurisdiction in Berlin, so the clause runs one way.
• The seat is Berlin, Germany, which can be a distant and expensive forum for a customer based elsewhere.
• A sole arbitrator decides, and the proceedings are private rather than public.
• The contract is silent on who bears arbitration fees, and DIS proceedings are not cheap for smaller claims.
• German law governs and the UN sale of goods convention is excluded, with no savings clause for mandatory local protections.
• The Data Processing Agreement adds Berlin as the sole place of jurisdiction for data protection disputes.
• Export control and sanctions provisions are ordinary compliance boilerplate and are not consumer harms.

Evidence from the document

Recommendations

• Price in the cost of arbitrating in Berlin before you sign, and ask counsel to estimate DIS fees for the size of claim you could realistically bring.
• Try to negotiate a mutual dispute clause in the Order Form, so either both sides arbitrate or both sides may litigate.
• Use the contractual escalation route first: send written notice to legal@adjust.com and document everything, since arbitration is your only formal path.
• If you are outside Germany, ask counsel whether any mandatory protections in your own jurisdiction survive the German choice of law.