TERMS & CONDITIONS OF USE

("Dark/Night Mode Ads" Platform)

Last updated: April 2026

1. DEFINITIONS

1.1 "Platform" means the AI-enabled digital platform called Dark/Night Mode Ads, owned and operated by Publicis S.r.l., Via Bernina 34, 20158 Milan (MI), which enables Users to upload advertising images and generate dark/night mode versions.

1.2 "Platform Owner" means Publicis S.r.l., Via Bernina, 34, 20158, Milan (MI), Piva 08518080158.

1.3 "User" means any individual acting on behalf of a legal entity (or as a sole trader) who accesses and uses the Platform.

1.4 "Materials" means any images, artwork, logos, copy embedded in images, and any other content uploaded to the Platform by or on behalf of a User.

1.5 "Outputs" means any image(s) generated, converted, or modified by the Platform (including in dark/night mode) from the Materials, using AI and related processing.

1.6 "Third-Party AI Services" means any external AI, hosting, or infrastructure providers used by the Platform Owner to deliver the Platform's functionality.

1.7 "Project Partner" means Eni Plenitude S.p.a. ("Plenitude"), which participates in the Dark/Night Mode Ads initiative as a partner promoting the adoption of dark mode creative standards, without owning, developing, operating or providing the Platform.

2. SCOPE OF THE PLATFORM

2.1 The Platform provides automated image transformation functionality based on AI models intended for creative, illustrative and communication purposes. The Platform processes Materials uploaded by authorized Users and generates AI-based Outputs.

2.2 Any references to environmental benefits, energy saving representations, comparisons or illustrative metrics:

  • are provided solely for informational and communication purposes;
  • do not constitute certified data, guarantees or official measurements.

Where applicable, the Platform may include dedicated informational sections explaining the context, scope and assumptions of individual projects or brand initiatives.

2.3 The Platform is provided "as is" and "as available". The Platform Owner does not guarantee any specific creative outcome, legibility, brand compliance, regulatory compliance, or suitability of Outputs for publication or commercial use; validation remains the User's responsibility.

2.4 If the User or any third party intends to make, publish or disseminate any energy saving, sustainability or environmental claim in connection with Outputs generated through the Platform, such claims must be independently validated, substantiated and, where required, certified on the basis of specific studies conducted with reference to the concrete circumstances of the relevant campaign, including, without limitation, the type, characteristics and technology of the display panels or devices used.

2.5 The Platform Owner shall have no responsibility or liability for any such claims made by Users or third parties.

2.6 Outputs shall not be relied upon as professional, legal, regulatory, environmental or technical advice.

2.7 Plenitude participates in the Dark/Night Mode Ads initiative as Project Partner. Its role is limited to promoting the adoption of dark mode creative standards and sharing its experience as the first company to have implemented such approach. Plenitude does not own, develop, operate or provide the Platform, nor does it act as an intermediary, agent or representative of the Platform Owner. Any reference to Plenitude on the Platform is intended solely to acknowledge its role as Project Partner and first adopter of the initiative and shall not imply any ownership, control or responsibility over the Platform or its services.

3. ACCESS, ACCOUNTS AND AUTHORITY

3.1 Access may require creation of a user account and, where applicable, association with a brand/project profile.

3.2 The User represents and warrants that they are fully authorized to act on behalf of the relevant entity/brand and have obtained all required approvals to use the Platform and upload Materials.

4. USER CONTENT: OWNERSHIP, RIGHTS AND PERMISSIONS

4.1 The User retains ownership of the Materials, and nothing in these T&C transfers ownership of the Materials to the Platform Owner.

4.2 The User represents, warrants and undertakes that, for all Materials uploaded:

  • (a) the User (or the User's organization) owns all necessary rights, titles, and interests in the Materials, OR has obtained all necessary licenses, permissions, releases, and consents (including from copyright holders, trademark owners, licensors, agencies, talent/subjects, photographers, and any other rightsholders);
  • (b) the Materials may be lawfully reproduced, adapted, modified, transformed into dark/night mode, and used for advertising/communication purposes;
  • (c) uploading and processing the Materials does not infringe any third-party rights, including intellectual property rights, moral rights, publicity/image rights, privacy rights, or contractual restrictions.

4.3 The User is solely responsible for the legality of the Materials and for ensuring all necessary authorizations are in place to upload and process them on the Platform.

5. LICENCE GRANT TO PLATFORM OWNER (TO OPERATE THE SERVICE)

5.1 By uploading Materials, the User grants the Platform Owner a non-exclusive, worldwide, royalty-free licence, for the duration necessary to provide the service, to:

  • (a) host, store, reproduce, transmit, and otherwise process the Materials;
  • (b) create, generate, and deliver Outputs derived from the Materials (including dark/night mode conversions);
  • (c) use Materials solely as needed for security, debugging, quality assurance, and service integrity (including review of technical logs), in each case in accordance with the Privacy Notice.

5.2 This licence is limited to operating, maintaining, and improving the Platform's service performance and security.

6. OUTPUTS: NATURE, QUALITY, AND THIRD-PARTY RIGHTS

6.1 Outputs are generated through automated processes; results may vary and may not be predictable.

6.2 The User acknowledges that Outputs are not guaranteed to be readable or legible in all formats, original, exclusive, or free from third-party rights, suitable for publication or commercial purpose and the use of Outputs is at the User's sole responsibility.

6.3 The Platform does not provide legal clearance, IP clearance, talent clearance, or regulatory substantiation of Outputs. The User must perform all necessary checks prior to publication or dissemination.

6.4 The Platform does not allow direct modification of AI-generated Outputs within its environment. Any modification, adaptation or derivative use of Outputs:

  • must occur outside the Platform;
  • is entirely under the responsibility of the User;
  • does not involve the Platform Owner.

7. USER RIGHTS IN OUTPUTS; PLATFORM OWNER RIGHTS

7.1 Subject to the User's compliance with these T&C, all rights, title and interest (including any intellectual property rights, to the extent protectable under applicable law) in and to the Outputs generated through the Platform shall vest in the User.

7.2 The Platform Owner does not acquire any ownership, intellectual property or proprietary rights in the Outputs as such, and no rights are granted to the Platform Owner except as strictly necessary to operate the Platform in accordance with these T&C.

7.3 The User acknowledges and accepts that, due to the nature of artificial intelligence systems and automated processing, the Platform's AI models may generate outputs that are identical or similar to Outputs generated for other users, including from the same or similar input materials. Such similarity or identity shall not be considered a breach of these T&C, shall not affect the User's rights in its own Outputs, and shall not give rise to any exclusivity, non-use, non-competition or infringement claim against the Platform Owner or other users.

7.4 The Platform Owner retains all rights, title and interest in and to the Platform, its software, workflow, prompts, system design, and any underlying AI systems, configurations, and know-how. No rights are granted except as expressly stated.

7.5 The Platform Owner may create aggregated, anonymized statistical data about Platform usage (e.g., throughput, error rates, performance metrics), provided it does not identify Users or disclose Materials.

8. PROHIBITED CONTENT AND MISUSE

8.1 The User must not upload Materials that are unlawful, infringing, defamatory, deceptive, or that violate advertising standards or applicable consumer protection rules.

8.2 The Platform Owner may suspend or terminate access, remove Materials, or block Outputs if it reasonably believes that Materials or usage violate these T&C or applicable law.

8.3 The User shall not and shall ensure that any third party acting on its behalf does not, use, publish or disseminate any statement, claim, representation or promotional communication that makes direct or indirect reference to Plenitude (or any group company of Plenitude) as the owner, developer, operator or provider of the Platform. Any reference to Plenitude (or any group company of Plenitude) made in violation of this paragraph shall not imply, in any case, that Plenitude is the owner, developer, operator or provider of the Platform.

8.4 Any use of the Platform and of the Outputs shall remain strictly neutral as to the identity of the Platform owner and shall not imply any endorsement, sponsorship, partnership or commercial relationship with Plenitude.

9. INDEMNITY

9.1 The User shall indemnify, defend and hold harmless the Platform Owner (and its affiliates, officers, directors, employees, contractors, and suppliers) from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of or related to:

  • (a) the User's Materials (including any allegation of IP, image rights, privacy, or contractual infringement);
  • (b) the User's breach of these T&C; or
  • (c) the User's publication, dissemination, or use of Outputs.

10. LIABILITY

10.1 To the maximum extent permitted by applicable law, the Platform Owner and the Project Partner shall have no liability whatsoever, whether in contract, tort (including negligence), strict liability or otherwise, arising out of or in connection with:

  • (a) access to or use of the Platform;
  • (b) the uploading, processing or storage of Materials;
  • (c) the generation, use, publication or dissemination of Outputs;
  • (d) any decisions, actions or omissions taken in reliance on Outputs; or
  • (e) any interruption, error, inaccuracy, or unavailability of the Platform.

10.2 Without limitation to the foregoing, the Platform Owner expressly disclaims all liability for any direct, indirect, incidental, consequential, special, punitive or exemplary damages, including but not limited to loss of profits, loss of business, loss of data, loss of goodwill, reputational harm, or third-party claims.

10.3 Nothing in these T&C shall exclude or limit any liability to the extent that such exclusion or limitation is not permitted under mandatory applicable law (including liability for willful misconduct or gross negligence, where such liability cannot be excluded).

11. EU AI ACT (REGULATION (EU) 2024/1689) – TRANSPARENCY AND USER OBLIGATIONS

11.1 AI disclosure on the Platform

The Platform uses AI to generate or modify image content. The Platform Owner will provide Users with information that they are using an AI system in the context of the Platform, where required.

11.2 Labelling / detectability of AI-generated or AI-manipulated content (where applicable)

Where technically feasible and appropriate, the Platform Owner may implement measures so that Outputs are marked in a machine-readable format and detectable as artificially generated or manipulated, in line with transparency obligations for systems generating synthetic image content.

11.3 User responsibilities when disseminating Outputs

If the User (or the User's organization) publicly disseminates Outputs or content derived from Outputs, the User is responsible for ensuring any legally required disclosures are made (e.g., that content has been AI-generated or AI-manipulated where required under applicable law and the AI Act's transparency regime).

11.4 Prohibited practices

The User must not use the Platform for prohibited AI practices or in a manner inconsistent with applicable law. The Platform Owner may restrict use where necessary to comply with legal obligations and prevent misuse.

11.5 Third-Party AI Services and substitution

The User acknowledges that the Platform may rely on Third-Party AI Services and that the Platform Owner may update, replace, or change underlying AI components to maintain performance, security, and compliance, without affecting the User's ownership of Materials and subject to the Privacy Notice and these T&C.

12. TERMINATION

12.1 The Platform Owner may suspend or terminate User access for breach, misuse, or legal compliance reasons.

13. GOVERNING LAW AND JURISDICTION

These T&C are governed by the laws of ITALY. Exclusive jurisdiction: Milan.

END OF TERMS & CONDITIONS