Digital

Not all available opportunities are listed.

Please contact your account executive for more information.

ESPN Self-Service

Got a smaller ad budget but need BIG results? Advertise Your Way on ESPN.com.

  • -Target at Local Level
  • -Track Your Results
  • -Easy to UseLearn More >

Guidelines >ESPN IAB Addendum

ESPN ADDENDUM TO IAB STANDARD TERMS AND CONDITIONS FOR INTERNET ADVERTISING FOR MEDIA BUYS ONE YEAR OR LESS (VERSION 3.0), DATED AUGUST 25, 2011

This Addendum (the "ESPN Addendum") is to the IAB STANDARD TERMS AND CONDITIONS FOR INTERNET ADVERTISING FOR MEDIA BUYS ONE YEAR OR LESS (Version 3.0) (the "Terms"). The Terms, as modified by this ESPN Addendum, constitute the parties' agreement (the "Agreement"). To the extent anything in this ESPN Addendum conflicts with the Terms and/or the applicable IO, this ESPN Addendum shall control. Capitalized terms used and defined in the Terms shall have the same meaning when used in this ESPN Addendum.

The Terms are hereby modified as follows:

  1. Advertiser and Media Company agree to be bound by the IAB Standard Terms and Conditions for Internet Advertising for Media Buys One Year or Less (Version 3.0), as amended by this ESPN Addendum.
  2. The definition of "Policies" is amended to include the following: "policies regarding use of tags, pixels, JavaScript, cookies and any other technology now known or hereafter developed that is designed to track users' online behavior or activity."
  3. Section I(a) is amended to add the following: "Excluding Advertising Materials provided by Advertiser, Media Company shall own and retain all right, title and interest in any materials and content it creates for the media buy pursuant to the IO. Advertiser agrees that it shall not at any time assert or claim any interest in, or do anything that may adversely affect the validity or enforceability of, any intellectual property or other proprietary right belonging to Media Company hereunder."
  4. The first sentence of Section II(a) is deleted in its entirety and replaced with the following: "Media Company will comply with the IO, including all Ad placement restrictions, and, except as set forth in Section VI(c), will use commercially reasonable efforts to create a reasonably balanced delivery schedule; provided that, Advertiser and Agency acknowledge that given the nature of Media Company's business (i.e., sports, which is seasonally-and event-driven), impressions on Sites may spike at times."
  5. Section II(c) is amended to add the following: "Media Company's technical specifications can be found at http://mediakit.go.com/espn/index.html."
  6. The fourth and fifth sentences of the first paragraph of Section III(a) are deleted in their entirety and replaced with the following: "Media Company acknowledges that failure by Media Company to send an initial invoice within such period may cause Agency to be contractually unable to collect payment from the Advertiser. If Media Company sends the initial invoice after the 90-day period and the Agency either has not received the applicable funds from the Advertiser or does not have the Advertiser's consent to dispense such funds, Agency will use commercially reasonable efforts to assist Media Company in collecting payment from the Advertiser or obtaining Advertiser's consent to dispense funds." In addition, the following is added to the end of Section III(a): "Any failure by Agency to invoice the Advertiser within this time frame shall not in any way limit Media Company's ability to collect funds from the Advertiser."
  7. The first sentence of Section III(b) is deleted in its entirety and replaced with the following: "Order acceptance is subject to credit approval of Advertiser and/or Agency; Advertiser and Agency shall provide information reasonably requested by Media Company to evaluate such entity's credit and Media Company reserves the right to cancel credit at any time for any reason in its sole discretion, with or without notice. Provided credit is approved, payment is due thirty (30) days from invoice date, unless otherwise agreed in writing by Media Company." In addition, the following is added to Section III(b): "In the event of nonpayment, and without limiting any other remedies, Media Company may offset any amounts due Media Company against any amounts due from Media Company to Advertiser (or Agency on its behalf) under any agreement or IO, or may offset such amounts against any charges for media to be delivered by Media Company."
  8. Section III(c) is amended to add the following at the end of the first paragraph: "Advertiser shall keep records related to payments made by it to Agency with respect to services provided by Media Company under this Agreement and Agency shall keep records related to payments received by it from Advertiser with respect to services provided by Media Company under this Agreement, and upon reasonable notice from Media Company, Advertiser and Agency shall allow Media Company to review such records."
  9. Section IV(b) is amended to add the following: "If a Third Party is serving the campaign, then simultaneously with Advertiser's or Agency's delivery of Advertising Materials to Media Company (but in no event later than two (2) business days prior to the scheduled start of the media flight), Advertiser or Agency, as applicable, will provide Media Company with login credentials/access (or other mutually agreed automated reporting functionality integration) and appropriate associations to the Ad for tracking and reporting purposes (including for Media Company to generate reports necessary to comply with the foregoing reporting requirement) and Advertiser or Agency, as applicable, will use commercially reasonable efforts to ensure the Third Party Ad Server's system generates accurate, complete and up-to-date reports. Advertiser's or Agency's failure to comply with the foregoing shall release Media Company from any makegood obligation in the case of under-delivery, from any cure obligation under Section IV(c), and from any payment obligation relating to any Third Party Ad Server charges in the case of over-delivery."
  10. Section V(a)(iii) is deleted in its entirety and replaced with the following: "iii. Advertiser and Agency acknowledge that obligations under an IO with respect to fixed placement Deliverables (including, without limitation, roadblocks, time-based, share of voice buys and sponsorships) are non-cancellable."
  11. Section V(c) is amended to add the following: "Discounted rates will not apply to cancelled buys; instead, short rates will be applied based on Media Company's standard rate card for the related inventory."
  12. Section VI(c) is amended to add "bonus Deliverables," after "If an IO contains" and before "CPA Deliverables, CPL Deliverables, or CPC Deliverables, the predictability, forecasting, and conversions for such Deliverables may vary and guaranteed delivery, even delivery, and makegoods are not available."
  13. Section VII(a) is amended by adding "use commercially reasonable efforts to" after "will" and before "not" in the first sentence. In addition, the following is added to Section VII(a): "Notwithstanding the foregoing or anything to the contrary contained in this Agreement, Advertiser or Agency, as applicable, will promptly notify Media Company when 100% of the Deliverables specified in the IO have been delivered and provide Media Company with Advertising Materials to enable Media Company to serve Ads by itself and thereby reduce Media Company's ad serving costs. Advertiser's or Agency's failure to provide Media Company with Advertising Materials within twenty-four (24) hours of 100% of the Deliverables specified in the IO being delivered shall relieve Media Company of any obligation to pay Ad serving charges incurred by Advertiser (or Agency on its behalf) to the extent such charges are associated with over-delivery by more than 10% above the guaranteed or capped levels."
  14. Section IX(a) is amended by replacing "Section V(c)" with "Section V(b)".
  15. Section IX(b) is amended to add the following at the end of the first sentence: "; such pro-rata charges shall be based on placeholder Advertising Materials (e.g., Advertiser institutional Ads) provided to Media Company to run until such time as the late creative is delivered; provided that, if no placeholder Advertising Materials are provided to Media Company, such pro-rata charges shall be based on Media Company's institutional ads (as determined by Media Company in its sole discretion)."
  16. Section IX(d) is amended by adding the following: "If Advertiser or Agency fails to provide Media Company with Advertising Materials to replace such damaged, non-compliant or otherwise unacceptable Advertising Materials prior to the scheduled start of the media flight, Advertising Materials will be deemed 'late' pursuant to subsection IX(b)."
  17. Section IX(f) is amended by adding the following: "All use of Third Party Ad Server tags shall comply with Media Company's Policies including, without limitation, policies regarding use of tags, pixels, JavaScript, cookies and any other technology now known or hereafter developed that is designed to track users' online behavior or activity, which can be found at http://mediakit.go.com/espn/index.html."
  18. Section IX is amended to add the following subsection: "h. No Use of Media Company Intellectual Property. Except as expressly provided on the IO, Advertiser shall not use or assist any other person or entity in using the intellectual property of Media Company, its parent or affiliated companies including, but not limited to, the following: the names "ESPN", "ESPN Internet Ventures", "ESPN Internet Group," "The Walt Disney Company", "Disney Online", "ABC", "ABC Internet Ventures" or "FamilyFun.com" (either alone, in conjunction with or as a part of any other word, name, phrase or mark), or any fanciful characters or designs of Disney Enterprises, Inc. (formerly, The Walt Disney Company) or any of its related, affiliated or subsidiary companies (a) in any advertising, publicity or promotion or other disclosure, (b) in any in-house publication, (c) to express or imply any endorsement of any product or service, or (d) in any other manner or for any purpose whatsoever."
  19. Section X(b) is amended to add the following: "Advertiser shall further indemnify Media Company and each of its Affiliates and Representatives from Losses resulting from any Claims brought by a Third Party resulting from (1) Ads and Advertising Materials provided by Advertiser or Agency to Media Company and posted on a Site, (2) Advertiser's failure to pay any fees for rights, including public performance, guild fees, or other fees associated with an Ad or Advertising Materials, (3) Media Company's use of any content or technology other than an Ad or Advertising Materials that Advertiser or Agency require Media Company to use, (4) the pages and sites to which an Ad or Advertising Materials link, and (5) use of any products sold through an Ad or Advertising Materials or through pages or sites to which they link."
  20. Section XII(d)(i) is deleted in its entirety and replaced with the following: "Notwithstanding anything to the contrary contained in this Agreement, any data (including, without limitation, User Volunteered Data, Performance Data and Site Data) collected and used by Advertiser, Agency and any Third Party acting on their behalf or otherwise engaged to render, perform or provide services for Advertiser or Agency in connection with a campaign (including, without limitation, Third Party Ad Servers) is subject to Media Company's prior written approval. Without limiting the foregoing, unless otherwise authorized by Media Company in advance in writing, Advertiser, Agency and any Third Party acting on their behalf or otherwise engaged to render, perform or provide services for Advertiser or Agency in connection with a campaign (including, without limitation, Third Party Ad Servers) may collect and use Collected Data solely for the purpose of performing under the IO and may not collect or use it for any other purpose (including, without limitation, to target or retarget advertisements). Upon reasonable advance notice, Media Company may review documents in the possession of Advertiser, Agency and any Third Party acting on their behalf or otherwise engaged to render, perform or provide services for Advertiser or Agency in connection with a campaign (including, without limitation, Third Party Ad Servers) solely for the purpose of verifying compliance with the foregoing and Advertiser shall ensure Media Company has reasonable access to all such documents for such purpose. In addition, unless otherwise authorized by Media Company in advance in writing, neither Advertiser nor Agency will (A) disclose IO Details of Media Company or Site Data to any Affiliate or Third Party (including, without limitation, Third Party Ad Servers) except as set forth in Section XII(d)(iii)."
  21. Section XII(e) is amended to add the following: "Where User Collected Data constitutes data previously collected by Media Company in connection with user registrations on a Site, Media Company and Advertiser shall each own such data separately and shall use it in accordance with their respective privacy policy."
  22. Section XIII(b) is amended to add "via the IAB Impression Exchange" after "IO" and before "(Controlling Measurement") in the first sentence."
  23. Section XIII(c) is amended by adding the following: "Nothing in this Section XIII(c) shall limit, replace or nullify any other obligation set forth in this Agreement (including this ESPN Addendum)."
  24. Section XIV(d) is amended to insert "New York, without reference to its choice of law rules" in the first open space and "New York" in the second open space.