Advertising Agreement Template

Advertising Agreement
Prepared for: Prepared by:

[Client.FirstName] [Client.LastName] [Sender.FirstName] [Sender.LastName]
[Client.Company] [Sender.Company]
This Advertising Agreement (the “Agreement”) sets out the terms and conditions upon which
COMPANY NAME (the “Company”), being a Company duly registered under the laws of
STATE with registered number REGISTERED NUMBER and having its registered address
at REGISTERED ADDRESS, engages ADVERTISER NAME (the “Advertiser”), being a
Company duly registered under the laws of state with registered number REGISTERED
NUMBER and having its registered address at REGISTERED ADDRESS as an advertiser for
the Company (together, the “Parties”).
WHEREAS: The main activity of the Company is ACTIVITY
WHEREAS: The Advertiser provides advertising services in this abovementioned area.
WHEREAS: The Company is desirous of engaging the Advertiser to provide advertising
services on such terms as are set out throughout this Agreement and the Advertiser for his
part is desirous of being engaged by the Company to provide said advertisement on said
terms.
NOW, THEREFORE, IT IS HEREBY AGREED as follows:
1. DEFINITIONS. In this Advertising Agreement:
1.1 “Territory” shall mean TERRITORY
1.2 “Social Media” shall mean all forms of social media such as Facebook, Google+,
LinkedIn etc.
1.3 “Ads” shall mean online advertisements.
1.4 “PPC” , “CPC” shall all mean Pay Per Click advertising.
1.5 “PPV”, “PPM”, “PPI”, “CPI”, “CPM” shall all mean Cost Per View advertising.
1.6 “Display Ads” shall means advertisements promulgated by any display networks.
1.7 “SEO” shall mean Search Engine Optimisation.
1.8 “Video Advertising” shall mean advertising on Youtube.com, Vimeo.com or any other
similar public or private video website.
1.9 “Viral Advertising” shall include all forms of viral advertising, stealth advertising and
advertising using internet memes.
1.10 “Bonus Offers” shall mean the offering of any goods, services, ebooks or other benefit
whatsoever whether or not of any real or perceived benefit or value as an incentive to the
customer to purchase the goods or services of the Company.
1.11 “Fees” shall mean the Fees set out in Clause 4.
1.12 “Budget” shall mean the advertising Budget set out in clause 5.
1.13 Unless it is evident from the context and having regards to the generality of the
Agreement that a clause intends to mean otherwise: words denoted in the singular only shall
include the plural and vice versa; words denoted in any gender shall include all genders; and,
terms denoting people or persons shall include both natural and legal persons (such as
corporations) and vice versa.
1.14 The heading names in this Advertising Agreement are provided as reference only and do
not form part of this Advertising Agreement.
1.15 This Advertising Agreement may be executed in both English and other languages. If
there is a conflict between this Agreement in its various translations the English version shall
prevail.
1.16 The illegality or unenforceability of any clause (or part thereof) shall have the effect of
voiding that clause (or part thereof) only and not the entirety of this Advertising Agreement.
1.17 This Advertising Agreement may be executed either in one original or in two
counterparts.
1.18 The terms of this Advertising Agreement shall be deemed to be binding on both Parties
based on their respective conduct notwithstanding any error or defect in the execution of the
Agreement.
2. PROVISION OF INFORMATION In order to enable the Advertiser to create and
promulgate appropriate advertisements the Company agrees to provide the Advertiser with:
2.1 An executive summary of the Company and its area of operation.
2.2 A detailed description of the product or services being advertised including information
relevant to advertising such as cost, payment means, refund policy etc.
2.3 An indication of the intended purpose of advertising (whether to promote a given product
or service or raise brand or product awareness or both).
2.4 A detailed budget for advertising.
2.5 Access to their website traffic statistics in order to allow the Advertiser to tailor and
improve the advertising as well as tracking commission, if applicable.
The performance by the Advertiser of its obligations under this Agreement is conditional
upon receipt of the above and changes in these requirements must be notified in writing as
soon as practicable.
3. OBLIGATIONS OF THE ADVERTISER It is agreed that:
3.1.The Advertiser may use the following means to promote the products or services of the
Company as agreed between the Parties from time to time:
3.1.1 SEO
3.1.2 Text Ads
3.1.3 Image Ads
3.1.4 PPC Ads
3.1.5 PPV Ads
3.1.6 Social Media Advertising
3.1.7 Advertisement on WEBSITE OR BLOG NAME
3.1.8 Viral Advertising
3.1.9 Video Advertising
3.1.10 Radio Advertising
3.1.11 TV Advertising
3.1.12 Magazine Advertising
3.1.13 Billboard Advertising
3.1.14 Word of Mouth Advertising
3.2 The Advertiser is expressly prohibited from using the following means to promote the
products or services of the Company:
3.2.1 Popups
3.2.2 Bonus Offers
3.2.3 Affiliate Marketing
3.3 The Advertiser shall not promote any advert without that advert being first approved by
the Company.
3.4 the Advertiser agrees that it will surrender to the Company the following items on the
termination of this Advertising Agreement:
3.4.1 A full list of keywords used in connection with the advertisement or SEO.
3.4.2 All advertising copy and creative.
3.4.3 Full details of the PPC or PPV strategy including targeted territories, budgets, and
any other demographics.
3.4.4 Full details of all traffic received or directed under the campaign including Google
Analytics information or similar.
4. FEES In consideration of its services the Company agrees to pay the Advertiser FEE, those
fees itemized in the spreadsheet appended hereto which shall form part of the this Advertising
Agreement and which shall be initialed by both Parties.
Item Fee Payment Schedule

-----------------------------------------------
------------------------------------------------
5. MANAGEMENT OF ADVERTISING BUDGET It is agreed that:

5.1 during the course of this Advertising Agreement and in addition to those Fees outlined in
clause 4 the Company undertakes to pay BUDGET to the Advertiser to be used to meet the
direct costs of the advertising campaign.
5.3 In the event of the Termination of this Advertising Agreement the Advertiser agrees to
return any unused Budget.
6. DURATION This Advertising Agreement shall commence on the date of its execution and
shall have effect until any of the following occurrences at which point the Agreement will
end:
6.1 the failure of the Company to pay any fees due under this Agreement within 60 (sixty)
days of them falling due provided that such delay was not expressly agreed between the
Parties.
6.2 The provision of 14 (fourteen) days’ notice in writing by either Party.
6.3 The passing of one calendar year.
7. WARRANTIES AND INDEMNITIES It is agreed that:
7.1 Both Parties warrant that they have the necessary power and approval to enter into this
Advertising Agreement.
7.2 Both Parties warrant that they are not aware of anything in their reasonable control which
will or could have an adverse effect upon their ability to perform their respective obligations
under this Advertising Agreement.
7.3 The Advertiser warrants that he/she will use only those means of advertising approved by
the Company and listed in clause 3.1 and the Advertiser undertakes not to use any other
means of advertising without the prior written approval of the Company and such approval
shall constitute a variation pursuant to clause 9.
7.4 Where the Advertiser is holding or otherwise controlling an advertising Budget he/she
undertakes to use this Budget in its entirety for advertising and not for any other purpose and
to return any unused Budget at the termination of this Advertising Agreement.
7.5 The Advertiser undertakes to pause or stop all advertising on the express instruction of
the Company in writing.
7.6 The Company undertakes to pay all Fees promptly and not to unreasonably withhold
payment.
7.7 The Advertiser warrants that he/she will use only a) material expressly authorised by the
Company or b) entirely original material and will not infringe the copyright of any third-
party.
7.8 The Advertiser warrants the he/she will not use any false or misleading statements in their
advertisements whether by statement, act, omission or implication.
7.9 The Advertiser warrants that he/she will not use any vulgar, offensive or disreputable
means of advertising.
7.10 The Advertiser agrees to indemnify and keep indemnified the Company against any and
all losses howsoever arising as a result of a breach of clause 7.7, clause 7.8 or clause 7.9.
7.11 The Advertiser acknowledges that he/she does not have the right to bind the Company.
7.12 The obligations and benefits under this Agreement may be assigned by either Party
provided that the other Party first agrees in writing to said assignment.
7.13 The failure or delay by either Party to enforce any term of this agreement or to act upon
a breach of any term shall not constitute a waiver of their rights.
7.14 Both Parties warrant that they will not do anything to hinder or adversely affect the
execution of the other Parties’ duties under the Agreement.
7.15 Both Parties warrant that they will submit to the exclusive jurisdiction of the courts and
legal system stated in clause 11.
8. CONFIDENTIALITY It is agreed that:
8.1 The Advertiser shall ensure that any confidential information or material which is
obtained during the scope of this Advertising Agreement or in negotiation thereof is kept
confidential including but not limited to the details of the means of advertising and the
commission due or received under this Advertising Agreement.
8.2 The Company shall ensure that the details of the Candidate are kept confidential at all
times and undertakes not to share this information with any third-parties.
8.3 The Advertiser undertakes that he shall not expose any confidential information except
with the prior written consent of the Company or if directed to do so by a competent Court
provided always that such information has not previously entered the public domain by other
means.
8.4 The terms of clauses 8.1, 8.2, 8.3 shall apply indefinitely notwithstanding the termination
of this Advertising Agreement.
9. VARIATION Any variation to this Advertising Agreement shall be made in writing and
signed by both Parties.
10. NOTICES Any notice served under this Advertising Agreement shall be made in writing
and shall be considered served if it is handed to the other Party in person or delivered to their
last known address or any other such address as the Party being served may have notified as
his address for service. All notices shall be delivered in English.
11. GOVERNING LAW, DISPUTES AND ARBITRATION It is agreed that:
11.1 The Advertising Agreement is made under the exclusive jurisdiction of the laws of
STATE/COUNTRY.
11.2 Disputes under this Advertising Agreement shall be subject to the exclusive jurisdiction
of the courts of STATE/COUNTRY.
11.3 Notwithstanding the terms of 11.2 both Parties agree that in the event of a dispute they
will enter into arbitration before the International Chamber of Commerce before a single
arbitrator whose decision shall be final.
[Sender.Company]
date [Client.Company]
signature date
[Sender.FirstName] [Sender.LastName] signature
[Client.FirstName] [Client.LastName]

Advertising Agreement Template

Uploaded by

Copyright:

Available Formats

Advertising Agreement Template

Uploaded by

Document Information

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

Advertising Agreement Template

Uploaded by

Copyright:

Available Formats

Advertising Agreement

Prepared for: Prepared by:

Item Fee Payment Schedule

5. MANAGEMENT OF ADVERTISING BUDGET It is agreed that:

You might also like