VIEWS: 5 PAGES: 7 CATEGORY: Advertising Agreements POSTED ON: 2/7/2014
This Insertion Order is between a Publisher and an Advertiser that wants to advertise in the Publisher’s publication. This agreement specifies important details of the advertisement, such as the advertisement copy’s due date, the publisher’s fees, the ad’s position, the ad’s frequency, and more. It is vital to get Insertion Order’s in writing to ensure that the understandings of both parties are properly set forth. This agreement can be used by individuals or small businesses that want to advertise or sell advertisement in a particular publication.
Insertion Order This Insertion Order is between a Publisher and an Advertiser that wants to advertise in the Publisher’s publication. This agreement specifies important details of the advertisement, such as the advertisement copy’s due date, the publisher’s fees, the ad’s position, the ad’s frequency, and more. It is vital to get Insertion Order’s in writing to ensure that the understandings of both parties are properly set forth. This agreement can be used by individuals or small businesses that want to advertise or sell advertisement in a particular publication. INSERTION ORDER THIS INSERTION ORDER (hereinafter referred to as the “Insertion Order”) is made and entered into as of __________________, [Instructions: Insert the date of this agreement] by and between ________________________ [Instructions: Insert the Publisher’s name] (hereinafter referred to as the “Publisher”), of _________________________________ [Instructions: Insert the Publisher’s address] and ________________________ [Instructions: Insert the Advertiser’s name] (hereinafter referred to as the “Advertiser”), of _________________________________. [Instructions: Insert the Advertiser’s address] WHEREAS, Publisher is the publisher of the publication entitled “________________________” [Instructions: Insert the name of the Publisher’s publication] (the “Publication”); WHEREAS, Advertiser desires to reserve space and insert the advertising material set forth in Exhibit “A”, attached hereto and incorporated herein (the “Ad”) in the Publication; and, subject to the terms and conditions contained herein, Publisher desires to insert the Ad into the Publication. NOW, THEREFORE, in consideration of the promises and other good and valuable consideration set forth, the parties agree as follows: 1. THE AD a. No less than __________ (___) [Instructions: Insert the number of days before the ad begins that Advertiser will submit to Publisher the ad copy] days’ prior to Advertiser’s proposed commencement date for the Ad insertion, Advertiser shall submit to Publisher: (i) a proof of the Ad (“Copy”). Copy for Ads should be carefully reviewed by Advertiser. Publisher shall not be liable for any material errors or misspellings on Ads. b. Publisher will review Advertiser’s submission and within __________ (___) [Instructions: Insert the number of days after receipt that Publisher has to approve the ad] days’ of Publisher’s receipt of said submission will indicate if Publisher agrees to accept the proposed insertion. If accepted, Publisher will invoice Advertiser for the Screen Time. c. The subject matter, form, size, wording, illustration, and typography of the Ad shall be subject to the approval of Publisher, but unless otherwise authorized, no change shall be made without the prior written consent of Advertiser. d. In the event that Publisher is unable to set any advertisement in the type or style requested, Publisher shall immediately notify Advertiser and follow Advertiser’s instructions. If Publisher is unable to secure definite instructions from Advertiser, the advertising shall be omitted. e. Where material furnished by Advertiser occupies more space than specified in the insertion order, Publisher shall immediately communicate with Advertiser for definite © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 instructions. If Publisher is unable to secure definite instructions from Advertiser, the advertising shall be omitted. 2. PROOF OF INSERTION Upon publication of the Ad, a copy of the page of the Publication containing the Ad shall be supplied to Advertiser along with Publisher’s invoice for the insertion. Upon Advertiser’s request, a copy of each issue in which the advertising appears may be supplied. 3. FEES a. In full consideration of all rights granted herein, Advertiser shall pay Publisher __________ Dollars ($____) [Instructions: Insert the amount Advertiser will pay Publisher per issue that the ad is inserted] per issue that the Ad is inserted. Upon publication of the Ad, Publisher shall provide Publisher with proof of publication and an invoice for the insertion. All compensation due hereunder shall be due and payable within __________________ [Instructions: Insert the length of time Advertiser has to pay Publisher’s invoice] of Advertiser’s receipt of Publisher’s invoice. b. In the event that Advertiser fails to make payment of the above fees and/or costs and expenses, on the dates indicated herein, Advertiser shall be charged a late payment fee, which shall be equal to interest at rate of __________ percent (___%) [Instructions: Insert the interest rate that will be applied to delinquent payments] compounded [Instructions: Choose one] annually OR monthly. Advertiser shall also be responsible for all reasonable costs related to recovery of such unpaid payments, including, but not limited to, administrative and attorney’s fees that may be incurred by Publisher and/or Publisher’s representatives in an effort to collect past due amounts owed to Publisher for more than __________________ [Instructions: Insert the length of time Advertiser has to pay Publisher’s invoice] (“Collection Costs”), which Collection Costs shall be added to the amounts due to Publisher and paid by Advertiser. All payments made by Advertiser following the incurrence of Collection Costs by Publisher shall first be credited to Collection Costs amounts and then to the past due invoice until the account is brought current. 4. REPRESENTATIONS, WARRANTIES, INDEMNIFICATION, LIMITATION OF LIABILITY a. Advertiser represents and warrants to Publisher that: (i) Advertiser has the full power and authority to enter into this Insertion Order and perform all of Publisher’s obligations hereunder; (i) Advertiser owns and/or has the right to use all content, including all trademarks and copyrighted material, provided to Publisher hereunder; (iii) the Copy of the Ad supplied by Advertiser to Publisher: is true and correct in every respect, does not contain anything that is, defamatory of any person or entity, indecent, obscene or constitute a statement that is misleading or deceptive or likely to mislead, does not infringe any copyright, trademark or other intellectual or other rights of any person. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 3 b. Advertiser will defend, indemnify and hold harmless Publisher from and against all losses, damages, liabilities, penalties, costs and expenses (including reasonable attorney’s fees and expenses) incurred or sustained by it or them arising in any manner out of or in connection with Advertiser’s breach of this Insertion Order, including but not limited to breach of any of Advertiser’s representations, warranties or agreements contained herein. c. IN NO EVENT SHALL PUBLISHER HAVE ANY LIABILITY TO ADVERTISER FOR ANY INDIRECT, DIRECT, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR TIME OR BASED IN TORT, HOWEVER CAUSED. PUBLISHER SHALL NOT BE LIABLE FOR ANY COSTS INCURRED BY ADVERTISER AS A RESULT OF REJECTED COPY, WITHDRAWN OR OMITTED ADS, AND/OR FOR SCHEDULING ADJUSTMENTS OR CHANGES. PUBLISHER EXPRESSLY DISCLAIMS AND EXCLUDES ALL WARRANTIES OR GUARANTEES REGARDING PUBLISHER’S SERVICES OR ANY PORTION THEREOF, INCLUDING WITHOUT LIMITATION ANY EXPRESS WARRANTY, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND/OR ANY OTHER IMPLIED WARRANTY. 5. MISCELLANEOUS a. No failure by either party to perform any of its material obligations hereunder shall be deemed a breach hereof, unless the non-breaching party has given written notice of such failure to the breaching party, and the breaching party fails to cure such non-performance within thirty days after receipt of such notice (fifteen (15) days with respect to non-payment). b. All notices, statements and/or requests for approvals (each a "Notice") that either party hereto is required or may desire to give to the other party shall be given in writing by addressing the same to the other party at the addresses set forth above, or at such other address as may be designated in a Notice to the other party. Notices shall be made by personal delivery, courier, or by certified U.S. mail, return receipt requested, postage prepaid. Notice shall be deemed given on the date of delivery to the other party. c. This Insertion Order constitutes the entire agreement between the parties hereto with respect to the specific subject matter hereof and supersedes all prior agreements or understandings of any kind with respect to the specific subject matter hereof. d. In the event that any provision or part of this Insertion Order shall be deemed void or invalid by a court of competent jurisdiction, the remaining provisions or parts shall be and remain in full force and effect. e. Any and all additions, deletions, or modification to this Insertion Order must be in writing and signed by the parties or it shall have no effect and shall be void. f. This Insertion Order is binding upon and shall inure to the benefit of the respective successors, licensees and/or assigns of the parties hereto. Notwithstanding the foregoing, neither party may assign or transfer its rights or delegate its obligations under this © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 4 Insertion Order without the other party's prior written consent, which consent will not be unreasonably withheld. g. This Insertion Order shall be governed in accordance with the laws of the State of _________________________ [Instructions: Insert the state’s laws that will govern this agreement] applicable to agreements to be wholly performed therein, without giving effect to its laws governing conflict of laws. IN WITNESS WHEREOF the parties have duly executed this Insertion Order as of the date first set forth above. ADVERTISER PUBLISHER __________ [Instructions: Insert Name] __________ [Instructions: Insert Name] __________________________ __________________________ Authorized Signatory Authorized Signatory © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 5 EXHIBIT “A” AD SPECIFICATIONS 1. THE AD a. Ad Size: __________________ [Instructions: Insert the proposed ad size] b. Color/Bleed: _______________ [Instructions: Insert the color/bleed of the ad] c. Start Date: ________________ [Instructions: Insert the start date of the ad] d. End Date: ___________________ [Instructions: Insert the end date of the ad] e. Frequency: _________________ [Instructions: Insert the frequency of the ad] f. National or Regional: ____________________ [Instructions: Insert region] g. Position Request: __________ [Instructions: Insert the position request] h. Special Instructions. ________ [Instructions: Insert special instructions, if any] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 6