Advertising Space Purchase Agreement
This Advertising Space Purchase Agreement ("Agreement") is made and entered into as of this [Day] day of [Month], [Year] ("Effective Date"), by and between:
[Advertiser Company Name], a company organized and existing under the laws of [State/Country], • AND • [Publisher Company Name], a company organized and existing under the laws of [State/Country], Recitals WHEREAS, Publisher operates a platform/publication known as "[Publication Name]" (the "Platform");
with its principal place of business at [Advertiser Address] ("Advertiser").
WHEREAS, Advertiser desires to purchase advertising space on the Platform; and
WHEREAS, Publisher desires to sell such advertising space to Advertiser, subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:
1. Advertising Services Publisher agrees to provide advertising services to Advertiser by displaying Advertiser's advertisements ("Ads") on the Platform in accordance with the specifications and terms outlined in this Agreement.
2. Ad Specifications The details of the advertising space purchased by Advertiser are as follows: Start Date
End Date
[e.g., Banner, Article Footer] [Additional Placement, if any]
Homepage Sidebar,
[e.g., pixels, pixels, Text Link] [Additional Size/Format, if any]
728x90 300x250
[e.g., 3 months, 1 year]
[Additional Duration, if any]
[Date]
[Date]
[Date]
[Date]
Advertiser shall provide all Ad content, including graphics, text, and landing page URLs, to Publisher in the specified format and by the agreed-upon deadlines.
3. Term This Agreement shall commence on the Effective Date and shall continue for a period of [Number] ([e.g., three (3)]) months/years ("Initial Term"), unless terminated earlier in accordance with the provisions of this Agreement.
4. Payment Terms 4.1. Fees: Advertiser agrees to pay Publisher a total fee of [Currency] [Amount] ([Amount in words]) for the advertising services during the Initial Term. 4.2. Payment Schedule: The total fee shall be paid as follows:
[Currency] [Amount] upon signing of this Agreement. • [Currency] [Amount] on or before [Date]. • [Further installments, if any]
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4.3. Late Payments: Any payments not received by the due date shall accrue interest at the rate of [Percentage]% per month or the maximum rate permitted by law, whichever is less, from the date such payment was due until paid in full.
4.4. Taxes: All fees are exclusive of any applicable taxes, duties, or levies, which shall be the sole responsibility of the Advertiser.
5. Advertiser Responsibilities Advertiser shall:
Provide Ad content that complies with all applicable laws and regulations. • Ensure Ad content does not infringe upon the intellectual property rights of any third party. • Deliver Ad content in the specified format and by the agreed deadlines. • Promptly pay all fees as per Section 4.
6. Publisher Responsibilities Publisher shall:
Display Ads on the Platform as specified in Section 2. • Use commercially reasonable efforts to ensure the continuous availability of the Platform. • Provide Advertiser with reasonable access to performance reports, if applicable.
7. Content Approval All Ad content is subject to Publisher's approval. Publisher reserves the right to reject or remove any Ad content that, in its sole discretion, is deemed inappropriate, offensive, illegal, or inconsistent with Publisher's editorial standards. Publisher will notify Advertiser of any such rejection and provide an opportunity for revision.
8. Representations and Warranties Each party represents and warrants that it has the full power and authority to enter into this Agreement and to perform its obligations hereunder. Advertiser represents and warrants that all Ad content provided to Publisher is original or that Advertiser has obtained all necessary licenses and permissions for its use, and that it does not violate any third-party rights or applicable laws.
9. Indemnification Advertiser agrees to indemnify, defend, and hold harmless Publisher, its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
Any breach by Advertiser of its representations, warranties, or obligations under this Agreement. • Any claim that Advertiser's Ad content infringes upon the intellectual property rights or other rights of any third party.
Any claim arising from the content of the Ads or the products/services advertised therein.
10. Termination Either party may terminate this Agreement upon written notice if the other party materially breaches any of its obligations hereunder and fails to cure such breach within thirty (30) days after receiving written notice thereof.
11. Confidentiality Each party agrees to keep confidential all non-public information disclosed by the other party in connection with this Agreement, including but not limited to business plans, financial information, and technical data, and shall not disclose such information to any third party without the prior written consent of the disclosing party.
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12. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of [State/Country], without regard to its conflict of laws principles.
13. Entire Agreement This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to such subject matter.
14. Clauses for Review The following clauses are included for review and discussion, as they may have significant implications for the Advertiser:
14.1. Automatic Renewal and Price Adjustment
This Agreement shall automatically renew for successive terms of equal duration to the Initial Term (each, a "Renewal Term") unless either party provides written notice of non-renewal at least ninety (90) days prior to the end of the then-current term. For each Renewal Term, the advertising fees shall automatically increase by twenty percent (20%) over the fees of the immediately preceding term, without further negotiation or agreement required from the Advertiser.
Review Note: This clause mandates automatic renewal with a substantial, fixed price increase. Advertiser should consider the implications of this automatic escalation and the long notice period for non-renewal.
14.2. Unilateral Content Modification Rights
Publisher reserves the absolute and sole right, at any time and without prior notice to Advertiser, to modify, alter, or remove any Advertiser-provided Ad content, including but not limited to text, images, or links, if Publisher determines, in its exclusive discretion, that such modification or removal is necessary for aesthetic, technical, or strategic reasons, or to optimize Platform performance or user experience. Advertiser acknowledges and agrees that Publisher shall have no liability for any such modifications or removals, nor for any impact on Ad performance resulting therefrom.
Review Note: This clause grants Publisher broad, unilateral rights to modify or remove Ad content without Advertiser's consent or prior notice, and absolves Publisher of liability for any negative impact. Advertiser should assess the risk of losing control over their brand messaging and ad effectiveness.
15. Signatures IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date first written above.
ADVERTISER:
[Advertiser Company Name]
___________________________________
By: _______________________________
Name: [Print Name]
Title: [Title]
Date: _____________________________
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PUBLISHER:
[Publisher Company Name]
___________________________________
By: _______________________________
Name: [Print Name]
Title: [Title]
Date: _____________________________
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