Additional Customer Representation, Warranty and Indemnification

Last modified: June 06, 2022

The terms and conditions stated below govern the Insertion Orders entered into by you, as advertiser or agent for advertiser, as identified on the relevant Insertion Order (“Client”) and the Quantcast entity identified on the relevant Insertion Order (“Quantcast”). Each of Client and Quantcast may be referred to as a “Party” or together as “Parties”.

(1) 4A’s/IAB Standard Terms and Conditions for Internet Advertising for Media Buys One Year or Less, Version 3, located here are incorporated herein by reference; and

(2) The following additional terms:

  1. Geo-targeting: Geo-targeting will be agreed to by the parties.
  2. Cross-Platform: All campaigns are served with blended devices (desktop, mobile web, tablet) targeting unless otherwise agreed to by the parties.
  3. Payment and Invoicing:
    1. Payment to be made in the currency identified in the Campaign Total Budget.
    2. Quantcast will provide monthly invoices electronically.
    3. In the case of non-US placements, the Campaign Total Budget is exclusive of VAT.
  4. Budget Fluidity for Performance Optimization: Quantcast may shift budgets among placements across the entire date range of a campaign in order to optimize performance; provided, that Quantcast stays within the Campaign Total Budget.
  5. Privacy Requirements: By using Quantcast advertising services or technology, Client agrees to the privacy requirements posted here. For placements involving the collection of data from the advertiser website(s) or app(s), Client (or in the case of an agent, advertiser) will conspicuously post a link to its privacy policy on its website(s), app(s) and in relevant app store(s). The privacy policy must contain the following: (a) a statement that its site or app permits data collection for interest-based advertising, (b) a description of the types of data collected for such advertising, (c) an explanation of the purposes for which data is collected by, or transferred to, third parties, and (d) a conspicuous link to an opt out mechanism, such as the NAI, DAA or EDAA opt out page.
  6. Viewability:
    1. Viewability Calculation: Viewability is calculated as the number of in-view impressions divided by the number of vendor-measured, delivered impressions served across the entire campaign. The percentage viewability for measured impressions will be imputed to unmeasured impressions.
    2. Viewability Goal: If specified in the placement(s) on the insertion order, Quantcast will optimize delivery towards the applicable Viewability Goal.
    3. Viewability Guarantee: If specified in the placement(s) on the insertion order, Quantcast will provide the Viewability Guarantee. Such guarantee will only be offered for video placements, Search Powered Audiences, Demographic Audiences, and Data Partner Audiences.
      1. Makegood. If the Viewability Guarantee is not met, Client’s sole remedy will be Quantcast’s delivery, for a Client brand campaign, of a number of impressions equal to double the difference between the Viewability Guarantee and the actual viewability delivered. This double makegood will fulfill the stated guarantee, and is not itself subject to a viewability requirement.
      2. Conditions.
        1. Viewability Vendor must be MRC accredited. Other than for MOAT, Client will provide Quantcast with the Viewability Vendor’s daily reporting.
        2. Client must raise any viewability dispute within 30 days of the campaign end date.
        3. Lowering the viewability requirement during a campaign voids the guarantee.
        4. Makegood impressions expire 90 days from the campaign end date.
        5. At its discretion, Quantcast may issue a credit memo for the value of makegood impressions.
    4. vCPM: If a placement uses a vCPM pricing model, Client will only be billed for viewable (or “in-view”) impressions (regardless of the percentage of viewability) as reported by the Viewability Vendor (specified in the placement on the insertion order).
  7. Third-Party Ad Server: For those clients using a third-party ad server, client will provide Quantcast log-in access to each Ad Server listed in the placements above within 24 hours of campaign start date for reporting access (including conversions, if applicable).
  8. Technology. Quantcast reserves the right to make changes to the technology without notice to Client.
  9. Additional Customer Representation, Warranty and Indemnification
    1. Customer represents and warrants that it will comply with all applicable laws and has obtained all necessary licensure for performance hereunder, and that Ads will not infringe or violate any applicable laws, ordinances, rules, codes, or regulations (including, without limitation, any industry-specific ethical, professional, or self-regulatory requirements or guidelines, and Applicable Privacy Laws) or the rights of any third party.
    2. Customer agrees to indemnify, defend and hold Quantcast harmless from any judgments, damages, loss, liability, fines, or costs (including reasonable attorneys’ fees) resulting from any claim (which includes, for clarity, any regulatory or governmental action) arising, in whole or in part, out of or in connection with any breach of the above representation and warranty.
  10. For Placements Priced on a CPA basis:
    1. Client agrees to pay Quantcast for the conversions and click-thru conversions as stated within the applicable placement. The conversion is defined as from both click-thru and view-thru conversions.
  11. AB Ads.txt Principles: Quantcast supports the principles of IAB initiative ads.txt and recommends all publishers adopt ads.txt as soon as possible. For inventory where we crawl a non-empty ads.txt file, Quantcast will only consider buying inventory from authorized sellers.
  12. Jurisdiction and Venue.
    1. If signed by Quantcast Corp.: All IOs will be governed by the laws of the state of California. Media Company and Agency (on behalf of itself and the Advertiser) agree that any claims, legal proceedings, or litigation arising in connection with the IO (including the Terms) will be brought solely and exclusively in the state or federal courts located in the Northern District of California, and the parties consent to the jurisdiction of such courts.
    2. If signed by Quantcast International Limited: All IOs will be governed by the laws of Ireland. Media Company and Agency (on behalf of itself and the Advertiser) agree that any claims, legal proceedings, or litigation arising in connection with the IO (including the Terms) will be brought solely and exclusively in Dublin, Ireland, and the parties consent to the jurisdiction of such courts.
    3. If signed by Quantcast Australia Pty. Ltd.: All IOs will be governed by the laws of Australia. Media Company and Agency (on behalf of itself and the Advertiser) agree that any claims, legal proceedings, or litigation arising in connection with the IO (including the Terms) will be brought solely and exclusively in Sydney, Australia, and the parties consent to the jurisdiction of such courts.