SCHEDULE PRODUCTS
REQUIREMENTS OF SERVICE PROVIDER FOR SCHEDULE PRODUCTS
Service Provider agrees to provide the services of sales, billing, collection, design, print, publication, and distribution of athletic schedule posters, schedule cards, and schedule magnets at no cost to the Customer for the season(s) selected by Customer.
- Posters – a minimum of two hundred (200) will be sent to the school and a minimum of two (2) will be sent to each sponsor. The poster size is determined by the total number of square inches in the ad section and determined at the sole discretion of Service Provider.
- Schedule Cards – a minimum of two hundred fifty (250) will be sent to the school and are contingent upon sponsor demand.
- Schedule Magnets – these are a direct to advertiser product and will not be sent to the school unless requested by the advertiser and with the school’s consent.
Lack of adequate community sponsor support or timely payments may result in the products being cancelled by Service Provider at their sole discretion.
REQUIREMENTS OF CUSTOMER FOR SCHEDULE PRODUCTS
The Customer grants Service Provider the exclusive right to utilize the Customer’s name, endorser’s name, school mascot, logo, and other related information for the solicitation of advertisers and the publication of athletic schedule products. Service Provider is granted exclusive rights to produce these products for the season(s) agreed upon.
The Customer agrees to provide necessary assets including but not limited to schedules and photos at least sixty (60) days before the first game date each season. Exceptions may be made if mutually agreed upon by both parties. Failure to provide necessary assets within the above timeframe may adversely impact timely delivery to sponsors and also affect collections and rebates.
Customer may request that Service Provider pull assets from Customer’s website or other service provider of Customer. If no assets are received at least sixty (60) days before the first game date, Service Provider reserves the right to acquire assets of their choosing by any means necessary in order to fulfill sponsor obligations.
Proofing: Customer is responsible for proofing all products by the deadline given in the proofing request email. If approval is not received by the deadline given in the proofing email, Service Provider reserves the right to internally approve the product(s) and send them to print. Customer is solely responsible for any cost to reprint the product(s).
ADVERTISMENT SOLICITATION FOR SCHEDULE PRODUCTS
Customer authorizes Service Provider to allow a letter of endorsement to be disseminated on the Customer’s behalf. This letter will be used in the solicitation of advertisers and must state that Service Provider is the Customer’s exclusive athletic schedule product provider and Service Provider has the right to sell ads for these products.
At any given time, Service Provider is securing sponsorships for the proceeding school year as detailed in the selling schedule listed below and subject to change at the discretion of Service Provider:
- Fall is generally sold between January and July
- Winter is generally sold between July and October
- Spring is generally sold between October and December
REVENUE SHARE FOR SCHEDULE PRODUCTS
Unless agreed to otherwise, the following default revenue share applies (“Revenue Share”): Applicable collected revenue from ad sales on Schedule Posters will be shared at a rate of twenty percent (20%) so long as a minimum of $1,500 is collected seasonally. For those Customers who have a fixed, non-variable revenue share amount (as detailed in a separate addendum), if the applicable collections do not adequately exceed fixed amounts, rebate will default to these percentage parameters.
If eligible, revenue share amounts are paid according to the following schedule and may be delayed due to acts of God, pandemics, reconciliations, payment delays, or other factors out of Service Provider’s control:
- In or around November for the Fall Season
- In or around March for the Winter Season
- In or around June for the Spring Season
Noncompliance by Customer of any requirements listed above may result in the forfeiture of the Revenue Share for a season or the term of the Agreement as determined by Service Provider in their sole discretion.
TERM AND DEACTIVATION POLICY FOR SCHEDULE PRODUCTS
Upon acceptance, this Agreement is binding for two (2) years effective from the date of product request. After completion of the initial term, these products will remain active unless otherwise notified in writing by either party as described below.
After completion of the initial term, Service Provider reserves the right to produce products only if adequate sponsorship is secured.
Cancellation requests for schedule products after the initial term must be received ninety (90) days before the start of the next sales season. Service Provider will finish the next season if cancellation request is received later than ninety (90) days before the start of the next sales season. If a cancellation is received less than ninety (90) days before the next sales season and Service Provider is not allowed to finish out the next season, the Customer will forfeit any unpaid rebates for all seasons.
Customer agrees to let Service Provider fulfill any sponsor obligations, paid and unpaid, even if this may occur after an effective cancellation date. Any customer refunds or cancellations that result from Customer cancellations may be applied to unpaid rebate amounts (if any) and may potentially reduce or eliminate a school’s rebate.
SPIRIT ITEMS
REQUIREMENTS OF SERVICE PROVIDER FOR SPIRIT ITEMS
Service Provider agrees to solicit sponsors and upon obtaining sponsorship produce spirit items at no cost for Customer. Service Provider’s ability to fulfill all spirit item orders is contingent on sponsor demand. If a sponsor is not obtained for the products, the Customer will have an option to purchase the spirit items from Service Provider.
REQUIREMENTS OF CUSTOMER FOR SPIRIT ITEMS
Customer agrees to grant Service Provider the right to utilize the school name, endorser’s name, school mascot, logo, and other related information for the production of the spirit items and is granted the right to produce these products for the selected season(s). The Customer agrees to distribute and/or utilize the provided products for the specific event requested by sponsor or within the current school year in which the products are received.
ADVERTISMENT SOLICITATION FOR SPIRIT ITEMS
Customer authorizes Service Provider to allow a letter of endorsement to be disseminated on the Customer’s behalf. This letter will be used in the solicitation of advertisers and must state that Service Provider is the Customer’s exclusive athletic schedule product provider and Service Provider has the right to sell ads for these products.
Service Provider will place third party advertising on the Digital Products that meets Service Provider’s socially responsible advertising guidelines. Service Provider’s guidelines are as follows:
- Ads cannot display or depict content or situations of a sexual nature;
- Ads cannot promote firearms or display images of guns or gun violence;
- Ads cannot promote the sale or consumption of alcoholic beverages;
- Ads cannot promote the use or sale of tobacco or nicotine based products;
- Ads cannot promote any other goods or services inaccessible to minors (Ex: Tattoo/Piercing Shops, etc.);
- Ads must ensure that all marketing messages are inclusive and respectful of ethnic, political, and religious affiliations;
- Ads must not be inappropriate or questionable in any manner as deemed by Service Provider and/or the Customer.
At any given time, Service Provider is securing sponsorships for the proceeding school year as detailed in the selling schedule listed below and subject to change at the discretion of Service Provider:
- Fall is generally sold between January and July
- Winter is generally sold between July and October
- Spring is generally sold between October and December
REVENUE SHARE FOR TICKETING PRODUCTS
Sponsors are solicited at the lowest price possible to allow for the fulfilment of the Spirit Items for the Customer at no cost to the Customer. As such, there is no revenue share to the Customer unless mutually agreed to in writing.
TERM AND DEACTIVATION POLICY FOR SPIRIT ITEMS
Upon acceptance, these spirit item terms and agreements are binding for two (2) years effective from the date of product request. After completion of the initial term, these products will remain active unless otherwise notified in writing by either party.
Cancellation requests for spirit items must be received ninety (90) days before the start of the next sales season. Service Provider will finish the next season if cancellation request is received later than ninety (90) days before the start of the next sales season.
Customer agrees to let Service Provider fulfill any sponsor obligations, paid and unpaid, even if this may occur after an effective cancellation date.
TICKETING PRODUCTS
REQUIREMENTS OF SERVICE PROVIDER FOR TICKETING PRODUCTS
Service Provider will attempt to solicit sponsors and, upon obtaining adequate sponsorship, produce and ship custom ticketing products at no cost for Customer.
Service Provider agrees to work with Customer to obtain a mutually agreeable solution for unsponsored products (See Ticketing Product Contingency Plan).
REQUIREMENTS OF CUSTOMER FOR TICKETING PRODUCTS
To ensure delivery by requested date and to aid in the acquisition of a sponsor, Customer agrees to:
- Place ticket order at least ninety (90) days prior to the requested delivery date.
- Submit all assets required for the production of ticketing products no later than sixty (60) days before the requested delivery date. Customer may be responsible for any rush fees and/or expedited shipping charges due to late assets.
- Exclusively utilize ticketing products ordered from and fulfilled by Service Provider in their entirety.
- NO OTHER ticketing products or athletic ticketing solutions similar to those provided by Service Provider, with or without advertising, will be allowed unless approved in writing by Service Provider.
- Proof all products by the deadline given in the proofing request.
- Provide a list of exclusive partnerships executed by the school, if applicable.
Noncompliance with any stated requirements removes any guarantee of requested delivery dates placed on Service Provider.
Orders After Deadline: Orders placed less than 90-days prior to requested delivery date may be accepted and processed on a first-come, first-served basis but, Service Provider makes no guarantee regarding delivery date.
Sponsor Benefit: It is the responsibility of the Customer to ensure that the patron retains part of the ticket to ensure the sponsor advertisement is being distributed.
Customer agrees to allow the paid event ticket sponsor a complimentary ticketing product as both a benefit for their sponsorship and a product proof.
When available, Customer agrees to recognize ticket sponsor(s) 1-2 times per home varsity game via a public address announcement. This public address announcement is a “best-effort” stipulation.
Proofing, Reprints, and Quantity Estimation: Tickets do not print without Customer approval. Customer may be responsible for any rush fees and/or expedited shipping charges caused by proof approval received past the deadline given in proofing request. In the event Customer does not approve ticket products before the event date, Service Provider reserves the right to produce a like product in order to fulfill sponsor obligations.
After submitting approval of the product proof(s) in a timely manner, Customer is solely responsible for any cost to reprint the product(s) or print extra product(s) resulting from incorrect information provided to Service Provider or verified by Customer at any time.
The Customer attests that the quantities requested are a fair and accurate estimation of a quantity that will likely be consumed during a season and/or school year.
ADVERTISEMENT SOLICITATION FOR TICKETING PRODUCTS
The Customer grants Service Provider the right and license to utilize the Customer’s name, endorser’s name, school mascot, logo, and other related information for solicitation of advertisers for the ticketing products. Customer authorizes Service Provider to create a letter of endorsement to be disseminated on the Customer’s behalf. This letter will be used in the solicitation of advertisers and must state that Service Provider is the Customer’s exclusive athletic schedule product provider and Service Provider has the right to sell ads for these products.
Service Provider may contact national, regional, and local sponsors on behalf of the Customer. SERVICE PROVIDER WILL NOT BE HELD LIABLE FOR CONTACTING AND SECURING SPONSORSHIP FROM BUSINESSES THAT MAY VIOLATE EXCLUSIVE PARTNERSHIPS EXECUTED BY THE CUSTOMER IF NOT DISCLOSED BY CUSTOMER TO SERVICE PROVIDER IN WRITING IN ADVANCE.
Service Provider will place third party advertising on the ticketing products that meets Service Provider’s socially responsible advertising guidelines. Service Provider’s guidelines are as follows:
- Ads cannot display or depict content or situations of a sexual nature;
- Ads cannot promote firearms or display images of guns or gun violence;
- Ads cannot promote the sale or consumption of alcoholic beverages;
- Ads cannot promote the use or sale of tobacco or nicotine-based products;
- Ads cannot promote any other goods or services inaccessible to minors (Ex: Tattoo/Piercing Shops, etc.);
- Ads must ensure that all marketing messages are inclusive and respectful of ethnic, political, and religious affiliations;
- Ads must not be inappropriate or questionable in any manner as deemed by Service Provider and/or the Customer.
Ticketing Product Contingency Plan: Service Provider’s ability to fulfill all ticketing product orders is contingent on sponsor demand. If a sponsor is not obtained by Service Provider or the Customer, Service Provider and Customer agree to work towards an agreeable solution for Customer generally comprised of these options:
- Customer may adjust order details to facilitate sponsorship (lower quantities or remove products).
- Customer may purchase unsponsored product(s) from Service Provider at a discounted rate as detailed in the Order Summary.
- Customer may cancel the entire order.
REVENUE SHARE FOR TICKETING PRODUCTS
Sponsors are solicited at the lowest price possible to allow for the fulfilment of the Tickets for the Customer at no cost to the Customer. As such, there is no revenue share to the Customer unless mutually agreed to in writing.
TERM AND DEACTIVATION POLICY FOR TICKETING PRODUCTS
Upon acceptance, this Agreement for Ticketing Products is binding for one (1) year effective from the date of product request.
Termination: Noncompliance by Customer with any provision of this Agreement may result in late tickets or a cancellation of the Agreement by Service Provider at its sole discretion.
DIGITAL PRODUCTS
GENERAL
This Agreement covers Service Provider services, software, and applications for the Customer only and does not extend rights to any other party on behalf of the Customer. Customer and Service Provider agree to the bound by the terms of this Agreement in relation to the Digital Products selected by Customer.
Upgrades, improvements, and new features added to the Digital Products will be performed by Service Provider on a periodic basis and at their sole discretion.
The provisions set forth in the Copyright and Ownership, Confidentiality, Warranties and Exclusions, and Limitations of Liability Sections set forth below in this Agreement shall survive termination or expiration of this Agreement.
COPYRIGHT AND OWNERSHIP
The App is considered the intellectual property of Service Provider and is used by the Customer on a non-transferable limited non-exclusive license. Any and all integration software, code, application, image(s), graphic(s), sound(s), music, proprietary code, scripts, design, software, text, and any other materials supplied by Service Provider for the Customer’s use, bearing any third-party modules, SDK’s (Software Development Kits) or services used to perform the service remains the property of Service Provider or its licensors. Also, any image(s), graphic(s), sound(s), music, customer coding, scripts, design, software, text and any other materials supplied by Customer shall be legally and lawfully obtained by the Customer. Customer shall retain ownership of all images, art or other information supplied by Customer.
Customer acknowledges and agrees that, except for Customer’s intellectual property and licensed logos, Service Provider owns any and all Service Provider copyrights, trademarks, and any other intellectual property rights used or embodied in and/or with the App and no license is granted to Customer by Service Provider with any such rights.
Customer grants to Service Provider royalty-free license and right to use provided logo(s), name and content in the Selected Digital Products (“Selected Digital Products”).
CONFIDENTIALITY
Each party agrees at all times to keep strictly confidential all Confidential Information (as hereafter defined) belonging to the other party. “Confidential Information” shall mean any information, technical data or know-how including, but not limited to, that which comprises or relates to the other party’s confidential and proprietary trade secrets, hardware, software (source code and object code), screens, specifications, designs, plans, drawings, data, prototypes, discoveries, research, developments, processes, procedures, intellectual property, market research, marketing techniques and plans, business plans and strategies, customer names and other information related to customers, price lists, pricing policies and financial information or other business and/or technical information and materials, in oral, demonstrative, written, electronic, graphic or machine-readable form and any analyses, compilations, studies or documents related thereto.
Each party shall at all times protect and safeguard the Confidential Information of the other and agrees not to, in whole or in part, sell, lease, license, assign, transfer, or disclose the Confidential Information to any third party and shall not copy, reproduce or distribute the Confidential Information except as expressly permitted in this Agreement. Each party shall take every reasonable precaution to prevent the theft, disclosure, and the unauthorized copying, reproduction or distribution of the Confidential Information. The parties agree, however, that Service Provider may disclose Confidential Information on a confidential basis to third party consultants in connection with any work that the third-party consultant is performing on behalf of Service Provider.
Each party acknowledges that the other party shall have the right to take all reasonable steps to protect its Confidential Information, including, but not limited to, seeking injunctive relief and any other remedies as may be available at law or in equity in the event the other party does not fulfill its obligations under this Section.
Each party agrees to restrict access to the other party’s Confidential Information only to those employees and/or Third-Party Consultants who (i) require access in the course of their assigned duties and responsibilities, and (ii) have agreed in writing to be bound by provisions no less restrictive than those set forth in this Section.
Without granting any right or license, the obligations of the parties hereunder shall not apply to any material or information that: (i) is, or at any time becomes, a part of the public domain through no act or omission of the receiving party; (ii) is independently discovered or developed by the receiving party without use of the disclosing party’s Confidential Information; (iii) is rightfully obtained from a third party without any obligation of confidentiality; or (iv) is already known by the receiving party without any obligation of confidentiality prior to obtaining the Confidential Information from the disclosing party. In addition, neither party shall be liable for disclosure of Confidential Information if made in response to a valid order of a court or authorized agency of government, provided that notice is promptly given to the party whose Confidential Information is to be so disclosed so that such party may seek a protective order and/or engage in other efforts to minimize the required disclosure. The parties shall cooperate in seeking the protective order and engaging in such other efforts.
Nothing in this Agreement shall preclude Service Provider from using in any manner or for any purpose it deems necessary, the know-how, techniques, or procedures acquired or used by Service Provider in the performance of services hereunder.
WARRANTIES AND EXCLUSIONS
For a period of ninety (90) days from the Effective Date, the App(s) will be materially free of programming errors, logic errors and other defects in the workmanship provided that no modifications are made to the Apps by persons other than Service Provider, its employees or persons approved by Service Provider. If any such defect occurs within the warranty period, Service Provider will promptly correct such defects without cost of expense to the Customer. Service Provider does not warrant that the App and related services will be uninterrupted or error free.
Customer understands and agrees that Service Provider has no control over the rules and regulations of the Apple App Store™ and Google Play ™ and can give no guarantee of App acceptance or approval. In addition, access may be suspended for reasonable down times for upgrades of systems, hardware maintenance, software maintenance and other reasonable maintenance. Service Provider will not be held liable for the App not available due to the above-mentioned situations or reasons beyond Service Provider’s control and including but not limited to; acts of God, computer viruses, third-party interference, and any other possible situations that would be out of the hands of Service Provider.
OTHER THAN AS EXPRESSLY STATED HEREIN, SERVICE PROVIDER DISCLAIMS ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT.
LIMITATION OF LIABILITY
IN NO EVENT WILL MASCOT MEDIA BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL LOSSES OR DAMAGES OF WHATSOEVER KIND ARISING OUT OF INDIVIDUAL USE OR ACCESS TO THE DIGITAL PRODUCTS, INCLUDING LOSS OF PROFIT OR THE LIKE WHETHER OR NOT IN THE CONTEMPLATION OF THE PARTIES, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN NO EVENT SHALL MASCOT MEDIA BE LIABLE ON ANY THEORY OF LIABILITY, WHETHER IN AN EQUITABLE, LEGAL, OR COMMON LAW ACTION ARISING HEREUNDER FOR CONTRACT, STRICT LIABILITY, INDEMNITY, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, FOR DAMAGES WHICH, IN THE AGGREGATE, EXCEED THE AMOUNT OF CHARGES PAID BY CUSTOMER FOR THE SERVICES WHICH GAVE RISE TO SUCH DAMAGES IN THE SIX (6) MONTHS PRIOR TO THE CLAIM AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
DIGITAL PRODUCT SELECTION
Selected Digital Products may consist of any or all of the following and is subject to change without notice. Customer will select the appropriate products.
- Custom App and Website – Single School
- Custom App and Website – District
- Custom Website – Single School
- Custom Website – District
- National Sports App
REQUIREMENTS OF SERVICE PROVIDER FOR SELECTED DIGITAL PRODUCTS
Service Provider will develop and deploy the Selected Digital Products for the Customer. The App will be provided for iOS and Android devices as a free download on the App Store ™ and Google Play ™ and will be upgraded periodically at the discretion of Service Provider. Any customization of the Custom App for specific Customer requirements will require a separate written work order and will be considered on a case-by-case basis.
Service Provider agrees to secure a new website domain registered and secured via Service Provider on behalf of the Customer or to transfer an existing domain currently in the possession of the Customer.
Service Provider will manage and protect Customer’s domain name. Domain name will be the property of the Customer. Service Provider will be the administrative, technical, and billing contact and the Customer will be listed as the Organization and legal owner of the domain name on the official domain record.
REQUIREMENTS OF CUSTOMER FOR SELECTED DIGITAL PRODUCTS
Customer Requirements may change in accordance with the selected Digital Product model. Selected Digital Product model requirements disclosed and executed separately supersede any conflicts with these Terms.
Customer grants Service Provider the right to use the Customer’s logo, name, and content on the Digital Products and the right to display its name, logo, and program information associated with the Athletic Department. Customer shall furnish such information requested by Service Provider that is necessary for development to fulfill its responsibilities under this Agreement.
Customer agrees that Service Provider is the official and exclusive mobile developer and website provider for the Customer’s athletic department. This exclusivity specifically excludes any athletic section provided on a Customer’s academic, district or other school managed site that contains general school information.
Customer agrees to be displayed on Service Provider’s National Sports App in which a link to the Customer’s Custom App will be displayed for both iOS and Android devices.
Service Provider is not liable for unnecessary or unreasonable delays attributed to Customer that result in delays, inaccurate content, or errors on the Digital Products. Customer agrees that Service Provider is not responsible for content provided by the Customer or any of its staff, students, administrators, or anyone other than Service Provider.
Customer must actively promote the Digital Products to the community and school using readily available social media, websites, email lists, word of mouth, school announcements, and via promotional material provided by Service Provider.
Content Requirements: The Customer is responsible for maintaining and updating their Digital Product’s content via the secure, web-based Content Management Service (CMS) or by requesting other service providers of the Customer to share Customer content with Service Provider for the fulfillment of this Agreement. It is the responsibility of the Customer to protect and keep private their security access and login credentials.
Content is defined as any materials, graphics, content, images, files, videos, feeds, or data needed to populate the defined features and categories of the Digital Products, including but not limited to, schedules, scores, rosters, roster photos, news articles including photos, article credit and news story content, social media accounts, archive videos, live streaming feeds, etc.
Customer must actively update content on the Digital Products including, at a minimum: schedules and rosters for all major sports thirty (30) days before the first game date each season, timely entry of news, and timely entry of final scores for all major sports offered by the Customer (“Required Content”). Customer agrees that Service Provider may add content above and beyond the minimum requirements set forth as Required Content.
If Customer is not adequately uploading content or providing content via third party sources, Service Provider may assist in uploading content. If content is not adequate to provide a positive user experience and represent the Customer in a positive and professional manner, Service Provider may deactivate the Digital Products.
Developer Account. Apple requires that Customer creates and maintains an Apple Developer account and that all custom mobile apps provided by Service Provider to Customer are distributed through this Apple Developer account. Customer is permitting Service Provider to act as (“Service Provider”) to assist Customer in using the Apple Software and Services provided pursuant to Apple Developer’s Agreement, including, but not limited to, engaging Service Provider to maintain and administer Customer’s Application servers on Customer’s behalf, provided that Service Provider’s use of the Apple Software and Services or any materials associated therewith is done solely on Customer’s behalf and only in accordance with Apple’s terms. Any actions undertaken by Service Provider as the Service Provider in relation to Customer’s Application(s) or use of the Apple Software or Apple Services and/or arising out of this Agreement shall be deemed to have been taken by Customer, and Customer shall be responsible to Apple for all such actions (or any inactions).
Broadcasting Service. Customer agrees to use best efforts to broadcast live sporting events, including all home football games (if allowed under state association rules), and provide archive video access on the Customer’s Digital Products.
For all events streamed by Customer through their Digital Products, Customer will include the Service Provider logo on the screen during the live portion of the broadcasts and Customer will include the logo of the Custom App Presenting Sponsor on the scoreboard overlay graphic during the live portion of all broadcasts, when available.
For events that are broadcast or recorded by any entity, Customer grants rights (within their legal right to do so) to Service Provider to allow these events to be streamed live and on-demand on the Customer’s Digital Products broadcast sections.
Noncompliance by Customer of any requirements listed above may result in the forfeiture of the Revenue Share for the App(s) and/or Website(s) determined by Service Provider in its sole discretion.
ADVERTISEMENT SOLICITATION FOR SELECTED DIGITAL PRODUCTS
Customer authorizes Service Provider to create a letter of endorsement to be disseminated on the Customer’s behalf. This letter will be used in the solicitation of advertisers and must state that Service Provider is the Customer’s exclusive App and/or Website developer and Service Provider has the right to sell ads for these products.
Customer agrees to share with Service Provider prospect lists for sponsor candidates and assist in soliciting sponsors. Unless agreed to otherwise, Service Provider may not begin development on or deploy Customer’s Custom App until a Presenting Sponsor has been secured.
Service Provider will place third party advertising on the Digital Products that meets Service Provider’s socially responsible advertising guidelines. Service Provider’s guidelines are as follows:
- Ads cannot display or depict content or situations of a sexual nature;
- Ads cannot promote firearms or display images of guns or gun violence;
- Ads cannot promote the sale or consumption of alcoholic beverages;
- Ads cannot promote the use or sale of tobacco or nicotine based products;
- Ads cannot promote any other goods or services inaccessible to minors (Ex: Tattoo/Piercing Shops, etc.);
- Ads must ensure that all marketing messages are inclusive and respectful of ethnic, political, and religious affiliations;
- Ads must not be inappropriate or questionable in any manner as deemed by Service Provider and/or the Customer.
Service Provider will provide all billing, collections, and ad fulfillment at no cost to the Customer for all ads whether sold by Service Provider or the Customer with the exception of broadcast commercials which will be fulfilled in their entirety by the Customer.
Broadcast Pre-Roll Ad Sales. In consideration for support, bandwidth, and maintenance costs, Customer agrees to allow Service Provider to sell pre- roll broadcast ads for all broadcasts streamed. Service Provider will incur all costs to sell pre-roll ads and will keep all the proceeds.
In-Broadcast Ad Sales. Customer may sell and fulfill in-broadcast ads on the App(s) and Website at their discretion. Customer keeps one hundred percent (100%) of the proceeds of ads they sell. Service Provider may include, and Customer will allow and facilitate fulfillment of In-Broadcast Ads included in Presenting Sponsor ad packages.
Sport Specific Banner Ad Sales. Unless agreed to otherwise, 100% of collected ad sales from sport specific banner ad sales and in broadcast commercials made by the Customer will be exclusively those of the Customer. Service Provider may use unsold ad spaces for sponsors.
CUSTOMER FEES FOR SELECTED DIGITAL PRODUCTS
Fees for the Customer, if applicable will be determined on a case-by-case basis in accordance with our standard fee schedule and the products selected by the Customer. These fees will be disclosed in a separate agreement.
REVENUE SHARE FOR SELECTED DIGITAL PRODUCTS
Unless agreed to otherwise, the following revenue share (“Revenue Share”) applies to Selected Digital Properties. Other fees or revenue share amounts disclosed and executed in separate agreements supersede these amounts.
Custom App and Website Revenue Share: Service Provider will keep the first $12,000 (“Maintenance Fee”) of collected annual revenue from Local Banner Ad and Presenting Sponsor sales to offset annual maintenance, support, registration, and content costs. The Maintenance Fee is per Custom App. The Maintenance Fee is collected as a minimum collections threshold to the Revenue Share (detailed below). Customer is not responsible for paying these fees if Service Provider does not generate enough collected revenue to cover these costs. Service Provider assumes all risk of generating advertising revenue to cover development and maintenance costs.
Collected ad sales from local banner and presenting sponsor ads that exceed the Maintenance Fee, will be subject to a Revenue Share of twenty percent (20%). The Revenue Share is subject to a $4,000 minimum collections threshold each season (3 seasons per year) that must be eclipsed before Revenue Share is earned. Once $4,000 is collected per season, the Revenue Share to the Customer will be calculated using any collected amount above the minimum collections threshold. Exceptions to the Revenue Share may be made if agreed to in writing by both parties.
National App and Website Revenue Share: Service Provider will keep the first $4,500 (“Maintenance Fee”) of collected annual revenue from Local Banner Ad and Presenting Sponsor sales to offset annual maintenance, support, registration, and content costs. The Maintenance Fee is per High School on the National App. The Maintenance Fee is collected as a minimum collections threshold to the Revenue Share (detailed below). Customer is not responsible for paying these fees if Service Provider does not generate enough collected revenue to cover these costs. Service Provider assumes all risk of generating advertising revenue to cover development and maintenance costs.
Collected ad sales from local banner and presenting sponsor ads that exceed the Maintenance Fee, will be subject to a Revenue Share of twenty percent (20%). The Revenue Share is subject to a $1,500 minimum collections threshold each season (3 seasons per year) that must be eclipsed before Revenue Share is earned. Once $1,500 is collected per season, the Revenue Share to the Customer will be calculated using any collected amount above the minimum collections threshold. Exceptions to the Revenue Share may be made if agreed to in writing by both parties.
For those Customers who have a fixed, non-variable rebate amount (as executed in a separate addendum), if the applicable collections do not adequately exceed fixed amounts, the specified variable rebate for the Selected Digital Property will be the default rebate.
Revenue Share is contingent upon compliance by Customer with all of the Customer Requirements listed above as determined by Service Provider at its sole discretion.
If eligible, rebates are paid according to the following schedule and may be delayed due to acts of God, pandemics, reconciliations, payment delays, or other factors out of Service Provider’s control:
- In or around November for collections 6/1 – 9/30
- In or around March for collections 10/1 – 1/31
- In or around June for collections 2/1 – 5/31
TERM & DEACTIVATION POLICY FOR SELECTED DIGITAL PRODUCTS
Upon acceptance, this Agreement is binding for three (3) years from the date of product request. After completion of the initial term, these products will renew for additional successive one (1) year terms unless otherwise notified in writing by either party.
Upon a request for non-renewal of service, Customer agrees to continue to support the Selected Digital Products and maintain content for the continued term of any advertising service agreement existing prior to the requested non- renewal of service. Any refunds or cancellations resulting from deactivation may be applied to unpaid Revenue Share amounts (if any) and may potentially reduce or eliminate the Customer’s Revenue Share. This will prevent any refund of Revenue Shares from the Customer and will provide proper service to supporters.
Termination: Service Provider may terminate use of the Selected Digital Products at any time by giving notice of termination to the Customer. Upon any termination, (i) the rights and licenses granted to Customer herein shall terminate; (ii) Customer must cease all use of the Website(s).
