Additional Terms & Conditions

Originally Posted: June 13, 2016. Last Updated: October 23, 2017

These Additional Terms & Conditions (the “Terms”) apply to the advertising products or services specified below that are made available by Amazon Media Group LLC and/or Amazon Media Group Canada, Inc. (collectively herein referred to as “Amazon”) to you, the advertiser and/or the agency on behalf of advertiser, or agency, as applicable (“You” or “Your”). By purchasing or utilizing products or services from Amazon, You agree to the applicable Terms set forth below. These Terms may be incorporated by reference into agreements entered into by You and Amazon, including insertion orders (each, an “IO”) and, to the extent there is a conflict between these Terms and any such agreement, these Terms shall control.

These Terms are intended to be read and construed in conjunction with the Ad Specs and Policies (including any ad serving, tracking, and reporting restrictions), and will apply only to the extent these products and services are included in Your IO or are utilized in execution of Your campaign.

Amazon reserves the right, at its sole discretion, to modify these Terms at any time by posting such modifications here. The Terms in effect on or before the effective date of Your IO apply to such IO, provided that changes addressing new products or services, or in compliance with applicable laws, rules, regulations, ordinances, and directives will be effective immediately when posted.

Capitalized terms used but not defined herein shall have their meanings set forth in the IO or other applicable agreement. Any headings contained in these Terms are for convenience only, and shall not be interpreted to limit or otherwise affect these provisions.

GLOBAL TERMS

Standard Products

Amazon Advertising Platform (AAP)

Amazon Advertising Platform (“AAP”) dynamic, impression-based placements are unguaranteed and any impression amounts and rates specified in the IO are only estimates. The total amount that You will be charged for each AAP placement will be based on Amazon’s ad server measurement, and will not exceed the line item total for that specified placement.

Amazon Devices and User Interfaces (e.g. Kindle eInk, Fire Tablet, Fire TV, and Prime Exclusive Phones)

(a) Cancellation. You may cancel Kindle eInk placements no later than 15 days prior to the start date of the placement. Kindle Fire Tablet Wakescreen Class II (aka Fire Tablet App Download) placements may be cancelled with 7 days’ prior written notice to Amazon.

(b) Data Usage. You will not, nor will You allow any third party to, use data or other information collected in connection with ads made available through Amazon devices (including ads in emails sent by Amazon that link to Your site) or clicks on such ads in a manner that targets or identifies any individuals on the basis of those individuals (i) having viewed or clicked on such ads, (ii) owning or using an Amazon device, or (iii) being customers of Amazon.

(c) Delivery and Reporting. All placements on Amazon devices will be served by Amazon and all invoices and reporting for such placements will be based on those numbers. Due to the semi-connected nature of Amazon devices, reports regarding performance of placements on these devices may be revised until delivery of the final campaign report to include additional data collected after the placement end date.

(d) Fire Tablet Viewability. The following terms apply to the display of Fire Tablet Ads purchased based on viewable impressions (“Viewability”):

  1. Measurement. You will be obligated to pay only for viewable impressions (measured and unmeasured for Viewability) hereunder, as measured by Amazon. For purposes of determining Viewability hereunder, the parties agree to deem measured impressions to be viewable impressions if 50% of the pixels of such impressions are measured to be viewable for 1 second.

  2. Unmeasured Impressions. In order to account for the impressions that are not able to be measured for Viewability, billable impressions will be calculated based on the viewable percentage reported by Amazon applied to the total delivered impressions as reported by Amazon. For example, if the campaign were to deliver 1,000,000 impressions according to, 900,000 were measurable, and 800,000 were measured as viewable, a total of 888,000 viewable impressions will have been deemed as billable.

  3. Total Impressions. Amazon will continue to serve impressions until the total number of number of viewable impressions served, as measured pursuant to sections (1) and (2), equals the number of guaranteed viewable impressions set forth in the IO.

Class I and AAP Viewability

The following terms shall apply to all Class I and AAP placements purchased based on viewable impressions (“Viewability”):

(a) Viewability Measurement.

  1. Measurement. For purposes of determining Viewability, the parties agree to use viewable impression data provided by a mutually agreed MRC-accredited third party vendor (“3PAV”) and will deem measured impressions to be viewable impressions if 50% of the pixels of such impressions are measured to be viewable for 1 second.

  2. Unmeasured Impressions. In order to account for the impressions that are not able to be measured for Viewability, viewable impressions will be calculated based on the viewable percentage reported by 3PAV applied to the total delivered impressions as reported by mutually agreed third party ad server (“3PAS”). For example, if the campaign were to deliver 1,000,000 impressions according to 3PAS, 900,000 were measurable by 3PAV and 800,000 were measured as viewable according to 3PAV, a total of 888,888 impressions will be deemed viewable.

  3. Access to the reports. You will provide Amazon with login credentials that will provide Amazon with direct access to view the reports generated by the 3PAV.

(b) AAP Viewability. In addition to the AAP terms set forth above, the following terms apply to all AAP placements purchased on Viewability.

  1. 3PAS fees. You will pay all 3PAS fees for all impressions served by a 3PAS, independent of the total number of impressions served up to the number of viewable impressions set forth in the IO.

  2. Makegoods. If Amazon does not deliver at least 70% of the number of impressions specified in the media plan for any AAP placement purchased on Viewability as viewable impressions (measured and unmeasured for Viewability), the parties will use commercially reasonable efforts to agree upon the conditions of a makegood flight.

(c) Class I Viewability. The following terms apply to all Class I placements purchased on Viewability.

  1. Total Impressions. You will be obligated to pay only for viewable impressions (measured and unmeasured for Viewability) hereunder. Amazon will continue to serve impressions until the total number of number of viewable impressions served, as measured pursuant to section (a) above, equals the number of guaranteed viewable impressions set forth in the IO. You will pay all 3PAS fees for all impressions served by a 3PAS, independent of the total number of impressions served to reach the number of guaranteed viewable impressions.

  2. AMZN US Viewability Package (Blended ROS Ad Placements). You understand and agree that the AMZN US Viewability Package may include various Class I placements, and Amazon may optimize such placements, as well as the targeting, landing pages, and ad creative related to such placements in its sole discretion. Reporting and invoicing will be on an aggregate package level. You understand and agree that Amazon will not provide any reporting by placement.

IMDb Conquesting, IMDb Showtime or Ticketing, and/or IMDb Pro Leaderboard Homepage or ROS

IMDb Conquesting, IMDb Showtime or Ticketing, and IMDb Pro Leaderboard Homepage/ROS placements are non-cancellable. Impressions for IMDb Conquesting and IMDb Pro Leaderboard Homepage/ROS placements purchased under the IO are unguaranteed, and the impression amounts specified in the IO, if any, are only estimates.

(Amazon-Paid) Offline Sales Lift Measurement and/or Brand Lift Measurement

Delivery of offline sales measurement or brand study results is subject to measurement and study feasibility and supplier performance. You acknowledge that offline sales measurement or brand study results provided by Amazon are the property of Amazon, which is made available for Your use. You agree to allow Amazon to reproduce, publish, or otherwise use Your Ads, logo, business name, other elements of the campaign covered under the IO (e.g. performance data), and any offline sales measurement or brand study results associated with the campaign as a case study or collateral materials (e.g. slide presentations) to demonstrate the effectiveness of Amazon’s products.

Share of Voice (SOV) or Takeovers

Takeover or SOV placements are non-cancellable. SOV percentages will be set forth in the IO unless otherwise indicated by Amazon in writing (email is sufficient). Impression amounts specified in the IO, if any, are unguaranteed and only estimates. If, at the time of the parties’ execution of the IO, the specific dates of any takeover or SOV placement have not been determined, such dates will be subject to Amazon’s inventory availability.

Social Media Channel and/or Email Placements

Social Media Channel and/or Email Placements are unguaranteed and will be delivered by Amazon (third party serving/tracking will not be allowed). The quantity, frequency, and specific dates (which will be during the start and end dates specified in the media plan) of any social media channel and/or email placements delivered under the IO will be determined by Amazon in its sole discretion. If available, Amazon will only provide reporting on (a) the total number of emails that were sent, and (b) the total posts, “shares”, and “likes” of applicable social media channel placements.

You will provide Amazon with video content (including any actionable text, graphics, logos and URLs) produced by You and connected with any Ad placements set forth in the IO (the “Advertiser Video Content”) no later than 3 days prior to the Advertiser Video Content launch. Delayed submission of Advertiser Video Content may affect the start date and campaign length, and You are still responsible for the media purchased pursuant to the IO. The Advertiser Video Content will be served by Amazon (third party tracking will not be allowed). Advertiser Video Content views are unguaranteed. You hereby grant Amazon a non-exclusive, perpetual, worldwide license to use, reproduce, transmit, display, perform, store, copy, and distribute the Advertiser Video Content.

Use of Amazon Logos, Trademarks or Content in Creative

You may not use any Amazon logos, materials, or other content (e.g. Kindle and Fire device ads, Amazon Locker ads, customer reviews, Amazon’s Add to Cart or Clip Coupon functionality, etc.) provided to You by Amazon (“Amazon Trademarks”) except as expressly approved in writing by Amazon or solely as incorporated by Amazon into Your ads and displayed in accordance with the IO.

Beta, Test, Video O&O or Pilot Products

Deliverables, placements, or advertising units identified in the IO as “Beta”, “Test”, “Pilot”, “Video O&O” or otherwise as being experimental or undergoing testing (“Beta Products”) will be served by Amazon and are provided “AS IS”. The forecasting, availability, function, technical specifications, may vary and the impression amounts or share of voice (SOV) specified in the IO, if any, are only estimates and unguaranteed. Third party tracking is not available unless otherwise indicated by Amazon. If third party tracking opportunities are provided by Amazon, related placements and impressions will be billed solely based on Amazon’s reports and numbers. For Beta Products that are identified as “Contextual SOV”, the IO is non-cancellable.

Custom and Sponsorship Executions

The following terms apply to any custom and/or sponsorship placements or executions, such as BFCM and Prime Day, in addition to any other applicable Terms set forth herein (and, to the extent there is a conflict with any other applicable Terms, these Custom and Sponsorship Execution terms shall control):

(a) Cancellation. The IO is non-cancellable.

(b) Creative.

  1. You will provide to Amazon actionable text, graphics, logos, and URLs for the placements to be created by Amazon in accordance with the timeline as indicated by Amazon in writing (email is sufficient). Amazon will review the design, implementation, location and content of the placements with You prior to the applicable Start Date, but the design, implementation, location and content of the placements will be determined by Amazon. Delayed submission of creative materials or approval of the content of any Ads may affect the start date and campaign length, and You are still responsible for the media purchased pursuant to the IO.

  2. You hereby grant to Amazon during the term a non-exclusive worldwide license to use, reproduce, transmit, display, perform, store, copy, and distribute Your trade names, trademarks, service names and other proprietary marks and/or copyrightable materials solely as is necessary to perform Amazon’s obligations under the IO.

  3. Sponsored (Co-produced) Video placements (“Co-Produced Video Content”), if any. As between the parties, Amazon will own all right, title, and interest in all Co-Produced Video Content in connection with or for the purpose of any Ads set forth in the IO. Amazon grants You a non-exclusive, limited license to use the Co-Produced Video Content on websites and social media channels owned and/or operated by You in accordance with the IO; provided that any such use of Co-Produced Video Content containing Amazon Trademarks will be subject to Amazon’s prior written approval.

(c) Delivery, Reporting, and Invoicing. Custom and/or Sponsorship deliverables are unguaranteed, and will be billed on a flat fee basis. Quantities specified in the IO, if any, are only estimates. Delivery, reporting, and billing for such placements will be based on Amazon measurement only.

  1. Online Placements. All online placements for custom and/or sponsorship executions will be served by Amazon. Third party tracking is not available unless otherwise indicated by Amazon. If, at the time of the parties’ execution of the IO, specific dates of any takeover placement have not been determined, such dates will be subject to Amazon’s inventory availability.

  2. Offline Elements. Except as otherwise indicated by Amazon in writing, the following sections of the IAB Terms will not apply to Offline Elements: II(d) (Editorial Adjacencies), IV(Reporting), VI (Makegoods), VII (Bonus Impressions), IX(e) (No Modification, with respect to resizing Ads only) and XIII (Third Party Ad Serving and Tracking). For the purposes of these Terms, “Offline Elements” will refer to all physical, non-digital, or out-of-home placements or services. For clarity, all Offline Elements will be deemed “Ads” within the meaning of the IAB Terms. Amazon will use reasonable efforts to display and distribute the Offline Elements only during the campaign dates specified in the IO, unless otherwise mutually agreed. Amazon will not be responsible for failure to produce, display, or distribute, as applicable, the Offline Elements during such period(s) if You do not deliver all necessary materials to Amazon by the dates specified in accordance with Section b(i) above. Except as otherwise specified in the IO, the timing, use, manner, scope, and duration of delivery of the Offline Elements will be determined by Amazon in its sole discretion. Reporting provided by Amazon will be limited and may consist of delivered quantity only, if applicable. You understand and agree that Amazon will not provide any other reporting.

(d) Flex Spend Media. Subsequent to the parties’ execution of the IO, parties may determine specific placements to be purchased for any Flex Spend Media placements specified in the IO. The parties agree that the IO may need to be revised, as applicable, subject to the specific placements that will be purchased as part of the Flex Spend Media.

(e) Case Studies. Amazon may present You with a draft case study for Your approval related to the performance of the placements in the IO. Amazon may publish said case study upon receipt of Your written approval (email is sufficient), which shall not be unreasonably withheld or delayed.

Other Terms

Campaign Optimization

Notwithstanding the delivery specifications that may be set forth on the IO, You agree that, in an effort to reach Your performance and/or delivery goals, Amazon may optimize frequency capping, day parting, targeting, and/or exchange creatives as well as shift impressions and shift budget across placements in the media plan in its sole discretion.

Data Management Provider (DMP)

You will instruct Your data management provider (“DMP”) to provide Amazon with certain data for use in connection with the campaign. The DMP, and not Amazon, shall be solely responsible for ensuring that the data You select is sent to Amazon for use in the campaign and Amazon shall not be responsible or liable for any errors by You, any agent, or the DMP in the selection and transmission of such data. You agree that none of the data provided for targeting purposes is based on health-related conditions (including interest in or usage of drugs or pharmaceutical products), sexually explicit content, sexual orientation, illegal activities or interests, race or ethnicity, religious affiliation or views, political affiliation or political views, trade-union membership, financial distress (e.g., bankruptcy or credit problems), individuals under 18 years of age, or any other category that Amazon may identify to you. You agree that it has obtained all necessary rights, licenses, clearances and consents to provide the data to Amazon and that the use of the data in connection with the campaign will not violate anybody’s rights or any applicable law, regulation or privacy policy.

Deduct From Payment

You may notify Amazon (in writing, email is sufficient) that You elect to pay for any amounts due under the IO by offsetting and deducting such amounts against valid payable invoices for the purchase of physical or digital products from You by Amazon’s applicable retail affiliate (i.e., Amazon Deduct from Payment or “DFP”), and such amounts will be deducted within 30 days after any applicable invoice for the IO is sent by Amazon to You. If the foregoing payment method is unavailable (e.g., because of insufficient retail receivables or otherwise), Amazon will notify and invoice You, and You will promptly pay Amazon in accordance with the IO.

Flat Fee Placements

Impressions for any flat fee placements are unguaranteed and the impression amounts specified in the media plan, if any, are only estimates. You will be responsible for the total price specified for each applicable flat fee placement, regardless of actual delivery.

Mobile Measurement Partner (MMP) Integration

The parties may agree to use an approved mobile measurement partner (MMP) for the campaign. As such, You authorize Amazon to share campaign data derived from the performance of the IO (“Campaign Data”) with the mutually agreed upon MMP as necessary to facilitate ad conversion tracking in connection with the IO. To the extent notification of conversion events are enabled from the MMP to Amazon, Amazon may use data from such notifications solely for (a) optimizing Your campaign(s), (b) reporting to You, and (c) Amazon’s internal reporting, internal analysis, forecasting campaign performance, and optimization of its ad systems. Amazon will not resell, rent, lease or sublicense such notification data to any third party. You acknowledge and agree that Amazon will only be able to report on conversion events to the extent the MMP shares such notification data with Amazon, and that any discrepancy between the campaign cost data reported by the MMP and the cost data identified by Amazon will be resolved in favor of Amazon for purposes of payment under the IO. You further agree that You will not (i) associate any Campaign Data with any personally identifiable information (as defined by applicable law) of any individual, (ii) attempt to derive any personally identifiable information of any individual from any Campaign Data, (iii) use any Campaign Data to target an individual, browser, or device, or (iv) append any Campaign Data to a non-public profile regarding a user, browser or device.

Rich Media

Any Javascript libraries or other software utilized by You, or by Amazon at Your direction, to display rich media Ad placements under the IO are Your Advertising Materials.

REGIONAL TERMS

In addition to any applicable Global Terms, the following terms apply only to the regions indicated:

Canada

The following Terms apply to placements purchased through Amazon Media Group Canada, Inc.

Goodreads (www.goodreads.com)

(a) Cancellation. Goodreads placements are cancellable by Amazon with 24 hours’ written notice to You in writing (email is sufficient).

(b) Delivery. Ads will be served by Amazon and any delivery, reporting, and billing for such placements will be based on Amazon measurement only. Third party tracking is not available unless otherwise indicated by Amazon.

(c) Specific Product Terms. The Homepage Roadblock, Enhanced Book Page placements, Personal Selection Email, General Interest Newsletter, and/or New Releases Newsletter placements are unguaranteed and subject to inventory availability, and will be billed on a flat fee basis. Impression amounts specified in the IO, if any, are only estimates. Email and/or newsletter placement reporting will be limited to the total number of emails/newsletters that were sent and opened, and click-through rates only.

Twitch (www.twitch.tv)

Please visit http://twitchadvertising.tv/ad-products/ for Twitch Ad product specifications and policies.

(a) Any mechanism or functionality that tracks or collects information regarding users of Twitch’s Site (e.g., cookies, pixels, beacons, or other methods) is subject to Twitch’s technical approval and Twitch may remove or disable any such mechanism or functionality at Twitch’s sole discretion. For clarity, such mechanisms or functionality may not be used for repurposing.

(b) For any Advertising Materials that are custom produced by Amazon/Twitch for You under the IO ("Custom Production”), the parties agree that the following additional terms shall apply: (1) You agree to provide any approvals or requests for changes regarding Advertising Materials for any Custom Production to Amazon/Twitch at least five (5) days prior to the scheduled broadcast of the Custom Production. Amazon/Twitch shall have no obligation to include any changes provided to Amazon/Twitch less than five (5) days prior to the scheduled broadcast; and (2) if Amazon incurs any costs or expenses for any Custom Production prior to the cancellation of an IO (“Production Expenses”), You will reimburse Amazon upon invoice for such Production Expenses in the event of the cancellation of the IO.

(c) Impressions for flat fee or fixed fee items are estimated and not guaranteed. No makegoods will be available for these estimated impressions.