Terms for Self-Service Advertising
Effective Date: March 30, 2017
The Reddit, Inc. (“Reddit”) Terms for Self-Service Advertising (the “Terms”) govern the access and use by you of the Reddit Advertising Platform (the “Platform”) through the self-service interface. Please read these Terms carefully as such access to the Platform constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and Reddit.
1. The Platform
The Reddit Advertising Platform is intended to provide a means for organizations of all sizes and budgets to promote their products and services. As an advertiser on the Platform, it is solely your responsibility to ensure that each of your advertisements and materials complies with all applicable laws and regulations, the Reddit Advertising Policy (the “Policy”), and any written instructions provided to you by Reddit.
By submitting advertisements to the Platform, you authorize Reddit to place your advertisements, materials, and related technology on any content or property provided by Reddit, including reddit.com. Reddit may make certain tools available to you to assist in your developing of advertising materials or in your trafficking or targeting decisions; however, even if you choose to utilize these tools, you remain solely responsible for any trafficking or targeting decisions, for destinations or landing pages related to your advertisements, and for the advertised products and services themselves. You will not use the Platform to disseminate malware, spyware, or other malicious code.
To ensure consistency with the requirements of the Platform, Reddit may make certain formatting changes to your advertisements, including, but not limited to, changes to size, placement, and positioning. You further acknowledge and agree that Reddit can use your advertisements and related content for Reddit’s own marketing or promotional purposes.
2. Orders and Payments
When you use the self-service interface to submit an advertisement and order its insertion on the Platform, you will tell us the information required to initiate and target your campaign, which may include the type of advertising you want to buy, the target audience, the maximum amount you want to spend, the start and any end date of your campaign, and your maximum bid. Once your advertisement is approved for insertion on the Platform, Reddit will serve the advertisement when inventory on the Platform becomes available that matches the criteria associated with your advertisement, including your bid. When serving your advertisement, Reddit will use reasonable means to ensure that the advertisement is delivered according to your criteria, but Reddit does not guarantee in every instance that your advertisement will reach users with your selected criteria or reach the users that you intended when you selected the criteria.
You will pay for your use of the Platform based on Reddit’s calculation of amounts due and Reddit’s measurement of the applicable billing metrics, such as impressions or clicks. Amounts due are exclusive of taxes. Payments are due based on the billing terms selected in the Platform interface. Reddit, in its sole discretion, may increase, modify, or revoke any credit extended to you at any time. You agree to pay any sales, value added or similar taxes that are required to be collected under applicable law. Late payments bear interest at the lesser of 1.5% per month or the highest rate permitted by law.
You will not and will not authorize any third party to generate invalid or fraudulent impressions, clicks, or other desired actions with respect to the Platform or to use any unauthorized means to extract advertising or performance related data from the Platform. You acknowledge that third parties may generate impressions, clicks, or other desired actions with respect to your advertisements for prohibited or improper purposes. Your sole remedy for any prohibited or improper third-party conduct with respect to the Platform is to make a claim for advertising credit within 45 days of the applicable invoice date (the “Claim Period”).
If any difference between our measurement of the applicable billing metrics is higher than yours by more than 10% of our measurement over the invoice period, you may facilitate a reconciliation effort between between Reddit and yourself. If the discrepancy cannot be resolved and a good faith effort to facilitate the reconciliation has been made by you, your sole remedy is to make a claim for advertising credits within the Claim Period. If Reddit is able to verify the discrepancy after a reasonable investigation, Reddit will issue advertising credit equal to 90% of the value of the verified discrepancy for which you were changed. The value of the verified discrepancy will be calculated using average billing metrics over the invoice period. No advertising credits will be issued for errors related to measurement of non-billable metrics. All advertising credits must be used within 45 days of issuance.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU WAIVE ALL CLAIMS RELATED TO PAYMENTS OR CHARGES UNLESS THE CLAIM IS MADE WITHIN THE CLAIM PERIOD. ANY CREDITS WILL BE ISSUED IN REDDIT’S SOLE, BUT REASONABLE, DISCRETION.
3. Editorial Adjacencies
4. Modification or Cancellation of Campaign
Any cancellation or modification by you of an advertising campaign must be done by your online account if it is an available feature, by written notice to your account representative at Reddit, or by email to email@example.com. While you may request a cancellation or modification of your campaign at any time, there may be some period of time between your sending of a request and when your advertising campaign is actually canceled or modified with respect to the Platform. You will be responsible for any payment obligations that accrue during this period at the unmodified rate.
In its sole discretion, Reddit may reject, modify, or remove a specific advertisement, campaign, or target at any time.
5.Representations and Warranties
You represent and warrant that (i) you have full power and authority to accept the Terms and any agreements incorporated or referred to herein; (ii) you have and hereby grant to Reddit and its affiliates all the necessary licenses and clearances to use the content contained in your advertisements and advertising materials as specified in your order and subject to these Terms; (iii) you are in compliance with all federal, state, and local laws, ordinances, regulations, and codes which are applicable to your performance of these Terms and proposed use of the Platform; and (iv) all factual information provided by you is true and accurate in all material respects.
If you are acting as an agent for an advertiser or another entity, you represent and warrant that you have the authority as the advertiser’s or entity’s agent to bind such party to these Terms and to the terms of each order, and that all of your actions related to these Terms and each order will be within the scope of such agency.
As Reddit cannot ensure delivery of specific advertising content on the Platform, guaranteed delivery and make-goods are not available.
ALL ASPECTS OF THE PLATFORM AND ITS PERFORMANCE ARE PROVIDED “AS IS,” AS AVAILABLE, AND WITH ALL FAULTS. EXCEPT AS EXPRESSLY PROVIDED FOR HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NONE OF REDDIT, ITS AFFILIATES, OR ITS PARTNERS MAKE ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, AND NON-INFRINGEMENT. NONE OF REDDIT, ITS AFFILIATES OR PARTNERS MAKE ANY GUARANTEE IN CONNECTION WITH THE PLATFORM, OR RESULTS OBTAINED THEREFROM.
9. Limitation of Liability
EXCEPT AS TO OBLIGATIONS UNDER SECTION IX (INDEMNIFICATION), A BREACH OF SECTION V (REPRESENTATIONS AND WARRANTIES), OR INTENTIONAL MISCONDUCT, IN NO EVENT WILL ANY PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, AND THE LIKE, INCURRED BY ANOTHER PARTY ARISING OUT OF AN ORDER OR THESE TERMS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OTHER THAN YOUR PAYMENT OBLIGATIONS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER REDDIT NOR ITS AFFILIATES MAY BE HELD LIABLE UNDER THESE TERMS FOR MORE THAN THE AMOUNT PAID BY YOU TO REDDIT UNDER THESE TERMS DURING THE 45 DAYS BEFORE THE EVENT GIVING RISE TO LIABILITY.
You will defend, indemnify, and hold Reddit and each of its affiliates and representatives harmless from any third-party claims, demands, suits, or other assertions of rights, and all resulting judgments, settlements, losses and expenses (including attorneys’ fees and costs ) arising out of or related to (i) your alleged breach these Terms, (ii) your alleged violation of the Reddit Advertising Policy, or (iii) your use of the Platform, including, the content, subject matter, or targeting of any advertisement or any advertising materials hosted on the Platform at your request.
Except as otherwise provided herein, including as to cancellation of active campaigns, either Party may terminate these Terms at any time upon notice to the other party, but continued or subsequent use of the Platform by you will be subject to the then-current version of these Terms in each instance. Sections II, VII, VIII, IX, X, and XI will survive any termination of these Terms. All claims arising out of or relating to these Terms will be governed by California law, excluding its conflict-of-laws rules, and will be litigated exclusively in the federal or state courts of San Francisco, California. You and Reddit consent to personal jurisdiction and exclusive venue in those courts. Neither party will be treated as having waived any rights by not exercising--or delaying the exercise of--rights under these Terms. If a portion of these Terms is invalid, illegal or unenforceable, the rest of the Terms will remain in effect. Unless they expressly so state, these Terms do not confer any benefits on any third party. These Terms set out all terms agreed between the parties and supersedes all other agreements or understandings between the parties relating to its subject matter, including previous versions of the Terms. If there is a conflict among the documents that make up these Terms, the documents will control in the following order: these Terms and the terms of any other document referenced in these Terms. All notices must be in writing and will be effective upon receipt. You agree to receive legal notices at the email address you provided when registering to use the Platform. Notices being sent to Reddit must be emailed to firstname.lastname@example.org and email@example.com. These Terms do not create any agency, partnership or joint venture among the parties. Except as required by law, no party may make any public statement regarding the relationship contemplated by these Terms, without prior written approval of the other party. You may not assign any part of these Terms without our written consent. Any other attempt to assign is void.
Reddit may change or update these Terms from time to time. If we do, we will let You know by revising the date at the top of the Terms. If we make a change to these Terms that we believe, in our sole discretion, is substantial, we will provide You with additional notice (such as by adding a statement to r/selfserve or by sending You a notification). We encourage You to review the Terms whenever You access or use the self-serve interface. If You continue to use our Platform through the self-service interface after changes to the Terms go into effect, You consent to being bound by the revised Terms. Except for modifications to these Terms by Reddit under this Section, any amendment to these Terms must be agreed to in writing by both parties and expressly state that it is amending these Terms.
12. Changes to These Terms
Reddit may change or update these Terms from time to time in its sole discretion. If we do, we will let you know by revising the effective date at the top of the Terms. We encourage you to review the Terms whenever you access or use the self-serve interface. If you continue to use our Platform through the self-service interface after changes to the Terms go into effect, you consent to being bound by the revised Terms. Except for modifications to these Terms by Reddit under this Section, any amendment to these Terms must be agreed to in writing by both parties and expressly state that it is amending these Terms.