Terms of Service

Effective Date (UTC): Monday, February 1, 2021

Terms:
This contract may only be entered into by the legal owner of the website(s) for which H12 Media publisher membership is proposed. This contract is non-exclusive, meaning that the publisher is free to use other ad-tech companies in conjunction with H12 Media across its sites. H12 Media may name publishers as being part of the platform to clients where this is necessary to secure campaigns. However, H12 Media will make no commitment to clients of volumes with a given publisher unless such an arrangement is concluded first in writing between H12 Media and the publisher. H12 Media reserves the right to make changes to these Terms & Conditions as it deems necessary and without notice.


Platform Membership:
Once approved to the H12 Media publisher platform, members are free to pause or re continue the placement of their advertisement call tags as required.

H12 Media may suspend or terminate a publisher's membership at any time. Notice will be provided by email and will be effective immediately. In particular, H12 Media reserves the right to terminate a publisher’s membership where it has reason to believe that the website in question no longer meets the minimum platform requirements. This includes key metrics such as numbers of unique users, CTR (banner click rate, banner click through rate) and page impressions. It also includes significant modifications to editorial content. Minimum CTR for membership of H12 Media is 0.1%. Other key ad-tech company minimums are 100000 (one-hundred-thousand) monthly page impressions per site; and a unique user base of at least 5000 (five-thousand) per month. If Publisher's site is less, H12 Media will decide whether or not to approve the membership.


Payment for Standard Publisher Accounts:
H12 Media will pay the publisher a Revenue Share net of agency commission and adserving costs. Every day, publisher account balances will be updated by calculating previous day’s revenues. Publisher member must request a payment from client portal by selecting Net-30 schedule or Next-Day schedule. Each publisher account has a cap of 4 payment requests per calendar month by default. If publisher prefers net-30 payment schedule, amount will be paid 30 calander days later. If publisher prefers Next-Day payment schedule, amount will be paid within 1-3 business day. By preferring Next-Day payment schedule, publisher accepts to pay 10% service fee to H12 Media from the total amount. A minimum amount of $25 is required to process a wire transfer and $1 for Paypal payments. Payment will be made via the channel nominated by the publisher. The publisher agrees to cover any costs associated with transfers of payment. H12 Media may apply different payment terms to some publishers by their request including decreasing the minimum payment amount per payment method or increasing the monthly maximum payment request cap.

Payment for Header Bidding Publish Accounts:
H12 Media will pay the publisher a Revenue Share net of agency commission and adserving costs. Every day, publisher account balances will be updated by calculating previous day’s revenues. Payment for H12 Media Header Bidding Publisher Accounts will be done based on Net-30 Payment scheduling. Every month's 25th calander day, H12 Media's systems will calculate the previous month's revenues and create a payment order for publisher member. Created payment order, will be paid by H12 Media within 1-5 business days(s) to publisher's preferred payment method. The publisher agrees to cover any costs associated with transfers of payment.


It is the publisher's responsibility to maintain up-to-date contact and payment details with H12 Media. Any loss of revenue or charges resulting from inaccurate contact details will be borne by the publisher.


Content:
H12 Media will not pay for any ad impressions that it finds have been placed on websites containing adult, extremist or otherwise prohibited content. Sites 'under construction' are also prohibited from inclusion in the H12 Media platform.

All such content will not have passed the H12 Media approval process and its subsequent inclusion in a publisher site must be disclosed by the publisher to H12 Media in advance of this happening. Failure to comply with this requirement will result in H12 Media terminating the publisher's account immediately and without prior notice. The publisher warrants that the website is free from any virus or other malicious device that might damage or harm a user's hardware or software.


Fraud:
H12 Media actively monitors and audits its platform for fraudulent activity on a 24 hour basis.

Payment will not be made where H12 Media suspects fraudulent publishing activities or lead generation by a publisher. This includes the generation of forced or incentivised clicks, using spiders, robots, page auto-refreshing, banner/ad-unit/advertisment auto-refreshing, or ad rotators or any other equivalent mechanism. Such activity will lead to the immediate termination of the publisher's membership of H12 Media.


Tags:
Publishers will be provided with tags by H12 Media for the delivery of advertising across approved pages. These tags must not be placed on pages other than those of the specifically approved root domain of the site.

H12 Media tags must not be modified or altered in any way other than speficying ad-unit/banner/placement width and height. Failure to comply with this requirement may result in the non payment for ad impressions thus served by the publisher.


Ad content & Placement:
Advertising supplied by H12 Media must be placed where it is fully visible to the user on opening the page. This means above the fold and within view of the browser on loading. H12 Media will not pay for any ad impressions that are found to have been delivered on a part of the page not visible on loading.

H12 Media banners may not appear in pages where an excessive amount of advertising appears.

Publisher warrants that it will comply with the following IASH (Internet Advertising Sales Houses) conditions:
- The publisher of the site either owns or is entitled to use the content displayed on all URLs on which activity is running;
- The site does not knowingly include any 'virus' or other destructive programming or device that could impair or injure any data, computer system or software;
- The site does not knowingly violate any applicable laws or regulations, including without limitation, false or deceptive or comparative advertising laws, gaming and gambling laws, competition laws, and criminal laws;
- The site does not knowingly contain content originated by or on behalf of the site publisher that is defamatory, violates any rights of privacy or publicity or constitutes a misrepresentation;
- The content of the site originated by or on behalf of the site publisher does not and will not knowingly infringe any Intellectual Property Rights or other proprietary rights;
- The publisher and the site do not knowingly engage in, promote or facilitate activities such as pirating, hacking or any other activities which are illegal under UK law.
- In respect of unlawful activity or content contributed to the site without the publisher's knowledge or awareness of its unlawfulness, the publisher operates a "notice and takedown" policy that complies with applicable law (currently the Electronic Commerce (EC Directive) Regulations 2002).
- The site publisher will use all reasonable endeavours not to include on the site those types of content forbidden by the IASH Code of Conduct. See the definitions of 'barred inventory' in Schedule C of the IASH Code of Conduct (www.iash.org.uk) The site publisher will use all reasonable endeavours to ensure, that inventory booked on this site will not be re-sold or re-brokered.


Defaults, Alternative Banner Codes or Backup Banner Codes:
H12 Media will not pay for the display of default advertisements but will cover the adserving costs if the publisher prefers 100% fill option at client portal for the particular website or placement. Publishers may supply default creatives (back-up banner codes) to be served to not-paid banner requests. No adult or offensive creative will be permitted as per H12 Media Content Criteria.


Reporting:
H12 Media will provide the publisher with a login to its ad serving facility from where the publisher can manage its account, if so necessary or provide reports upon request.


In all cases, H12 Media's counting will be final and binding on campaigns run through its platform.


Last Update: February 2021