Please see the FAQs for further questions. Buyers may get additional help at Help for Buyers, and sellers at Help for Sellers.

eBay Media Marketplace Agreement Welcome to eBay's Media Marketplace. By visiting or using the services available from HTTP://WWW.EBAYMEDIAMARKETPLACE.COM (the "Site") you are contractually agreeing to the following terms and conditions, including those available by hyperlink (collectively, the "Agreement") with eBay Inc. We reserve the right to revise the Agreement and all linked information from time to time in our sole discretion by updating this posting or any linked information. Unless otherwise provided in such revision, the revised terms will take effect when they are posted. As used in the Agreement: "Seller" means a Member that offers and delivers advertising space to Buyers on the Site. "Buyer" means a Member that investigates and purchases advertising space on the Site. "Listing" means the advertising space items listed on the eBay Media Marketplace by Sellers. "Member" means a person or legal entity that registers on the Site. "Request for Proposal's" or "RFP's" means a request by Members to Sellers for a quote to purchase advertising space based on Member's specifications. "you" means the Member accessing the Site or using the Site on his or her own behalf; or, if the services on the Site are used on behalf of a company or organization, "you" means the Member for which the services are used (and such Member represents that he or she has the authority to do so on the company or organization's behalf). Using the Site While using the Site, you will not: * violate any laws, third party rights, or our policies; * use the Site if you are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from our Site; * fail to deliver payment for items purchased by you, unless the Seller has materially changed the item's description after you bid, a clear typographical error (in eBay's judgment) is made, or you cannot authenticate the Sellers identity; * fail to deliver items purchased from you, unless the Buyer fails to meet the posted terms, or you cannot authenticate the Buyer's identity; * manipulate the price of any item or interfere with other user's listings; * circumvent or manipulate our fee structure, the billing process, or fees owed to eBay; * complete any transaction where contact with the Seller was initiated by posting of an RFP or Listing on the Site without first accepting at least one response through the Site; * post false, inaccurate, misleading, defamatory, or libelous content (including personal information); * transfer your eBay Media Marketplace account and Member ID to another party without our consent; * distribute or post spam, chain letters, or pyramid schemes; * distribute viruses or any other technologies that may harm eBay, or the interests or property of Members; * copy, modify, or distribute content from the Site and eBay's copyrights and trademarks; * harvest or otherwise collect information about users, including email addresses, without their consent; or * post content or items in an inappropriate category or areas on the Site. Without limiting other remedies, we may limit, suspend, or terminate our service and Member accounts, prohibit access to our website, remove hosted content, and take technical and legal steps to keep Members off the Site if we think that they are creating problems, possible legal liabilities, or acting inconsistently with the letter or spirit of our policies. Your Account To become a Member and use the services available from the Site you must register for an "Account". You will provide true, accurate and complete information as prompted by the registration form, and update such information to maintain its truth, accuracy and completeness. You must safeguard the Member ID and password you use to access this Site. We may rely on any use of the Site with your Member ID and password as authorized by you. Fees If you use the eBay Media Marketplace to sell anything (either by placing a Listing or making a successful offer on a posted RFP), you shall pay to eBay the fees set forth in Exhibit A to this eBay Media Marketplace Agreement in accordance with the terms set forth herein. If you select to use any fee-bearing Site features and/or services that may be made available on the Site from time to time, you hereby agree to pay any and all fees associated with such features and services in accordance with the policies and terms set forth on the Site. We may choose to temporarily change the fees for our services for promotional events or new services, and such changes are effective when we post the temporary promotional event or new service on the Site. In addition, if you are a Buyer and are found to be helping Sellers circumvent eBay's fees by agreeing to consummate transactions outside of the eBay Media Marketplace (rather than accepting offers in the system as designed) that were initiated by eBay Media Marketplace RFP's or Listings, then you will be responsible for paying those fees. All amounts to be paid hereunder are exclusive of applicable taxes. You agree to pay all applicable taxes to the applicable government authority (or to eBay or any of its affiliates should it be required to collect same) which relate to the fees described herein or sale of items and are not otherwise borne by a third party. If eBay is compelled by law to deduct or withhold any amount from any payment hereunder, then you shall pay to eBay such additional amount as may be necessary to ensure that eBay receives a net amount equal to the full amount which would have been received had the payment not been subject to such deduction or withholding. If eBay or any of its affiliates (a) is compelled by any government, public body, organization or authority to pay any such taxes or (b) is assessed any penalties for any failure to pay any such taxes, you (if shown to be at fault in the case of clause (b)), shall indemnify eBay and its affiliates of all taxes, claims, costs and penalties, liabilities, losses or expenses incurred thereto. Any amounts owed under this Agreement and not paid when due shall bear interest until paid at the lower of one and one half percent (1.5%) per month or the highest rate allowed by law. Further, you shall collect and pay, and indemnify and hold eBay harmless from, any sales, use, excise, import or export value-added or similar tax or duty associated with this Agreement not based on eBay's net income, including any penalties and interest, as well as any costs associated with the collection or withholding thereof, including reasonable attorneys' fees. You will be invoiced for all amounts due hereunder. All invoices are due and payable within thirty (30) days of the invoice date. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees and applicable taxes associated with the Site in a timely manner with a valid payment method. If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. (This includes charging other payment methods on file with us, retaining collection agencies and legal counsel, and for accounts over 180 days past due, deducting the amount owed from your PayPal account balance.) Your Contacts You will assign an operational contact to the eBay account who will act as eBay's primary contact for any item transaction related issues and a billing contact who will act as eBay's primary contact for all issues related to fees and billing. You will be required to identify each such contact when you register to use the Site and notify eBay in writing in the event either contact changes. Content License When you give us content, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future. (We need these rights to host and display your content.) Access and Interference The Site contains robot exclusion headers. Much of the information on the Site is updated on a real-time basis and is proprietary or is licensed to eBay by our users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access the Site for any purpose without our express written permission. Additionally, you agree that you will not: " take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure; " copy, reproduce, modify, create derivative works from, distribute, or publicly display any content (except for Your Information) from the Site without the prior expressed written permission of eBay and the appropriate third party, as applicable; " interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site; or " bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Site. Privacy We collect several items of information from your operational contact, including name and business contact information. We use this information to operate the eBay Media Marketplace, resolve disputes, troubleshoot problems, enforce our policies and communicate with you about the Media Marketplace. We will make this information available to other Members to facilitate your contacts and transactions. We may also disclose this information to respond to legal requirements, enforce our policies, or protect rights, property or safety. We may also share personal information with service providers who help with our business operations, and with members of our corporate family, who may provide joint services and help detect and prevent potentially illegal acts. If you object to our using this information in these ways, do not use the eBay Media Marketplace Service. You agree that you will not use the contact information made available on the site for any purposes unrelated to the Media Marketplace services. Liability The Site functions as a venue to connect Sellers with Buyers in a virtual marketplace. The Site is a venue where: (1) Buyers can define and source requirements for the purchase of advertising space ("Request for Proposal's" or "RFP's") and look for and engage Sellers directly; and (2) Sellers can provide advertising space for sale directly to Buyers. eBay is not involved in the contracting between Sellers and Buyers. eBay has no control over and does not guarantee the quality, safety or legality of the listings, the truth or accuracy of listings, the ability of Sellers to deliver advertising space, the ability of Buyers to pay for listings, or that a Seller or Buyer will actually complete a transaction. Each Seller and Buyer must look solely to the other for enforcement and performance of all the rights and obligations pursuant to the transactions it entered into with the other on the Site, and any other terms, conditions, representations, or warranties associated with such dealings. Further, we cannot guarantee continuous or secure access to our services, and operation of the Site may be interfered with by numerous factors outside of our control. Accordingly, to the extent legally permitted, we exclude all implied warranties, terms and conditions. We are not liable for any loss of money, goodwill, or reputation, or any special, indirect, or consequential damages arising out of your use of our Site. Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you. Regardless of the previous paragraph, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) the total fees you paid to us in the 12 months prior to the action giving rise to the liability, and (b) $100. You hereby represent and warrant that you have the power and authority to enter into this Agreement on behalf of yourself and your company. Release If you have a dispute with one or more Members, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." Indemnity You will indemnify and hold us (and our officers, directors, agents, subsidiaries, joint ventures and employees), harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement, or your violation of any law or the rights of a third party. No Agency No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement. Notices Except as explicitly stated otherwise, legal notices shall be served on eBay's national registered agent (in the case of eBay) or to the email address you provide to eBay during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you legal notice by mail to the billing address provided during the registration process. In such case, notice shall be deemed given three days after the date of mailing. Adjudication of Disputes Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Such arbitration shall be conducted before a single arbitrator in the County of Santa Clara, State of California. Termination This Agreement shall become effective upon your acceptance or your use of the Site, and shall continue until terminated by eBay or you as provided for under the terms of this Section. Unless otherwise agreed to in writing between the parties, either party may terminate the Agreement at any time upon notice to the other party. In such event, (i) eBay shall continue to perform those services necessary to complete any open transaction between you and another Member; and (ii) you shall continue to be obligated to pay eBay and any Sellers for any listings for which you have purchased from Seller or such Sellers in order to complete any such transactions. Without limiting eBay's other remedies, we may issue a warning, temporarily suspend, indefinitely suspend or terminate your registration if: (a) you breach any terms and conditions of the Agreement or the linked policies and information incorporated herein by reference, including our written policies and procedures posted on the Site; (b) we are unable to verify or authenticate any information you provide to us; or (c) we believe that your actions may cause legal liability for you, our Members or for eBay. Once temporarily suspended, indefinitely suspended or terminated, you may not continue to use the Site under the same Account, a different Account or reregister under a new Account. General eBay Inc. is located at 2145 Hamilton Ave., San Jose, CA 95125. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In our sole discretion, we may assign this Agreement in accordance with the Notices Section. Headings are for reference purposes only and do not limit the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this User Agreement. We may amend this Agreement at any time by posting the amended terms on the Site. Except as stated elsewhere, all amended terms shall automatically be effective 30 days after they are initially posted on the Site. Additionally, we will notify you through the Site's message center tools. This Agreement may not be otherwise amended except in a writing signed by you and us. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. The following Sections survive any termination of this Agreement: Fees (with respect to fees owed for our services), Release, Content License, Liability, Indemnity and Resolution of Disputes. You may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210. Exhibit A - You shall pay eBay the following fees in accordance with the terms of the Agreement: "Gross Merchandise Volume" or "GMV" means the final sale price (i.e. the winning bid or purchase price) at which a Seller's Listing is sold or the total dollar value of each RFP response accepted by Buyers. In the event Seller completes transactions outside the eBay Media Marketplace that were initiated by the posting of an RFP in the Marketplace, Seller will be responsible for paying the Transaction Fee on such transactions based on the highest bid or the value of the original RFP. Additionally, eBay may issue a warning, temporarily suspend, indefinitely suspend or terminate your registration. eBay will be entitled upon prior written notice, to retain independent auditors to audit your books and records for the purpose of verifying the amounts paid pursuant to this Agreement. Any underpayment found will be remedied within thirty (30) days of such review. Without limiting eBay's other remedies, to the extent you engage in actions or activities which circumvent the eBay Site or otherwise reduce fees owed eBay under the Agreement, you will pay eBay for all fees owed to eBay and reimburse eBay for all losses and costs and reasonable expenses (including attorney fees) related to investigating such breach and collecting such fees. Exhibit A - You shall pay eBay the following fees in accordance with the terms of the Agreement: FINAL VALUE FEES (Paid by Sellers only) are incurred any time a Listing has a winning bidder or an RFP response is accepted by a Buyer. The Final Value Fee is calculated on the total final winning bid amount (in the case of Listings sold) or the dollar value of each accepted offer (in the case of RFP's). Fees are cumulative and are calculated on a Seller's total monthly GMV according to the following schedule. Monthly sales volume tiers: Transaction Fee ____________________________________ Total sales up to $250k 2.00% From $250k to $5mm 1.00% From $5mm to $10mm 0.75% Over $10mm 0.50% "Gross Merchandise Volume" or "GMV" means the final sale price (i.e. the winning bid or purchase price) at which a Seller's Listing is sold or the total dollar value of each RFP response accepted by Buyers. In the event Seller completes transactions outside the eBay Media Marketplace that were initiated by the posting of an RFP in the Marketplace, Seller will be responsible for paying the Transaction Fee on such transactions based on the highest bid or the value of the original RFP. Additionally, eBay may issue a warning, temporarily suspend, indefinitely suspend or terminate your registration. eBay will be entitled upon prior written notice, to retain independent auditors to audit your books and records for the purpose of verifying the amounts paid pursuant to this Agreement. Any underpayment found will be remedied within thirty (30) days of such review. Without limiting eBay's other remedies, to the extent you engage in actions or activities which circumvent the eBay Site or otherwise reduce fees owed eBay under the Agreement, you will pay eBay for all fees owed to eBay and reimburse eBay for all losses and costs and reasonable expenses (including attorney fees) related to investigating such breach and collecting such fees.