
Legal
Agreements for Colleges.
Advertising & Podcast Promotion Terms and Conditions
The organization contracting for the purchase of advertising covered by these SpringPath Standard Advertising Terms and Conditions (“ADVERSITER”) and SpringPath Inc., (or an affiliate therof) (“AGENCY”) hereby agree that all advertising placed by ADVERTISER with AGENCY shall be governed by the following terms and conditions (the “Agreement”):
Payment and Billing
- AGENCY will bill ADVERTISER monthly, using the First Day of Each Month, unless otherwise provided on the face of the contract or sales order.
- Payment by ADVERTISER is due upon receipt of invoice. ADVERTISER waives any billing dispute if ADVERTISER does not notify AGENCY of such dispute in writing within thirty (30) days from date of the invoice containing such amount in dispute. In the event ADVERTISER timely notifies AGENCY of such dispute, ADVERTISER and AGENCY shall work diligently with each toward a resolution, but any amount not in dispute shall be promptly paid as described herein.
- For on-air advertising, upon request AGENCY shall provide proof of performance specifying exact times when commercials were aired taken from the official log maintained by AGENCY.
- For Podcast Episode Promotion and digital campaigns, upon request AGENCY shall provide available performance metrics, which may include click traffic, impressions, engagement, or other analytics as available by platform.
Social Media & Digital Advertising
In addition to on-air and podcast promotion, AGENCY may promote ADVERTISER content, podcast episodes, and related materials across digital and social media channels.
Such promotion may include, but is not limited to:
- Organic social media posts (e.g., Instagram, Facebook, LinkedIn, YouTube, and similar platforms)
- Paid social media advertising campaigns
- Sponsored posts, boosted content, and audience-targeted campaigns
- Short-form video clips, excerpts, audiograms, and promotional graphics derived from podcast content
- Retargeting and remarketing campaigns across digital platforms
AGENCY shall have the right to determine, in its sole discretion:
- The format, placement, and timing of all social media posts and campaigns
- The audience targeting criteria, including but not limited to geography, demographics, interests, and behavioral data
- Budget allocation across platforms and campaign types
Unless otherwise expressly agreed in writing, AGENCY does not guarantee specific performance outcomes, including but not limited to impressions, reach, engagement, click-through rates, or conversions.
Upon request, AGENCY may provide performance summaries or metrics for digital and social media campaigns, which may include impressions, clicks, engagement data, or other available analytics; however, availability and level of detail may vary by platform.
All content used in social media and digital campaigns shall be subject to the same ownership, usage, and rights provisions outlined in this Agreement.
Termination
- On-air commercial announcements or programs of less than 5 minutes duration may be cancelled by AGENCY or ADVERTISER upon fourteen (14) days prior written notice, but no such cancellation shall be effective until fourteen (14) days after initial start of broadcasting hereunder otherwise stated on face of confirmation.
- On-air programs of 5 minutes or longer duration may be cancelled by AGENCY or ADVERTISER upon twenty-eight (28) days prior notice, but no such cancellation shall be effective until twenty-eight (28) days after initial start of broadcasting hereunder unless otherwise stated on face of confirmation.
- All other advertising may be cancelled immediately by AGENCY, and upon fourteen (14) days prior written notice by ADVERTISER.
- If ADVERTISER cancels contract, standard rates will apply.
Extensions and Renewals
Any extensions or renewals of this contract shall be subject to prior approval by AGENCY and shall be at the rates in effect at the time of said extension or renewal as set forth on AGENCY’s then published rate card.
Effect of Breach
- AGENCY reserves the right to terminate this contract upon default by ADVERTISER in the payment of bills or other material breach of the terms hereof at any time upon one day’s notice. Upon such termination all charges for advertising completed hereunder and not paid shall become immediately due and payable. If AGENCY terminates by reason of ADVERTISER’s material breach, ADVERTISER’s liability shall be to pay not only for advertising completed hereunder prior to termination by AGENCY but for advertising to be completed thereafter under the contract, less only the AGENCY’s actual cost savings realized on account of termination (such as fees to live talent that are cancellable at the time of termination of the contract).
- In the event of material breach by AGENCY in performing this contract, ADVERTISER reserves the right to terminate this contract at any time upon one (1) day’s prior notice. In no event shall AGENCY be liable or responsible for any incidental, special, consequential or punitive damages (including without limitation, lost profits, promotional costs or costs of other media) relating to the performance or breach of this Agreement whether arising in contract, tort or otherwise. AGENCY’s total liability to ADVERTISER for any breach of or failure to perform this Agreement shall be limited to a refund of any amounts paid to AGENCY under this Agreement regardless of whether such liability arises in contract, tort or otherwise.
- In case suit or action is instituted by AGENCY for the collection of any money owing hereunder or for enforcement of any of AGENCY’s rights hereunder, ADVERTISER agrees to pay all costs and disbursements of said suit or action together with reasonable attorney’s fees.
Failure to Broadcast/Publish
If for any reason there is an interruption or omission of any advertising contracted to be broadcast or published hereunder, AGENCY may suggest a substitute time period for the broadcast/publication of the interrupted or omitted advertising. If no such substitute time period is acceptable to ADVERTISER, AGENCY shall provide ADVERTISER with the following: (1) with respect to an on-air program, a pro rata reduction in the time and/or program charges hereunder in the amount of money assigned to the time and/or program charges at time of purchase; (2) with respect to an on-air commercial announcement, a reduction in the time charges equal to the amount of money assigned to the commercial announcement at time of purchase; and (3) with respect to all other advertising, a pro rata reduction of charges hereunder. The foregoing shall be AGENCY’s sole liability for any failure to broadcast/publish any advertising hereunder. IN NO EVENT SHALL AGENCY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE.
Substitution of Programs of Public Significance
- AGENCY shall have the right to cancel any purchased advertising or portion thereof covered by this contract in order to broadcast any program (or publish any content) which, in its absolute discretion, it deems to be of public significance. In any such case, AGENCY will notify ADVERTISER in advance if reasonably possible, but where such notice cannot reasonably be given AGENCY will notify ADVERTISER promptly after such scheduled broadcast/publication has been cancelled.
- If ADVERTISER and AGENCY cannot agree upon a satisfactory substitute day and time, the broadcast/publication time so preempted shall be deemed cancelled without affecting the rates, discounts, or rights provided under this contract, except that ADVERTISER shall not have to pay the cancelled AGENCY charges.
On-Air Rate Class Codes and Other Terms
- The on-air Rate Class Codes are as follows: F = Fixed, will run within designated day and day part; M = Moveable within the overall time parameters indicated without promise as to the specific placement or distribution therein; P = Preemptible, scheduled to run within the overall time parameters indicated subject to preemption for other business at the discretion of the AGENCY.
- Any additional written terms and conditions contained in AGENCY’s proposal or quotation, which are not inconsistent herewith, are hereby incorporated by reference.
Program and Commercial Material
- Unless otherwise noted on the face of this contract, all advertising shall be furnished by AGENCY, excluding content and material, which shall be furnished by ADVERTISER. All expenses connected with the delivery of advertising to AGENCY, and with return therefrom, if return is directed, shall be paid by ADVERTISER. In the event AGENCY furnishes or produces the advertising, AGENCY shall own all rights to such advertising and the copy and content contained therein, including without limitation all copyrights, the creative concept contained therein, and any display, audio and/or video content.
- AGENCY will attempt to advise ADVERTISER by telephone or email if ADVERTISER furnished advertising material and/or scheduling instructions do not arrive 72 hours in advance of advertising date. If such material and instructions do not arrive at the AGENCY within twenty-four (24) hours after AGENCY has notified the ADVERTISER, AGENCY may bill ADVERTISER for the time/advertising reserved. AGENCY will use reasonable commercial efforts to broadcast/publish material received from ADVERTISER despite late receipt.
- With respect to banner advertising, ADVERTISER shall not furnish to AGENCY any advertising material in violation of the SpringPath Ad Policy, as modified by AGENCY from time to time. A copy of the most recent SpringPath Ad Policy is available upon request. If any ADVERTISER banner ad violates SpringPath Ad Policy and no substitute ad is provided, AGENCY may bill ADVERTISER (as the case may be) for the ad space reserved.
- If, due to public emergency or necessity, force majeure, restrictions imposed by law, acts of God, labor disputes or for any other cause beyond AGENCY’s or ADVERTISER’S control, ADVERTISER cannot provide advertising material prior to scheduled broadcast/publication hereunder, ADVERTISER shall not be liable to AGENCY. In such event, AGENCY shall suggest a substitute day and time period for broadcast/publication of said advertising and/or program material. If no such substitute day and time period is mutually agreed upon, AGENCY shall credit ADVERTISER for the charges hereunder in the amount of money assigned to the subject advertising.
- Advertising material provided by AGENCY and ADVERTISER is subject to approval and AGENCY may exercise a continuing right to reject such material, including a right to reject for unsatisfactory technical quality or content. In the event advertising material is unsatisfactory, AGENCY shall have the right to substitute its own material at no penalty to ADVERTISER. In the event the commercial material is unsatisfactory, AGENCY will attempt to notify ADVERTISER by telephone or email and unless ADVERTISER furnishes satisfactory material twenty-four (24) hours prior to broadcast/publication time. AGENCY may bill ADVERTISER for the time/advertising reserved. AGENCY will use reasonable commercial efforts to broadcast/publish material received from ADVERTISER despite late receipt.
- In the event AGENCY provides copy and/or production services to ADVERTISER all rights to such copy, production and any audio and/or video recordings thereof shall be and remain the sole and exclusive property of AGENCY and ADVERTISER’s permitted use thereof shall be limited to advertising with the AGENCY.
Advertising Liabilities
- AGENCY agrees to hold and save ADVERTISER harmless against all liability resulting from the broadcast of material supplied by AGENCY (i.e., excluding material furnished by ADVERTISER). ADVERTISER severally agrees to hold and save AGENCY harmless against all liability resulting from the advertising material or program material furnished by ADVERTISER.
- AGENCY and ADVERTISER warrant that all commercials provided to AGENCY are properly licensed to be published and performed via over the air broadcast and on the internet. AGENCY may elect to publish and perform commercials on the internet.
Non-Discrimination Policy
NONDISCRIMINATION POLICY: AGENCY does not discriminate in advertising contracts on the basis of race or ethnicity, and will not accept any advertising which is intended to discriminate on the basis of race or ethnicity. ADVERTISER and/or AGENCY represents and warrants that it is not purchasing advertising time from AGENCY that is intended to discriminate on the basis of race or ethnicity.
General
- AGENCY shall exercise normal precautions in handling of property and mail but assumes no liability for loss of or damage to program or advertising material and other property furnished by ADVERTISER. AGENCY will not accept or process mail, correspondence or telephone calls in connection with broadcasts/publications except after prior approval.
- This contract, including the rights under it, may not be assigned or transferred by ADVERTISER without first obtaining the consent of AGENCY in writing, nor may AGENCY be required to broadcast/publish hereunder for the benefit of any advertiser other than the one named on the face contract. Failure of AGENCY or of ADVERTISER to enforce any of the provisions herein shall not be construed as a general relinquishment or waiver as to that or any other provision.
- AGENCY’s obligations hereunder are subject to the terms and conditions of licenses held by it and to applicable federal, state and local laws and regulations.
- This contract contains the entire agreement between the parties relating to the subject matter herein contained, and no change or modification of any of its terms and provisions shall be effective against any party unless the same is in writing signed by said party.
- This agreement may be executed in counterparts, each of which shall be deemed an original, and which together shall constitute one and the same instrument.
- Any sales, use, gross receipts or similar taxes imposed as a result of this order shall be the responsibility of AGENCY and ADVERTISER. AGENCY may collect such tax in addition to the price of advertising hereunder.
Ad Policy
Overview
We believe that ads delivered through our service should be relevant and useful to our members. These Advertising Policies will help you to determine whether your ad is appropriate for SpringPath and our members.
The Ad Review Process
In order to maintain the professionalism and integrity of SpringPath, ads will not run until approved through our ad review process, which checks your ad against the policies we detail below. We strive to review ads as soon as possible and usually do so within 24 hours.
What To Do If Your Ad Is Rejected
If your ad is rejected, we’ll provide the reason in Campaign Manager when you hover over the ad status and also via email. If you prefer, you can edit your ad to comply with our policies and resubmit. If you have further questions, please contact us.
Prohibited Content
Illegal Products, Services and Activities.
Ads for illegal products, services and activities are prohibited. Ads must comply with all applicable laws, including laws covering what content is allowed in ads and how ads are targeted.
Discrimination.
SpringPath does not tolerate discrimination based on age, gender, disability, religion, ethnicity, race, color, national origin or sexual preference. Ads must comply with this as well as all laws, including laws that prohibit discrimination in connection with education, housing, credit and employment.
Offensive to Good Taste.
Ads must not be offensive to good taste. This means ads must not be, for example, hateful, vulgar, sexually suggestive or violent. In special circumstances, SpringPath may determine that an ad that was acceptable is no longer appropriate as we update our policies to reflect new laws or clarify our position.
Fraud and Deception.
Ads must not be fraudulent or deceptive. Your product or service must accurately match the content of your ad. Any claims in your ad must have factual support. Do not make deceptive or inaccurate claims about competitive products or services. Do not imply you or your product are affiliated with or endorsed by others without their permission. Do not advertise prices or offers that are inaccurate - any advertised discount, offer or price must be easily discoverable from the link in your ad.
Trademark Infringement.
Ads must not use trademarks belonging to third parties unless express permission has been granted by the trademark owner. You should not use trademarks, logos, service marks or company names in a way that would be confusing to the user, or imply an affiliation or endorsement when there is none. Trademark owners can send concerns about the use of their trademarks to support@springpath.net
Copyright Infringement.
Ads must not use copyrights belonging to third parties unless express permission has been granted by the copyright owner. If you believe in good faith that your copyright has been infringed, please contact us support@springpath.net
Fake Documents and Related Services.
Ads for fake documents and related services are prohibited.
Tobacco Products.
Ads for tobacco products are prohibited. This includes ads selling or promoting, directly or indirectly, any tobacco products (such as cigarettes, pipes, cigars), alternative tobacco products (such as e-cigarettes or vaporizers), or any related equipment that facilitates the use of tobacco. Lawful products and services which promote quitting tobacco are permitted.
Drugs.
Ads related to illegal, prescription, over-the-counter or recreational drugs are prohibited.
Weapons, Fireworks and Other Violent Products or Services.
Ads related to the promotion, use or sale of weapons, ammunition, fireworks or any other violent product or service are prohibited.
Adult Content.
Ads containing adult content, including ads for adult products and services, are prohibited.
Ringtones.
Ads for downloadable ringtones are prohibited.
Counterfeit.
Ads for counterfeit goods are prohibited.
Gambling and Sweepstakes.
Ads related to gambling or sweepstakes of any kind are prohibited.
Cryptocurrency.
Ads related to the buying, selling or trading of cryptocurrencies are prohibited.
Occult Pursuits.
Ads for fortune telling, dream interpretations and individual horoscopes are prohibited, except when the emphasis is on amusement rather than serious interpretation.
Health Matters.
Ads promoting unrealistic or misleading claims about health improvements, including related to diet and weight loss, are prohibited. SpringPath reserves the right to restrict advertising related to any health matter if targeted inappropriately.
Affiliate Advertising.
Ads related to affiliate advertising are prohibited.
Political.
Political ads are prohibited, including ads advocating for or against a particular candidate, party, or ballot proposition or otherwise intended to influence an election outcome; ads fundraising for or by political candidates, parties, political action committees or similar organizations, or ballot propositions; and ads exploiting a sensitive political issue even if the advertiser has no explicit political agenda.
Sensitive Events.
SpringPath does not allow ads that are inappropriate during the time of or in relation to a tragedy, disaster, or similarly sensitive event.
Hacking, Cracking and Circumvention.
Ads that promote products or services for hacking, cracking or circumvention are prohibited.
Incomplete Ad.
Incomplete ads will be rejected. If your ad is rejected as incomplete, please finalize it and resubmit.
Restricted Content
Alcohol.
Ads for alcoholic products are restricted and not available.
Animal Products.
SpringPath reserves the right to limit ads for animals or animal products. Ads for products related to endangered species are prohibited.
Dating Services.
Ads for dating services are restricted. Such ads may never be targeted at members under 18. The dating services must be legal in the applicable jurisdiction and must not engage in “escort type” services where any person is compensated to participate in the date. SpringPath reserves discretion to determine the appropriateness of the service.
Soliciting Funds.
Ads for soliciting funds are restricted. SpringPath allows ads that solicit funds only if they comply with applicable laws and would qualify as tax deductible or charitable in the applicable jurisdiction.
Medical Devices.
SpringPath reserves the right to limit ads for medical devices.
Short-term Loans and Financial Services.
Ads for payday loans, paycheck advances or similar short-term loan products are restricted
Safety and Privacy
Harm to SpringPath or its Members.
Ads must not promote or endorse products, services or actions that would result in a breach of SpringPath’s User Agreement or Privacy Policy, or that may result in harm to SpringPath or its members.
Fair and Legal Billing Practices.
The products and services advertised in your ad must have fair billing practices and follow all applicable laws.
Malicious Software/Browser.
Do not use an ad to promote, install or distribute viruses, worms, spyware, malware or other malicious software. Software should only be installed with the permission of the user and should be readily removable by the user. Software features should be made apparent to the user, with no undisclosed features or functions that could harm the user or the user’s data, software or devices. Do not use any browser flaws/exploits to install software or bypass standard browser security restrictions.
Phishing.
Do not use an ad to promote a website that tricks a user into providing personal or other information.
HTTPS and HTTP Support.
If you collect sensitive information on the site linked to the ad, you must use HTTPS. Sensitive information includes, but is not limited to, financial info, government-issued identification info, medical info, login info such as usernames and passwords and sensitive characteristics such as racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, sexual orientation, criminal record, information regarding minors or students.
Link Behavior.
Do not deceive, confuse or otherwise degrade the experience of members who click on your ad. The domain of your Display URL must match the domain of your Destination URL. All members must be sent to the same destination URL and landing page from a click on your ad. Do not send members to a landing page that generates a pop-up. The landing page must allow users to navigate away from the page, including via the browser’s ‘Back’ button, and return to the page that the ad was displayed on.
Privacy.
Advertisers are responsible for complying with applicable privacy and data protection laws and regulations. Do not use tracking cookies to track users across sites without full disclosure and consent of the users (e.g. do not use an “ever cookie” or “zombie cookie”).
Targeting on Sensitive Characteristics.
Ads must not target based on sensitive categories such as health, political affiliation/beliefs, racial or ethnic origin, religious or philosophical affiliation/beliefs, alleged/actual commission of a crime, sexual behavior/orientation, trade union membership or income.
Editorial
Use of “SpringPath” Trademark.
You may use phrase “find me on SpringPath” in accordance with our guidelines but otherwise do not use “SpringPath” or refer to SpringPath (the corporation, brand or site) in your ad. Do not imply affiliation with or an endorsement by SpringPath.
Appropriate Language.
Use language appropriate for professionals and aspiring professionals in your ad.
Standard Text and Contact Information.
Use correct spelling and grammar in your ad. Use standard capitalization--with the exception of valid acronyms, words should never be fully capitalized. Use standard punctuation--do not repeat punctuation and do not use more than a single exclamation point in your ad. Do not use a symbol (i.e. *, @) in a manner that differs from its standard meaning. Do not use a symbol in replacement of a letter (‘cl!ck’). Do not use excessive emojis, animated gifs or unrelated hashtags in your ad. Do not repeat words or phrases in your ad. You may include a single link and either a single email address or phone number in your ad.
Supported Languages.
SpringPath only allows ads to be posted in supported languages.
Miscellaneous
We may run pilot ads campaigns.
We reserve the right to change our ads policies at any time without notice.
Podcast Content Creation Terms
By participating in, submitting content to, or engaging with SpringPath, Inc. (“SpringPath”), your institution (“Institution”) agrees to the following terms:
1. Content Creation & Ownership
All podcast recordings, video, audio, transcripts, edits, and final produced episodes created by SpringPath (collectively, the “Content”) are and shall remain the sole and exclusive property of SpringPath.
Content produced by SpringPath is not a “work made for hire” for any Institution, regardless of any fees paid by Institution, and all right, title, and interest in such Content shall remain exclusively with SpringPath.
2. License to Institution
SpringPath grants Institution a non-exclusive, worldwide, royalty-free, perpetual license to use, reproduce, and distribute the Content for its own marketing, educational, and promotional purposes.
3. License to SpringPath
Institution grants SpringPath a perpetual, irrevocable, worldwide, royalty-free license to:
- Record, publish, distribute, and display Content
- Edit, adapt, and create derivative works
- Use Content in marketing, advertising, and promotional campaigns
- Distribute Content across all current and future media channels
4. Editorial Control & Publication
SpringPath retains full editorial control over all Content, including:
- Final editing decisions
- Format and presentation
- Whether and when Content is published
SpringPath has no obligation to publish any Content.
5. Promotion & Advertising
SpringPath may use Content, including clips, excerpts, and quotes, for:
- Platform promotion
- Paid advertising campaigns (including social media, search, and display)
- Audience targeting by geography, demographics, and interests
SpringPath does not guarantee performance metrics such as views, engagement, or leads.
6. Institutional Responsibility
Institution represents and warrants that:
- Its representatives are authorized to participate
- No confidential or restricted information will be disclosed
- Any third-party materials included are properly licensed
7. Takedown Requests
Institution may request removal of Content for reasonable cause. SpringPath will review requests in good faith but retains sole discretion regarding removal or modification.
8. No Compensation
Unless otherwise agreed in writing, participation does not entitle Institution to compensation, revenue sharing, or royalties.
9. Limitation of Liability
Institution agrees that SpringPath shall not be liable for any indirect, incidental, or consequential damages arising from use or distribution of Content.