Advertising Services Terms

These Advertising Services Terms apply when TKWW is providing advertising services to Vendor, as may be defined in the Feature Page and including without limitation when TKWW creates advertisements or other marketing deliverables for Vendor (“Advertising Services”), and incorporate by reference TKWW’s Terms of Use (available at https://www.theknotww.com/terms-of-use/ (The Knot) and/or https://www.weddingwire.com/corp/legal/terms-of-use (WeddingWire) (collectively the “Terms of Use”). In the event of a conflict between these Advertising Services Terms and the Terms of Use, these Advertising Services Terms shall take precedence.

If TKWW is to create the advertisement or other deliverables, or if Vendor is to provide advertising or service components (in full or in part) to TKWW, then Vendor agrees that it will provide the necessary information to meet the applicable deadlines and perform the services as outlined in the applicable order form. This information (including but not limited to text, pictures, graphics, sound, video, programming code, URLs, Internet links and other data to perform such service) must be provided to TKWW on or before the due date(s) established by TKWW, but in no case less than five (5) days prior to launch date of said advertisement or service. If Vendor postpones any advertisement or service, fails to provide necessary Vendor information or approvals (in a timely manner), or fails to comply with TKWW's production specifications or schedule, and any such failure prohibits TKWW from meeting its launch deadlines, Vendor will not be eligible for any reduction in the amount owed to TKWW, and TKWW shall not be obligated to provide to Vendor: (i) any "make good" or term extension, (ii) alternative services, or (iii) a guaranteed  start date of the advertising  campaign .

TKWW will provide a maximum of three (3) proofs or revisions for an advertisement or service, which will consist of the original submission of the advertisement or product, plus two (2) revisions. TKWW may provide additional proofs or proofs for custom content at its published rate for such work as may be in effect from time to time or as specified in the applicable order form. Upon TKWW's provision of a proof or revision to Vendor or notification to Vendor that the advertisement has been published, Vendor has two (2) business days to provide corrections to TKWW's proof or revision. If Vendor has not contacted TKWW within two (2) business days after notification by TKWW, TKWW may publish the proof or revision is in acceptable form, and without further revision.

To the extent owned (or licensed) by Vendor, Vendor hereby grants to TKWW a non-exclusive, royalty-free, worldwide license (or sub-license) to use, reproduce, distribute, create derivative works of, modify, translate, communicate to the public, publicly perform, publicly display, and digitally perform such advertisement or service and all constituent parts. Any advertisement or service created in whole or in part by TKWW shall be owned by, and all rights therein are hereby reserved to, TKWW.

All advertisements created by TKWW are for the sole purpose of promoting Vendor’s products or services to TKWW's audience and may not be replicated, distributed or promoted without the prior written approval of TKWW. TKWW reserves the right to reject advertisements and services at its sole discretion. All advertisements and services must satisfy the advertising policies provided by TKWW to Vendor from time to time.

Vendor acknowledges and agrees that TKWW shall have no responsibility or liability whatsoever for any claims, demands, actions, causes of action, damages, losses, costs, or expenses of any nature or character, whether known or unknown, direct or indirect, contingent or otherwise (collectively, “Claims”), arising out of or related to the Advertising Services, including without limitation any advertisement or other deliverables created, developed, or provided by TKWW, regardless of whether such advertisement or deliverables incorporate, in whole or in part, information, materials, data, guidance, or creative concepts supplied by TKWW. Without limiting the foregoing, TKWW shall not be responsible or liable for any Claims alleging or relating to (i) infringement, misappropriation, or violation of any intellectual property, proprietary, privacy, publicity, or other rights; (ii) false advertising, misleading statements, consumer protection violations, unfair trade practices, or regulatory non-compliance; or (iii) any other theory of liability whatsoever. Vendor is solely and exclusively responsible for the content, accuracy, legality, and compliance of all advertisements and deliverables, including those created by or with the assistance of TKWW.

In addition to, and without limiting, any of Vendor’s indemnification obligations under the Terms of Use, Vendor shall indemnify, defend, and hold harmless TKWW and its parents, subsidiaries, affiliates, officers, directors, employees, agents, successors, and assigns from and against any and all claims, demands, actions, causes of action, losses, liabilities, judgments, settlements, damages, costs, and expenses (including reasonable attorneys’ fees and court costs) arising out any Advertising Services, including without limitation any advertisement or other deliverable created, developed, or provided by TKWW for Vendor, which is subject to a Claim under Section 6. For clarity, Vendor’s obligations under this Section apply regardless of whether the advertisement or deliverable was created by TKWW, created jointly, or based in whole or in part on TKWW-provided materials.