X10 Wireless Technology, Inc.’s Media-Vendor Information Sheet

X10 Wireless Technology, Inc. (herein referred to as “X10.com” or “X10”) would like to ensure a mutually beneficial advertising relationship for both vendor and advertiser. In order to ensure this, we have created the following informational handout to be completed at the onset of any contractual arrangement between both the vendor and advertiser and to be returned to the fax number at the bottom of the page, or by submitting a completed online form at the end of this page.

Because online advertising is so important to X10.com, we have provided key contact information so that in any situation we may be contacted day or night. We expect our online partners to provide key, 24-hour contact information as well.

Pursuant to the attached Purchase Order, included are our terms and conditions, creative information and specifications. If you should have any questions please do not hesitate to contact us!

Basic Terms, Conditions and Auditing Practices

We believe the best way to start a partnership is by discussing our expectations (for traffic serving, frequency capping, etc.) and practices (accounting and auditing) up front. 

It is especially important, as it is both a business (audit procedure) and operating (server loads) requirement, that daily impressions be the equivalent of the campaign size divided by the number of days in the campaign.

We audit all advertising campaigns the following way:

Our standard terms and conditions include the following:

• Net 90-day terms for CPM and CPC campaigns. Net 30-day for revenue share and CPA campaigns. Hybrid campaigns that include variations of the aforesaid components shall be divided out respectively.

• Vendor shall be paid based on the actual number of Impressions as reported by X10.

• Campaign payment subject to audit verification.

• Due to sub-standard click-through and conversion ratios, campaign are subject to cancellation.  X10.com will provide written cancellation notices by fax or email correspondence. 

• Network advertising campaigns will have frequency cap limits set to our specifications.

• All impressions must originate from traffic within North America.

• “Make good” advertising after campaigns end date, for campaigns that fail to reach their contracted impressions, are not acceptable unless specified in writing by X10.com.

• Vendor acceptance of payment constitutes full and final settlement for the associated invoice.

• Channel and Site ID Requirements

• Media Agency Representation

• Confidentiality

• Reporting Access and Information Levels

• Indemnification

• Governing Law  

Creative Specifications

All creative served by X10, are to the specifications of our online partners, including dimensions, file size, and format.  X10 develops custom creative and advertorial content to represent our products and appeal to the demographics of your audience. While X10 can develop creative to any specification, most of our partners serve content in standard dimensions, file size restrictions, and formats. Default specifications for X10 are as follows: 

• Banners are GIF or JPG images encompassing all IAB compliant sizes, with file size typically under 10k.
• Pop-Unders are HTML pages, 720x300 pixels, with file size typically under 25k.
• Transition Pop-Unders are HTML pages, 720x300 pixels, with file size typically under 25k that only appear when the viewer leaves the advertiser's domain.
• Flash Banners are backward compatible to version 4 and are typically under 30k in size with a maximum of four additional streams (each under 50k).

Email - Pursuant to any and all State & Federal codes including, Washington State Code RCW 19.190 and the CAN-SPAM Act of 2003, all third-party email campaigns must contain the following guidelines:  A valid and traceable sender address in the "FROM FIELD" of the email.  The list owner MUST include the recipients email address in our opt-out line in the email message.  X10 will provide the list owner with a list of email names for recipients that have chosen not to receive advertisements from us. The list owner must NOT harvest email addresses from the said removal list we provide. Once the list owner has received this list of the Opt-out requests, they must:

• Confirm they have removed the emails from our mailing and will ensure that none of the recipients that are designated as having opted-out receive our mailings.
• That they have deleted the removal list from their servers.
• The list owner will indemnify us from any legal action where we provided sufficient information to the owner to avoid the action prior to the email delivery.

a)       The name of the vendor

b)       Explanation of the opt-in process for the recipient 

c)       A valid opt-out link 

d)       A valid phone number to a contact person responsible for removing recipients from the subscription lists

What to Expect

The decache parameter will ensure that every client call to the X10 servers is unique, thereby minimizing any counting discrepancy between the X10 and third-party reports. The decaching parameter is typically implemented with a small JavaScript function or with a Server Side Include (SSI) that embeds a time stamp (or random number) in the link.

Performance tracking by X10 is in real time and unique Site IDs provide results specific to each content area of your site, which over time, enables improved targeted ad placements (see Site and Channel IDs below).

X10 can limit the frequency of which ads appear across vendors site. This frequency cap applies to all sites where our ads appear, not just individual vendors, and is implemented as part of the ad call software. This is subject to the terms agreed upon in the Purchase Order and Insertion Order. The frequency cap applies only to Pop-Unders and Transition Pop-Unders.  

Pop-up/under Frequency Cap: Unless otherwise stated on our Purchase Order, the frequency cap limits the number of pop-up/unders to one per user, per user session, in a given cap period. In other words, a user should see only one pop-up/under in a given cap period, irrespective of the number of advertisers under contract with the Publisher.

Site and Channel IDs

Site and Channels IDs (IDs) are essential to a successful X10 advertising campaign.

What They Are

IDs are the part of the X10 advertising tags that indicates the section of the publisher's site where advertising runs. During campaign creation, X10 will generate unique IDs for each section of a site, as indicated by the publisher, and put them into the advertising tags that we send out.

Why We Use Them

In short, they are simple, cheap and incredibly effective.  The use of IDs maximizes performance, and hence revenue, for both X10 and our publishers. By determining what areas of a site X10 ads perform well, X10 can truly optimize campaign performance by securing additional placement only in those areas. Publishers may benefit with premium payment from X10 for categories that perform, and the ability to develop and/or release valuable inventory in other areas of their sites.

How We Implement Them

At the start of a new campaign, the Publisher tells X10 what channels or parts of their site X10 ads will run. X10's team will then provide the assigned IDs as part of the code for implementing the ads. There's no additional work and no additional coding for them to be effective.

A Hypothetical Example:

MyNewsPortal.com starts a pop-under campaign across their news site. Ads will run in all of their content areas: Headlines, Sports, Weather, Entertainment and Politics.

MyNewsPortal tells X10 that these are the channels to be used in the ad campaign. X10's team puts identifiers (MNPHLines, MNPSports, etc.) for each of these sections into the pop-under tags, and provides MyNewsPortal with five different tags -- one for each section. MyNewsPortal implements the different tags in the appropriate sections.

Re-Sale/Re-Direct Clause

X10 reserves the right to re-sale or re-direct or redirect any and all guaranteed impressions we purchased from a Vendor to another vendor at X10’s discretion.

Media Agent Representation

Under no circumstances shall any party represent to another party that X10 is an exclusive client of any media brokerage agency.  Each party shall act independently of the other unless a written advertising brokerage agreement has been implemented.

Confidentiality

It is expected that, pursuant to this Agreement, X10 will disclose to the Vendor certain Proprietary Information. Proprietary Information consists of any information shared via any X10 URL, Purchase Order, databases or reporting systems. Furthermore, any verbal conversation including operating material or revenue sharing shall be deemed confidential and Proprietary Information. Vendor shall hold the Proprietary Information in strict confidence, and shall take all steps necessary to safeguard the confidentiality of the Proprietary Information. Vendor shall not disclose the Proprietary Information to any third party without the express prior written permission of X10. Vendor agrees not to use any of the Proprietary Information for any purpose at any time, other than for the limited purpose of performance under this Agreement. 

Once Vendor logs on to access the X10 software, databases and Proprietary Information X10 has implied consent that the Vendor has read and accepted the Terms and Conditions contained herein. 

Reporting Access and Information Levels

CPM campaigns shall have partial access that will include the number of impressions delivered, clicks, and costs. CPA campaigns shall have partial access that will include the number of impressions delivered, clicks, qualifying sales and current CPM rate. CPC campaigns shall have partial access that will include the number of impressions, clicks and costs. Revenue Share campaigns shall have full access that will include the amount of orders, impressions, sales, clicks, costs and CPM.

Indemnification

Vendor agrees to indemnify, defend and hold harmless X10 and its subsidiaries, affiliates, directors, employees, successors and assigns from any and all losses, liabilities, damages, actions, claims, expenses and costs (including reasonable attorneys’ fees) which result or arise from any breach of these Terms & Conditions by Vendor.

Governing Law

This Agreement shall be governed by, and construed in accordance with the laws of the State of Washington - King County, without regard to its conflicts of law principles.

Contact Information

X10.com Vendor Contact Information

X10 Wireless Technology, Inc, 620 Naches Ave. SW, Renton, WA  98057
253.437.3800,   Fax 253.437.3810

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