Impressions Guarantee Sample Clauses

Impressions Guarantee. AOL shall provide ICP with at least 81,785,000 Impressions for the first year of the Term and 89,963,500 Impressions for the second year of the Term from ICP's presence on the AOL Network (collectively, the "Impressions Guarantee"). AOL shall use reasonable efforts to ensure that the Impressions Guarantee is delivered in relatively consistent amounts over the Term, measured on a quarterly basis, subject to seasonal, customary and other appropriate fluctuations. A minimum of 85% of the Impressions Guarantee shall be generated from the presence of ICP on the screens set forth in Section 1.1, and the remaining Impressions, if any, may be generated from ICP's presence on other appropriate screens on the AOL Network as AOL may determine in its discretion. For the purposes of this Agreement, ICP's presence on an AOL screen shall conform to the specifications set forth on Exhibit D (each, an "ICP Presence"), provided that only screens that contain a link to an ICP Site will count against the Impressions Guarantee. AOL will not be obligated to provide in excess of any of such Impression amounts in any year. In the event AOL provides an excess of any annual Impressions amounts in any year, the Impressions amount for the subsequent year will be reduced by the amount of such excess. Any shortfall in Impressions at the end of a year will not be deemed a breach of this Agreement by AOL; instead such shortfall will be added to the Impressions target for the subsequent year. In the event that the Impressions Guarantee is not met (or will not, in AOL's reasonable judgment, be met) during the Term, at AOL's option either (a) the Term shall be extended for up to six (6) months without additional carriage fees payable by ICP until the Impressions Guarantee is met, (b) AOL shall, from time to time, provide ICP with the remaining Impressions in the form of advertising space within the AOL Network of comparable value to the undelivered Impressions (as reasonably determined by AOL), or (c) some combination thereof. 1.6.1 [*] Anchor Tenancy. In the event that AOL or ICP elects to remove the [*] channel Anchor Tenant Button, as set forth in Section [*], the Impressions Guarantee will be reduced by a pro rata portion, based on a monthly Impressions Guarantee of [*] for the first year of the Term and a monthly Impressions Guarantee of [*] for the second year of the Term.