Digital advertising has undergone significant changes in the past decade and the Interactive Advertising Bureau wants baseline terms for contract agreements to catch up and be ready for future evolutions.
To that end, the industry organization last week released updated general terms and conditions (T&C) for digital advertising agreements in an effort to better reflect the current ecosystem, improve efficiency and reduce legal burden for all participants. The IAB said the update helps tackle what has evolved into the currently time-consuming and increasingly complex nature for agreements and negotiations – a result of companies needing to employ their own patchwork approaches to develop contract modifications in order to address new media types, technologies and evolving business models.
Instead of one-off, company-by-company, or deal-by-deal contractual modifications and negotiations, IAB’s new general terms and standardized template hopes to bring some consistency, speed and ease to dealmaking within the complex digital advertising landscape.
And it’s about time for an update.
IAB’s original general T&C for digital advertising were initially established back in 2001 and got its last major update in 2010. That was 15 years ago and since then advertising has found new digital vehicles with the rise of ad-supported streaming, proliferation of CTV and social video giants like YouTube and TikTok, as well as the advent of programmatic buying and AI-driven placements.
Additional terms for video, lead generation and Coredge from IAB have been in use since about 2015, but IAB’s Michael Hahn, EVP & general Counsel, and Angela Eng, VP of Measurement, Addressability & Data Center, told StreamTV Insider via email that the new update “is the most comprehensive overhaul in more than a decade to reflect how much the industry has changed.”
IAB’s updated General Terms aim to advance the digital advertising ecosystem by addressing the shift to data-driven advertising, alongside needs for transparency in measurement and verification while also providing consistency across new buying models like CTV, streaming, gaming, retail media and others.
The overall goal, “is to create a clear, flexible foundation that reduces complexity, lowers legal and operational costs, and speeds up deal-making across the digital ad ecosystem,” Hahn and Eng explained. “The update is designed to reflect how the industry actually operates today, with more players, platforms, and types of transactions. By standardizing common terms and allowing for modular customization, the voluntary framework helps companies navigate modern challenges more efficiently and consistently.”
The updated T&C came about after more than a year of development efforts by the group’s Terms & Conditions Task Force, which includes over 150 companies spanning the ad ecosystem – including major holding companies like Omnicom and Publicis, independent agencies like Butler/Till and Canvas WorldWide, brands like Unilever and Bayer and publishers such as Hearst and NBCUniversal, among others. IAB is seeking feedback on the new general terms from industry stakeholders including advertisers, agencies, publishers and ad tech platforms, with a public comment period now open until July 21, 2025.
What are IAB’s General Terms for Advertising Agreements and who are they for?
The IAB’s General Terms for Advertising agreements are a baseline set of contractual terms, meant to create a consistent set and template that can be utilized across all types of digital advertising and marketing agreements.
No company is obligated to utilize the General Terms or any forthcoming addenda, but IAB believes its use will improve deal efficiency across the ecosystem.
The general terms are designed to apply to digital ad transactions and platform or service agreements between buyers, sellers and technology providers – spanning contracts for ad serving, measurement, verification, data-sharing, programmatic transactions and direct buys.
“These are voluntary industry-wide standards to streamline negotiations and reduce complexity,” Hahn and Eng told StreamTV Insider. “The core terms focus on things like invoicing and payment schedules, performance obligations, data protection, IP ownership, and dispute resolution. For example, they address how invoices are submitted and paid, how services are delivered and accepted, and how confidential data is handled.”
It’s worth noting these terms don’t cover service agreements between agencies and advertisers or brands, and that business-specific terms like cancellation rights or delivery requirements will be addressed in those subsequent separate releases tailored to each transaction type (such as direct buys or programmatic) Work to develop those separate addenda is being done in parallel by IAB’s Terms & Conditions Task Force.
And the core terms are meant to be used as a baseline in conjunction with those deal-specific addenda that IAB will release for public comment on a rolling basis, such as ones planned for direct buy and other ad technology agreements –- a factor which Hahn and Eng called out as key.
The IAB leaders noted that some of the most significant changes to the updated ad agreement terms is the shift to a modular structure “that pairs core terms with specific addenda for different transaction types.”
The updated terms also put a stronger emphasis on transparency and flexible invoicing to fit different deal models, they noted.
“Overall, the changes aim to reduce legal friction and better support today’s tech-heavy, multi-party ad transactions,” Eng and Hahn commented.
Desire for consistency, efficiency
In terms of what stakeholders participating wanted most, IAB’s Hahn and Eng cited strong support across the industry for a foundation that cut down negotiation time and legal overhead, with backing for the modular approach. They also noted broad agreement on the need for clearer payment structures and dispute resolution paths to simplify transactions.
“Overall, the desire for consistency and efficiency drove much of the consensus,” Eng and Hahn said.
Indeed, according to IAB “by establishing consistent and standardized terms, the industry can reduce inefficiencies, improve clarity and streamline negotiations across different deal structures.”
Here is what IAB listed as key components of the updated general terms for digital ad agreements:
- Invoicing & Related Terms – Standardized invoicing, payment schedules, and liability structures.
- Performance Obligations – Defined responsibilities for service execution, reporting, and deliverables.
- Confidentiality & Data Protection – Clear guidelines on handling sensitive business and consumer data.
- Intellectual Property & Ownership – Legal clarity on the ownership and use of ad creatives, platforms, and proprietary data.
- Force Majeure – Establishing protocols for handling unforeseen disruptions.
- Representations & Warranties – Setting contractual assurances for compliance, service quality, and data governance.
- Dispute Resolution & Termination – Providing structured pathways for handling contract disputes and modifications.
In terms of benefits from the updated terms, IAB said it provides a standardized yet flexible foundation for all advertising agreements, creating consistency across different deal types but not forcing a one-size-fits-all approach.
Three key aspects IAB said the updated general terms ensure are:
- Key contract provisions are either pre-established or include optionality, reducing negotiation time and legal costs.
- The same core principles apply across different deal structures, minimizing discrepancies and inefficiencies.
- There’s a baseline understanding of fundamental terms that have complexity in the digital advertising industry making transactions smoother and clearer.
Once the public comment period closes in July, IAB will review all feedback and refine and finalize the General Terms this summer. As for making sure general terms are customizable and flexible to support a variety of deal needs and able to evolve to meet potential future changes – as mentioned – once the updated core T&C are finalized and adopted, module Specific Terms Addenda are expected to be introduced later this year on a rolling basis for different business models and transaction types. Specific Terms are expected for: DSPs & SSPs, Ad Servers, Measurement & Ad Verification Services, and Direct Buys & Programmatic Transactions.
For more from IAB and to see the updated general T&C for advertising agreements see here.