‘‘(7) EFFECTIVE
DATE.—The term ‘effective 
date’ means the date that is 1 year after the date 
of enactment of this section. 
‘‘(8) OWN.—The term ‘own’ means to own, op-
erate, or control, directly or indirectly, in whole or 
in part. 
‘‘(9) PERSON.—The term ‘person’ includes— 
‘‘(A) any subsidiary of an entity; and 
‘‘(B) any corporate parent of an entity. 
‘‘(10) REQUIRED DIVESTITURE.—The term ‘re-
quired divestiture’— 
‘‘(A) means a divestiture, sale, or other 
transaction undertaken to comply with any pro-
vision of this Act; and 
‘‘(B) does not include any action required 
by a court of the United States. 
‘‘(11) SELL-SIDE BROKERAGE.—The term ‘sell- 
side brokerage’ means a person in the business of ef-
fecting transactions on digital advertising exchanges, 
including by offering software or services that assist 
in serving or displaying digital advertisements, for 
other sellers. 
‘‘(12) THIRD-PARTY.—The term ‘third-party’ 
means, for each person subject to this Act, an entity 
that— 
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‘‘(A) neither owns nor is owned by that 
person; and 
‘‘(B) is not affiliated with the person 
through direct or indirect ownership or control. 
‘‘(b) PROHIBITIONS.—No person with more than 
$20,000,000,000 (as adjusted each year on January 1 by 
an amount equal to the percentage increase, if any, in the 
Consumer Price Index, as determined by the Department 
of Labor or its successor) in digital advertising revenue 
during the previous calendar year may, after the effective 
date— 
‘‘(1) own a digital advertising exchange if that 
person owns either a sell-side brokerage or a buy- 
side brokerage, or is a seller of digital advertising 
space; 
‘‘(2) own a sell-side brokerage if that person 
owns a buy-side brokerage; or 
‘‘(3) own a buy-side brokerage or a sell-side 
brokerage if that person is also a buyer or seller of 
digital advertising space. 
‘‘(c) REQUIREMENTS.—Any person with more than 
$5,000,000,000 (as adjusted each year on January 1 by 
an amount equal to the percentage increase, if any, in the 
Consumer Price Index, as determined by the Department 
of Labor or its successor) in digital advertising revenue 
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during the previous calendar year shall be subject to, as 
of the effective date, the following requirements: 
‘‘(1) BEST INTEREST DUTY.—A buy-side bro-
kerage or sell-side brokerage shall, in the course of 
providing services as a brokerage, use reasonable 
diligence, care, and skill to act in the best interests 
of their brokerage customers, and may not put their 
own interests ahead of those of their brokerage cus-
tomers. 
‘‘(2) BEST EXECUTION DUTY.—A buy-side bro-
kerage or sell-side brokerage shall seek the most fa-
vorable terms reasonably available under the cir-
cumstances for each order transaction of the broker-
age customer. 
‘‘(3) TRANSPARENCY REQUIREMENTS.— 
‘‘(A) IN GENERAL.—Upon written request 
from a brokerage customer, a buy-side broker-
age or sell-side brokerage shall supply to that 
brokerage customer, within a reasonable time, 
information sufficient to permit the brokerage 
customer to verify compliance of the brokerage 
with its obligations under paragraphs (1) and 
(2). 
‘‘(B) CONTENTS.—The information de-
scribed in subparagraph (A) shall include, if re-
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quested and to the extent such information is 
collected by the brokerage in the ordinary 
course of business— 
‘‘(i) in the case of a sell-side broker-
age providing information to a sell-side 
brokerage customer— 
‘‘(I) a unique and persistent 
identifier that identifies each unique 
digital advertising space for sale; 
‘‘(II) for each identifier described 
in subclause (I), all bids received, and, 
for each bid received, the bid sub-
mitted to the digital advertising ex-
change on behalf of the buy-side bro-
kerage customer, the winning price, 
the uniform resource locator or other 
property identifier at the lowest level 
of granularity, the identity of the dig-
ital advertising exchange or other dig-
ital advertising venue returning the 
bid, date, time that the bid response 
was received in microseconds or a 
lower level of granularity, web domain 
associated with the advertising cre-
ative, the advertising creative size and 
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format, and whether the bid won the 
seller’s impression; 
‘‘(III) the nature of any data col-
lected or derived from the brokerage 
customer or any user or customer of 
the brokerage customer, and the ways 
in which that data is used by the sell- 
side brokerage; 
‘‘(IV) the order or bid routing 
practices or processes, including any 
material exceptions to the standard 
practice of the brokerage; and 
‘‘(V) the source and nature of 
any compensation paid or received in 
connection with transactions; and 
‘‘(ii) in the case of a buy-side broker-
age providing information to a buy-side 
brokerage customer— 
‘‘(I) all bids won by the buy-side 
brokerage customer, and for each bid 
won, the maximum allowed bid of the 
advertiser, if any, the uniform re-
source locator or other property iden-
tifier at the lowest level of granu-
larity, date, the digital advertising ex-
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change, the web domain associated 
with the advertising creative, the ad-
vertising creative size and format, the 
winning price, the bid submitted to 
the digital advertising exchange on be-
half of the buy-side brokerage cus-
tomer, and, if possible, whether the ad 
served and whether the ad rendered; 
‘‘(II) the order or bid routing 
practices or processes; and 
‘‘(III) the source and nature of 
any compensation paid or received in 
connection with transactions. 
‘‘(C) 
RETENTION
OF
RECORDS.— 
Brokerages shall retain the records specified in 
subparagraph (B), where applicable and when 
collected in the ordinary course of business, 
until provided to a requesting brokerage cus-
tomer but not longer than 90 days. Brokerages 
shall retain billing information for their broker-
age customers for not fewer than 12 months. 
‘‘(D) USER PRIVACY.— 
‘‘(i) IN
GENERAL.—When providing 
information to a brokerage customer in re-
sponse to a request authorized by subpara-
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graph (A), the brokerage shall, to the 
greatest extent possible consistent with the 
purpose of subparagraph (A), anonymize, 
hash, or otherwise render the information 
incapable of being tied to an individual web 
user. 
‘‘(ii) 
PROHIBITING
TRACKING.—A 
brokerage customer may not use data or 
information received in response to a re-
quest made under subparagraph (A) for 
any purpose other than— 
‘‘(I) verifying compliance of a 
brokerage with its obligations under 
paragraphs (1) and (2); or 
‘‘(II) bringing an action under 
subsection (d)(3). 
‘‘(4) FIREWALLS.— 
‘‘(A) 
BUY-SIDE
AND
SELL-SIDE 
BROKERAGES.—Buy-side brokerages and sell- 
side brokerages shall establish, maintain, and 
enforce written policies and procedures reason-
ably designed to ensure compliance with the ob-
ligations under this subsection. 
‘‘(B) OTHER PERSONS.—Persons not sub-
ject to prohibitions under subsection (b) shall 
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establish, maintain, and enforce written policies 
and procedures reasonably designed to ensure 
that their buy-side brokerage, sell-side broker-
age, digital advertising exchange, and role as a 
buyer or seller of digital advertising, where ap-
plicable, operate separate and independent from 
one another and transact business at arm’s 
length. 
‘‘(5) FAIR ACCESS DUTY.—A digital advertising 
exchange shall provide every buyer and seller in the 
exchange fair access, including with respect to oper-
ations of the exchange, co-location, any technology 
systems or data, information related to transactions, 
service, or products offered, exchange processes, and 
functionality. 
‘‘(6) TIME
SYNCHRONIZATION.—A digital ad-
vertising exchange, buy-side brokerage, or sell-side 
brokerage shall— 
‘‘(A) synchronize its business clocks at a 
minimum to within a 2 milliseconds tolerance of 
the time maintained by the atomic clock of the 
National Institute of Standards and Tech-
nology; and 
‘‘(B) maintain the synchronization de-
scribed in subparagraph (A). 
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‘‘(7) DATA OWNERSHIP.—All records pertaining 
to an order solicited or submitted by a brokerage 
customer, and the subsequent result of that order, 
shall remain the property of that customer, includ-
ing any bids solicited from or submitted to any dig-
ital advertising exchange, unless the information is 
otherwise publicly available. 
‘‘(8) ROUTING PRACTICES DISCLOSURE.— 
‘‘(A) IN GENERAL.—Every sell-side broker-
age and buy-side brokerage shall— 
‘‘(i) make publicly available for each 
calendar quarter a report on the order 
routing practices of the sell-side brokerage 
or buy-side brokerage, as applicable, for 
digital advertisements during that quarter 
broken down by calendar month; and 
‘‘(ii) retain the report described in 
clause (i) posted on an internet website 
that is free and readily accessible to the 
public for 3-year period beginning on the 
date on which the report is posted. 
‘‘(B) FORMAT.—Reports made available 
pursuant to subparagraph (A) shall— 
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‘‘(i) be rendered in a format that 
makes the reports readily informative to 
the average brokerage customer; and 
‘‘(ii) include for the 10 venues to 
which the largest number of total bid re-
quests or bid responses were routed for 
execution and for any venue to which 5 
percent or more of bid requests or bid re-
sponses were routed for execution— 
‘‘(I) the total number of bids 
routed; 
‘‘(II) the total number of bids ex-
ecuted; 
‘‘(III) the fill rate of bids; 
‘‘(IV) the average net execution 
fee or rebate per 1,000 impressions; 
‘‘(V) the average time in milli-
seconds between when a bid request is 
sent and when a bid response is re-
ceived; and 
‘‘(VI) the value and form of any 
compensation given in exchange for 
routing or execution. 
‘‘(9) CERTIFICATION.—A digital advertising ex-
change, buy-side brokerage, or sell-side brokerage 
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shall certify to the Attorney General on an annual 
basis that the digital advertising exchange has com-
plied with the requirements under this subsection. 
‘‘(d) ENFORCEMENT.— 
‘‘(1) ATTORNEY GENERAL AND STATE ATTOR-
NEYS GENERAL.— 
‘‘(A) IN GENERAL.—The Attorney General 
and State attorneys general may bring an ac-
tion on behalf of persons in the United States 
injured in their business or property by reason 
of any violation of this Act in any district court 
of the United States in the district in which the 
defendant resides or is found or has an agent, 
without respect to the amount in controversy, 
and shall— 
‘‘(i) in a case brought by the Attorney 
General or a State attorney general, be en-
titled to injunctive relief; and 
‘‘(ii) in a case brought by the Attor-
ney General, recover damages sustained by 
such persons. 
‘‘(B) DAMAGES.— 
‘‘(i) IN
GENERAL.—The court may 
award under this subsection, pursuant to a 
motion by the Attorney General promptly 
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made, simple interest on actual damages in 
accordance with the requirements under 
subparagraph (A). 
‘‘(ii) NO
DUPLICATIVE
AWARD.—A 
court may not award any damages under 
this subparagraph that are duplicative of 
damages awarded before the date of the 
award under this subparagraph in a sepa-
rate civil action pertaining to the same 
conduct and injured party. 
‘‘(iii) PAYMENTS.—A court awarding 
damages to a person in a civil action after 
the date of an award of damages under 
this subsection that would be duplicative of 
damages awarded to the Attorney General 
on behalf of the person shall direct that 
such damages shall first be paid by the At-
torney General from amounts in the Fund 
and, to the extent such damages are not 
fully paid from amounts in the Fund, shall 
be paid by the defendant. 
‘‘(C) ANTITRUST
CONSUMER
DAMAGES 
FUND.— 
‘‘(i) IN
GENERAL.—There is estab-
lished in the Treasury of the United States 
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a fund to be known as the ‘Antitrust Con-
sumer Damages Fund’ (in this subsection 
referred to as the ‘Fund’), which shall con-
sist of amounts deposited under clause (ii). 
‘‘(ii) DEPOSITS AND AVAILABILITY.— 
Notwithstanding section 3302 of title 31, 
United States Code, any amounts received 
by the Attorney General under an award 
under this subsection— 
‘‘(I) shall be deposited in the 
Fund; and 
‘‘(II) shall be available to the At-
torney General, without further ap-
propriation, for distribution to persons 
in the United States harmed by the 
applicable violation of the Sherman 
Act (15 U.S.C. 1 et seq.). 
‘‘(iii) 
DEPOSITS
INTO
GENERAL 
FUND.—Effective on the day after the date 
that is 10 years after the date on which an 
award is received under this paragraph, 
the unobligated balances in the Fund of 
amounts that were received under the 
award are rescinded and shall be deposited 
in the general fund of the Treasury. 
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‘‘(2) DIVESTITURE ENFORCEMENT.—The Attor-
ney General may bring an action on behalf of the 
United States in any district court of the United 
States in the district in which the defendant resides 
or is found or has an agent, and may obtain injunc-
tive relief upon showing by a preponderance of the 
evidence that the defendant has— 
‘‘(A) violated a requirement of subsection 
(e); or 
‘‘(B) undertaken a required divestiture 
that unnecessarily harms or threatens competi-
tion in any market. 
‘‘(3) PRIVATE RIGHT OF ACTION.— 
‘‘(A) IN GENERAL.—A brokerage customer 
harmed by a knowing violation of subsection (c) 
by a person with more than $20,000,000,000 
(as adjusted each year on January 1 by an 
amount equal to the percentage increase, if any, 
in the Consumer Price Index, as determined by 
the Department of Labor or its successor) in 
digital advertising revenue during the previous 
calendar year may bring a civil action in an ap-
propriate court to obtain injunctive relief, where 
appropriate, and recover damages in the 
amount of the greater of— 
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‘‘(i) $1,000,000 for each month in 
which a violation of this Act occurred and 
reasonable attorney’s fees; or 
‘‘(ii) actual damages and reasonable 
attorney’s fees. 
‘‘(B) NO CLASS ACTION WAIVER.—No per-
son covered by this Act may require a class ac-
tion waiver for claims under this Act, including 
for arbitration. 
‘‘(C) TIMING.—A civil action for a viola-
tion of subsection (b) may be brought at any 
time after the later of— 
‘‘(i) the expiration of any applicable 
divestiture deadline; or 
‘‘(ii) the expiration of the deadline in 
subsection (e)(1) if no filing has been 
made. 
‘‘(e) DIVESTITURE.— 
‘‘(1) FILING.—Any agreement or other docu-
ment setting out the terms of a required divestiture 
shall be filed with the Attorney General not later 
than the later of— 
‘‘(A) the effective date; or 
‘‘(B) the earlier of— 
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‘‘(i) 30 days after the date on which 
an agreement making a required divesti-
ture under this Act is executed; or 
‘‘(ii) 180 days after meeting the cri-
teria specified in any paragraph of sub-
section (b). 
‘‘(2) ATTORNEY
GENERAL
REVIEW.—The At-
torney General shall approve a required divestiture 
upon a showing by the person making the divestiture 
that the terms of the divestiture, including the quali-
fications of any counter parties thereto, will not un-
necessarily harm or threaten competition in any 
market. 
‘‘(3) TIMING.— 
‘‘(A) IN GENERAL.—The Attorney General 
shall grant or deny approval of a required di-
vestiture, unless agreed to by the parties, no 
later than the later of— 
‘‘(i) 60 days after receipt of all infor-
mation obtained pursuant to subparagraph 
(5); or 
‘‘(ii) 60 days after receipt of the filing 
made under subparagraph (1). 
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‘‘(B) COMPLETION.—A divestiture shall be 
completed not later than the divestiture dead-
line. 
‘‘(4) GUIDANCE.—The Attorney General shall— 
‘‘(A) not later than 120 days after the date 
of enactment of this section, issue guidance on 
the divestiture process under this subsection 
and the certification requirement under sub-
section (c)(6); and 
‘‘(B) update the guidance described in sub-
paragraph (A) as the Attorney General deter-
mines is appropriate. 
‘‘(5) COMPULSORY
PROCESS.—The Attorney 
General may request or issue a civil investigative de-
mand under section 3 of the Antitrust Civil Process 
Act (15 U.S.C. 1312) for documents from any per-
son involved in a required divestiture to determine 
the competitive effects of the divestiture. 
‘‘(f) RULES
OF CONSTRUCTION.—Nothing in this 
section shall— 
‘‘(1) prohibit a person from— 
‘‘(A) selling their own inventory of adver-
tising space if— 
‘‘(i) the inventory was not acquired 
solely for the purposes of resale, except to 
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monetize the person’s own content or intel-
lectual property; and 
‘‘(ii) the person does not also assist a 
third-party in the sale or purchase of ad-
vertising space, other than purchasing ad-
vertising space from that person; or 
‘‘(B) buying inventory to market the prod-
ucts or services of the person; 
‘‘(2) abridge or supersede any provision of or 
rules issued pursuant to section 7A; 
‘‘(3) prohibit a person from, consistent with the 
antitrust laws, entering into a joint venture or other 
collaboration to prevent harm from spam, fraud, or 
other forms of abuse in digital advertising; or 
‘‘(4) require the disclosure of information if 
such disclosure would violate a law of the United 
States or a foreign country.’’. 
Æ 
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