STANDARD TERMS AND CONDITIONS FOR ADVERTISINGAll Orders for Advertisements on
www.seenews.com (the "Site") are accepted subject to: (a) these standard terms and conditions for advertising on the Site ("STC"); and (b) where applicable, any terms and conditions set out in the Confirmed Order ((a) and (b) are together the "Agreement"). By placing an Order the Buyer agrees to be bound by the Agreement (as amended from time to time).
DEFINITIONSArt. 1 (1) In these STC: (i) "ADP" means AII Data Processing OOD, having its seat and registered address at 20, Ivan Vazov Str., Sofia, Bulgaria, BULSTAT code 130163919, VAT registered (ii) "Advertisement" means any material (including, without limitation, text, graphics, layout, logos, images, audio material, films or other moving images and product or service details) submitted by or on behalf of an advertiser for appearance on the Site and which is designed to publicly promote a product or service; (iii) "Advertisement Format" means the format in which Advertisements must be submitted to ADP as set out in Format Specifications published on Site; (iv) "Buyer" means the entity placing an Order with ADP (or its third party service provider), whether this is the entity advertising the product or service that is the subject of the Advertisement or its advertising agency or media buyer; (v) "Charges" means the charges set out in the Confirmed Order; (vi) "Confirmed Order" means the confirmation in writing or via email between ADP and the Buyer under which the parties confirm and ADP accepts, the particulars of any Order; (vii) "Order" means an offer made by the Buyer for an Advertisement to appear on the Site.
(2) If there is any conflict between the provisions of these STC and the Confirmed Order the Confirmed Order shall prevail.
ADVERTISEMENTSArt. 2 (1) Orders must be submitted by the Buyer to ADP (or ADP's third party service provider as may be notified to the Buyer from time to time).
(2) Advertisements must be delivered to ADP in the Advertisement Format no later than 4 days prior to the first agreed publication date as set out in the Confirmed Order. In the event of late submission of an Advertisement: (i) the agreed start date for the first appearance of such Advertisement will be moved to an alternative date to be determined at ADP's sole discretion; and (ii) the finish date of any campaign as set out in the Confirmed Order will not be extended; and (iii) the Charges as set out in the Confirmed Order will be payable in full.
(3) ADP agrees at its discretion to change Advertisements on an advertising campaign a maximum of once per week subject to changes to Advertisements being submitted by the Buyer at least 48 hours prior to the Buyer's desired change date.
(4) It is the sole responsibility of the Buyer to check the accuracy and correctness of each and every Order and/or Advertisement that it submits. ADP shall not be responsible for the repetition of any errors in an Order or an Advertisement sent for inclusion on the Site. Where the Buyer becomes aware of any error in an Order or an Advertisement, it must inform ADP immediately in writing of the error and must provide all reasonable assistance (including, where necessary, submitting an amended Order or Advertisement) in the correction of the error. ADP will use its reasonable endeavours to correct any such errors as soon as practicable after receipt of notification, but shall have no liability to the Buyer for failing to do so and neither the Buyer or the Advertiser shall be entitled to any refund as a result of any such failure by ADP.
(5) The Buyer warrants that: (i) the use of any Advertisement will not infringe the intellectual property rights (including, without limitation, copyright or trade mark rights) or any other rights of any third party; (ii) each Advertisement complies with all applicable laws; (iii) where, in respect of any Order placed by the Buyer, the Buyer and the advertiser are different entities, the Buyer is properly and expressly authorised to submit such Advertisement on behalf of the advertiser; (iv) no Advertisement is obscene, indecent, dishonest, untrue, inaccurate, incomplete, fraudulent, misleading, threatening, menacing, offensive, defamatory, abusive, or an infringement or violation of any personal or proprietary right of any person; (v) any information supplied in connection with any Advertisement submitted by the Buyer is accurate, complete and true; (vi) where any Advertisement contains the name or pictorial representation (photographic or otherwise) of any person (in whole or in part) and/or any copy from which any person is or can be identified, the Buyer has obtained the necessary authority of such person to make use of such name, representation and/or copy; (vii) no Advertisement submitted by the Buyer contains any virus or other harmful code or will otherwise impair or harm the Site or ADP's computer systems or any third party computer system.
(6) The Buyer agrees that ADP may (at its discretion) disclose the Buyer's identity to any third party who is claiming that any material submitted by the Buyer is in breach of any of the warranties set out in clause 2.5 above.
ADP'S RIGHTS AND OBLIGATIONS Art. 3 (1) ADP has the right, at its sole discretion, to decline any Order and/or to decline to publish any Advertisement submitted by the Buyer (whether before or after the acceptance of any such Order).
(2) Without prejudice to clause 3.1 and subject to its rights under this Agreement, ADP will use reasonable endeavours to reproduce Advertisements as submitted by the Buyer, but does not guarantee the quality of the reproduction.
(3) ADP may, at its discretion and without prejudice to the warranties contained in clause 2.5 above, refuse or require to be amended any Advertisement (or related materials) that is submitted so as to: (a) comply with any legal or moral obligations placed on ADP or the Buyer; (b) avoid infringing any third party intellectual property rights; or (c) to ensure compliance with all applicable laws.
CHARGES AND PAYMENT Art. 4 (1) Where any Order is accepted by ADP, the Buyer must pay the Charges.
(2) ADP will invoice the Buyer for the Charges as set out in the Confirmed Order. Payment of invoiced amounts is due within thirty days after the date of the relevant invoice and payment shall be made as stipulated in the Confirmed Order. ADP reserves the right to recharge the Buyer for any charges it incurs resulting from the Buyer's chosen method of payment.
(3) Charges are exclusive of sales, value added tax (VAT), bank charges or equivalent, ad valorem, personal property and other taxes, which are the responsibility of the Buyer. All collection fees, including but not limited to attorneys fees, are payable by the Byuer. Charges are non-refundable.
TERM AND RENEWAL Art. 5. The term of the Agreement shall commence when ADP is in possession of a Confirmed Order signed by it and the Buyer and this Agreement shall continue in force and effect until the finish date set out in the Confirmed Order (or as otherwise agreed between the parties) or until terminated pursuant to clause 6.
TERMINATION, SUSPENSION AND REMOVAL OF ADVERTISEMENTS Art. 6 (1) Without prejudice to ADP's other rights and remedies, at any time and without giving the Buyer any advance notice, ADP may permanently or temporarily and for any reason move, remove or edit any Advertisement submitted by the Buyer from the Site, whereby, in such circumstances, all liability of ADP, its directors, employees or other representatives for any loss whatsoever arising from its moving, removing or editing Advertisements is excluded, insofar as it is possible to do so in law.
(2) Without prejudice to its other rights and remedies, ADP may terminate this Agreement and/or any Order in whole or in part forthwith at any time by giving notice in writing to the Buyer if the Buyer commits a breach of any term of this Agreement and, provided that such breach is capable of remedy, fails to remedy the same within 14 days after receipt of a written notice from ADP giving full particulars of the breach and requiring it to be remedied.
(3) Once the term of this Agreement has commenced, the Buyer cannot cancel any Order for any reason unless expressly provided for in the Confirmed Order or unless agreed to in writing by ADP, at its exclusive option.
(4) Upon termination of this Agreement for any reason the Buyer shall remain liable for any amount due under a Confirmed Order for Advertisements displayed by ADP and such an obligation to pay shall survive termination of this Agreement.
EXCLUSIONS AND LIMITATIONS OF LIABILITYArt. 7 (1) ADP has the right to change the format, design, layout or look and feel of the Site at any time and without liability or prior notice to the Buyer.
(2) All information and/or data on the Site is provided on an "as is" basis. Save to the extent required by law, no representations, warranties or terms of any kind are made (or shall be implied by statute or otherwise) in respect of the Site, including, without limitation, warranties of satisfactory quality, conformity to contract, accuracy, adequacy, conformity to description or fitness for any particular purpose.
(3) Neither ADP nor any of its data providers or affiliates gives any warranty or guarantee relating to availability of the Site or that the Site and/or ADP's operation of it,or the server that makes the Site available are error or virus free or free of other harmful components or that use of the Site will be uninterrupted.
(4) ADP shall not be liable (whether in tort, contract or otherwise) for any loss of profit, loss of opportunity, loss or depletion of goodwill, loss of anticipated savings, loss of revenue, loss or corruption of data and/or any other loss which is indirect, consequential or economic arising out of or in relation to any Advertisement submitted by or on behalf of the Buyer.
INDEMNITYArt. 8. The Buyer indemnifies and will keep indemnified ADP, its group companies and its third party service providers on demand against any and all claims, costs, proceedings, demands, losses, expenses (including legal expenses), liability or damages whatsoever (including without limitation, any direct, indirect, punitive or consequential loss or damages, or any anticipated loss of profit, loss of profit, loss of opportunity, loss of data, costs and fines and/or any special or incidental damages of any kind) arising directly or indirectly as a result of: (i) any breach or non-performance of any of the representations, warranties or other terms contained in this Agreement or implied by law; or (ii) the Buyer's or any relevant Advertiser's fault, negligence or breach of statutory duty.
APPLICABLE LAWArt. 9. These STC are prepared in correspondence to legislation applicable in the country of registration of ADP, and the Buyer may bring claims in the court in the country of registration of ADP.
AMENDMENTS AND COMPLEMENTATIONS OF STCArt. 10. Only ADP is competent to amend and complement these STC and encourages the Buyer to revisit the terms and conditions periodically at
www.seenews.com to ensure that the Buyer is at all times fully aware of them. Any changes are effective immediately upon notification to the Buyer and the continued placing of Orders by the Buyer or the submission by the Buyer of any Advertisements after the date of such notification constitutes the Buyer's agreement to all such terms.
OTHER PROVISIONSArt. 11. This is the entire agreement between the parties with respect to the right to advertise on the Site. It supersedes all prior agreements. Neither these STC nor any part may be assigned, sublicensed or otherwise transferred by the Buyer without ADP's prior written consent. If any provision of these STC found to be void, invalid, unenforceable, or illegal, the validity and enforceability of the other provisions will not be affected. ADP's failure to insist at any time upon strict compliance with these STC, or any delay or failure on ADP's part to exercise any power or right given to it in the STC at no time operate as a waiver of such power or right. The headings and captions contained are inserted for convenience only and do not constitute a part of the STC.
Terms & Conditions
