Conditions of Acceptance of Advertisements
IMPORTANT: Your attention is drawn to Condition 4.7 which imposes an obligation on The Advertiser to meet Our costs, damages, loss, injury, expenses and other charges if The Advertiser breaches Condition 4.1 or Condition 4.2.
Definitions and Interpretation
1.1 In these Conditions:
“Advertisement” means any notice, advertisement, announcement or listing which The Advertiser has requested Us to publish in a Title or Titles;
“Company” means Argyll Media Limited (trading as the Dunoon Observer & Argyllshire Standard, www. dunoon-observer.com ) having its registered office at care of Wright, Johnston & MacKenzie LLP, The Capital Building, 12/13 St Andrew Square, Edinburgh EH2 2AF (registered number SC515338);
“Order” means an order by The Advertiser for insertion of an Advertisement in a Title or Titles;
“The Advertiser” means the person who has placed an Order with Us and where that person is an advertising or other agency placing the Advertisement on behalf of their client that agency agrees that it has placed the Order as principal;
“Title” means any publication or Website which We publish including but not limited to Dunoon Observer & Argyllshire Standard and www.dunoon-observer.com
“We” and “Us” and “Our” means the Company.
1.2 In these Conditions references to the singular include the plural and vice versa.
1.3 In these Conditions a “person” includes a natural person, corporate or unincorporated body.
2.1 These Conditions will apply to any contract between Us and The Advertiser for the publication of an Advertisement in a Title or Titles.
2.2 These Conditions override any terms stipulated by The Advertiser on order forms or elsewhere unless We accept those terms in writing. If we do so, these Conditions will apply except to the extent that they are inconsistent with anything so agreed by Us.
2.3 Where The Advertiser is a consumer, nothing in these Conditions affects The Advertiser’s statutory rights.
3.1 The placing of an Order shall be deemed to be an offer by The Advertiser to Us to submit an Advertisement for publication in a Title or Titles subject to these Conditions.
3.2 We may insist on The Advertiser submitting an Order in writing. If We do so The Advertiser will not be deemed to have placed an Order until We receive it in writing.
3.3 If We do not insist that The Advertiser submit an Order in writing, an Order made verbally to Us is deemed to be placed when the Order is made to Us verbally. All telephone facilities may be monitored including the logging and recording of telephone calls with Us.
3.4 If The Advertiser delivers copy instructions to Us, We may treat that as an Order unless it is clearly marked as “not constituting an Order”.
3.5 We will notify The Advertiser if We do not accept an Order within 5 working days of receiving the Order. In the absence of such notice We will be deemed to have accepted an Order.
3.6 If we publish the Advertisement that is the subject of an Order We will be deemed to have accepted the Order.
3.7 We are not obliged to accept any Order placed by The Advertiser.
4.1 The Advertiser confirms and warrants to Us that the copy The Advertiser provides to Us and the publication by Us of an Advertisement pursuant to an Order will:
4.1.1 not infringe any copyright, trademarks or other legal rights of any person;
4.1.2 when appearing on any Title that is a Website, not contain hyperlinks or metatags linking to The Advertiser’s own Website unless We have granted Our express prior permission to such hyperlinks or metatags;
4.1.3 be legal, decent, honest and truthful;
4.1.4 not result in a breach of any relevant Code of Practice, including the provisions of the Advertising Standards Authority’s Codes of Practice (www.asa.org.uk);
4.1.5 not breach any legislation; and
4.1.6 not be defamatory;
4.2 The Advertiser confirms and warrants to Us that The Advertiser has received any consent(s) needed to refer to or portray persons (expressly or impliedly) in the Advertisement.
4.3 All Advertisements must conform to Our standard style, form, format and technical specifications (available from Us on request). We reserve the right to alter any Advertisement to so conform, without any compensation being payable. We may also vary at any time the technical specifications of any of the Titles for operational reasons.
4.4 We comply with the UK Code of Non-broadcast Advertising, Sales Promotion and Direct Marketing (www.asa.org.uk) and it is Our policy to highlight advertiser editorial as “Advertiser’s Announcement”.
4.5 We do not guarantee that press releases received from The Advertiser will be published by Us.
4.6 We adhere to the IPSO Editors’ Code of Practice.
4.7 The Advertiser agrees:
4.7.1 to be responsible to Us for all costs, damages, loss, injury, expenses and other charges which We incur or to which We are subject as a result of a breach of any warranty in Condition 4.1 or Condition 4.2 above given by The Advertiser to Us;
4.7.2 that We accept no liability in respect of any loss or damage arising from delay by Us in forwarding or by Us omitting to forward replies to box numbers to The Advertiser (however caused);
4.7.3 that We may liaise with the police and/or any other relevant authority in relation to any Order or Advertisement or any response We receive to any Advertisement (including passing on The Advertiser’s details);
4.7.4 that We may record and use The Advertiser details and copy to exercise Our rights and perform Our obligations under these Conditions and publish The Advertiser’s Advertisement (including by passing them to other group companies and/or sub-contractors as reasonably necessary to do so);
4.7.5 if The Advertiser is an agency acting for a client, that We may provide a proof of the Advertisement direct to the client for approval by whatever means We deem appropriate;
4.7.6 that We may store, reproduce and distribute copy relating to any Advertisement, including by electronic means but we do not guarantee this;
4.7.7 that We may without notice or warning destroy any box office correspondence or communication received in response to an Advertisement which We think it inappropriate to deliver;
4.7.8 that We may hold The Advertiser details on record for a reasonable period and contact The Advertiser about future advertising opportunities which We believe may be of interest to The Advertiser;
4.7.9 that We may use The Advertiser details to contact The Advertiser for feedback relating to The Advertiser’s Advertisement and/or the Title in which The Advertiser advertised;
4.7.10 that We shall have no liability for any variation of up to 10% in the final published size of any Advertisement;
4.7.11 that We are under no obligation to supply artwork to other organisations or publications unless expressly agreed by Us in writing; and
4.7.12 to provide the copy/artwork required for the Advertisement to Us by the publication deadline specified by Us.
4.8 We do not guarantee:
4.8.1 insertion of an Advertisement in a particular issue of a Title;
4.8.2 special position of an Advertisement or that an Advertisement will appear in colour in any Title;
4.8.3 that an Advertisement will have a particular classification; or
4.8.4 the level of distribution of a Title.
4.9 We may carry forward an Advertisement not inserted in an issue of a Title to the next suitable issue of that Title.
Suspension and Cancellation
5.1 We will begin processing an Order when it is received. We are not obliged to accept a request from The Advertiser to cancel an Order once it has been received. All cancellation requests by The Advertiser should be made not less than four working days prior to publication date of the Advertisement concerned. We may require that any cancellation request be provided in writing. We reserve the right to charge The Advertiser for the price of the Order in the event of a cancellation at the request of The Advertiser.
5.2 If We agree to cancellation of part of a series of Advertisements, We may surcharge The Advertiser for any Advertisements in that series which are not cancelled.
5.3 We may at any time suspend or cancel at our sole discretion any Order after it has been accepted without notice or obligation to give a reason.
5.4 If We suspend or cancel an Order due to a breach of these Conditions by The Advertiser, We may charge The Advertiser the price for the Order and for any loss of income caused by suspension or cancellation.
5.5 If We cancel an Order otherwise than due to a breach of these Conditions by The Advertiser or at The Advertiser’s request, then, to the extent cancelled, We will refund any pre-payment made by The Advertiser but will have no further liability.
6.1 We retain copyright (and any other intellectual property rights) in all Our artwork, copy and other materials in any Advertisement (even if combined with any of The Advertiser’s copyright materials). In addition, The Advertiser agrees that We own the copyright in the typographical arrangement of all Advertisements. No copy in any form will be returned to The Advertiser unless agreed in writing by Us at the time of placing the Order. If We agree in writing to return The Advertiser’s copy following preparation of the Advertisement, the copy will be returned to The Advertiser at The Advertiser’s risk and expense.
6.2 We will not be liable for accidental loss or damage to The Advertiser’s copy, including artwork and photographs, in any format.
6.3 Any material submitted by The Advertiser is held by Us at The Advertiser’s own risk and should be insured by The Advertiser against loss or damage from whatever cause. We reserve the right to destroy without notice all such property after the date of its last appearance in an Advertisement unless The Advertiser has given Us written instructions to the contrary.
6.4 If The Advertiser places an Order but fails to provide copy/artwork by the publication deadline, We may repeat any previous relevant Advertisement from The Advertiser for which We have copy, or use a filler advert, and charge The Advertiser the full price of the Order in any event.
7.1 We will not be liable in any circumstances in contract, delict (including negligence) or otherwise for any loss, injury or damage (including but not limited to those of an indirect or consequential nature, economic loss, pecuniary loss, loss of turnover, loss of revenue, loss of profit or depletion of goodwill) suffered by The Advertiser as a result of:
7.1.1 any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in a second or subsequent Advertisement in a series and which is published subsequent to the first Advertisement in that series and in respect of which The Advertiser has failed to bring any error, misprint or omission to Our attention within one week of the date of publication of the first Advertisement in that series;
7.1.2 any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in an Advertisement which does not in our option, acting reasonably, detract from the essence of that Advertisement;
7.1.3 any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in an Advertisement, a proof of which has been issued to and approved by The Advertiser or, if The Advertiser is an agency acting for a client, the client;
7.1.4 any error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in an Advertisement, if that error is notified to Us more than one week after its publication;
7.1.6 any total or partial failure (however caused) of publication, dissemination or distribution of any Title in which an Advertisement is scheduled to appear;
7.1.7 service interruption due to failures in the world wide web, the transmission of viruses or other malicious computer code through the internet, the acts or omissions of providers of telecommunications services or faults in or failures of their networks and equipment, or disruption caused by system failure, maintenance or repair (whether planned or not);
7.1.8 any failure to print (or to publish online) an Advertisement in any particular issue of a Title;
7.1.9 any failure to print (or to publish online) an Advertisement in a particular position within a Title;
7.1.10 any failure to print (or to publish online) an Advertisement under a particular classification;
7.1.11 any difference between actual distribution figures for any issue of a Title in which an Advertisement appears and the typical average distribution figures audited for and issued by Us,
7.1.12 the failure to distribute a Title to a specific geographical area, town, village or street;
7.1.13 any difference between the actual website audience figures for any Title and the audience figures used in any statement of the website audience figures provided by Us;
7.1.14 any error or inaccuracy in Our marketing material or in any statements issued by Us in relation to our advertising services; or
7.1.15 any delay, non-delivery or mis-delivery of any response to an Advertisement directed through Our Box Number service or website Title.
7.2 Where there is an error (including but not limited to spelling and text errors), misprint, inaccuracy or omission in an Advertisement in respect of which liability is not excluded in terms of Clause 7.1 above, We will, at Our choice, either publish the corrected Advertisement, or depending upon how payment for the Advertisement was made, issue The Advertiser with a credit note or refund The Advertiser’s credit/debit card, to a value not exceeding the price of the Advertisement and this will be the limit of Our liability in respect of the error, misprint, inaccuracy or omission.
7.3 Our total liability to The Advertiser in contract, delict (including negligence) or otherwise (unless otherwise excluded) in connection with an Order shall be limited to the price paid for the Order.
7.4 Nothing in these Conditions attempts to or shall exclude or limit Our liability for death or personal injury caused by Our negligence, for Our fraud, or otherwise to the extent it would be illegal to do so.
7.5 Any distribution complaints made to Us will be investigated following the standard distribution procedures
Prices and Payment
8.1 Unless otherwise agreed by Us, the price of each Advertisement shall be the price set out in Our then current rate card at the time we accept the Order. We reserve the right to alter Our rate card from time to time and without prior notice. All prices quoted unless otherwise specified are for mono advertising. Full colour advertising may be available upon payment of the full colour premium in line with Our then current rate card.
8.2 Except where We state otherwise, all prices set out in Our rate card are exclusive of Value Added Tax which The Advertiser shall pay to Us in addition.
8.3 The Advertiser will pay for an Advertisement on placing an Order, unless credit terms have been agreed by Us. The Advertiser will be sent an invoice unless The Advertiser has pre-paid (or a direct debit arrangement is in place), in which case The Advertiser will only be sent an invoice if The Advertiser requests one. All credit terms will be subject to the terms of Our Credit Application Form.
8.4 If The Advertiser does not pay a sum due to Us by the due date, all sums due by The Advertiser to Us become payable on the due date for the sum not paid and We may suspend further advertising for The Advertiser and charge The Advertiser compensation and interest according to the Late Payment of Commercial Debts (Interest) Act 1998.
8.5 If We offer a price discount to The Advertiser in respect of an Order for a series of Advertisements, We reserve the right to withdraw the discount and charge the full price for the Advertisements where The Advertiser requires a change to be made to any Advertisement or the agreed advertising schedule during the publication of the series of Advertisements.
8.6 A query on an item on an invoice issued by Us will not affect the time at which The Advertiser are liable to pay the rest of that or any other invoice issued by Us.
8.7 Any price quotation or offers of advertising given by Us, whether in writing or verbal, are only valid for seven days from the date of the quotation or offer and are subject to these Conditions.
9.1 We shall not be in breach of Our obligations to The Advertiser nor liable for any delay in performing or failure to perform, any of Our obligation to The Advertiser if such delay results from events, circumstances or causes beyond Our reasonable control. In such circumstances the time for performance shall be extended by a period equivalent to the period during which performance of the obligation has been delayed or failed to be performed.
10.1 If any court or competent authority finds that any provision of these Conditions is invalid, illegal or unenforceable, that provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of these Conditions shall not be affected.
10.2 If any invalid, unenforceable or illegal provision of these Conditions would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.
11.1 A waiver of any right under these Conditions is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by Us or The Advertiser in exercising any right or remedy under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
Assignation and Sub-contracting
12.1 The Advertiser may not assign (transfer), sub-contract or deal in any way with any of its rights or obligations under the contract with Us.
12.2 We shall be entitled to assign and to sub-contract Our rights and obligations under the contract with The Advertiser.
Applicable Law and Jurisdiction
13.1 These Conditions and the contract between Us and The Advertiser shall be governed by and construed in accordance with the laws ofScotland and We and The Advertiser submit to the non-exclusive jurisdiction of the Scottish courts.
Information About Us and How to Contact Us
14.1 If you have any questions please contact Us. You can contact Us by telephone on: 01461 202417, by email to firstname.lastname@example.org or by post at Argyll Media Limited, 219 Argyll Street, Dunoon, PA23 7QT
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