TERMS
AND CONDITIONS of The Business Exchange for the
provision of advertising services
Definitions
1.1 In these conditions:
1.1.1
‘Advertisement’ means matter to be
printed in or separately inserted in to the Publication or an entry on the
Website.
1.1.2
‘Buyer’ means the person placing an
order with the Publisher for the Advertisement, whether such person be the
maker or provider of the product or service promoted thereby or the maker of
the announcement therein or any person engaged as an advertising agency or
media buyer on the Buyer’s behalf
1.1.3
‘Design Services’ shall mean, artwork,
drawings, graphics and editorial comment prepared by the Publisher for the
Buyer at the Buyer’s request for inclusion as an Advertisement
1.1.4 ‘Publisher’ means TBX1 Ltd
(a company registered in England and Wales under
company number 6420281 ) whose registered office
is at The White House,
99,Avenue Road, Torquay TQ2 5LH .
1.1.5 ‘Publication’ means the The Business Exchange
1.1.6
‘Order Form’ means a signed order on the
Publisher’s order form.
1.1.7 ‘Website’ means
the website operated by or on behalf of the Publisher
which currently operates from the URL at www.tbx1.com
1.2 Clause
headings are for reference only and do not effect the interpretation of the
clauses.
2.
Buyer’s Obligations
2.1 The Buyer warrants that (the ‘Buyer’s
Warranties’):
2.1.1 the
Buyer contracts with the Publisher as a principal and warrants that it is
authorised to instruct the Publisher to publish the Advertisement
notwithstanding that the Buyer may be acting directly or indirectly for another
person as an advertising agent or media buyer or in some other representative
capacity;
2.1.2
the reproduction and/or publication
of the Advertisement or the Design Services by the Publisher as originally
submitted or as amended pursuant to clauses 3.1 or 3.2 below will not breach
any contract or infringe or violate any copyright, trademark or any other
personal or proprietary right of any person or render the Publisher liable to
any proceedings whatsoever;
2.1.3
any information supplied in
connection with the Advertisement or Design Services is accurate, complete and
true and not misleading and all material submitted to the Publisher is legal,
decent, honest and truthful and complies with the British Code of Advertising
Practice and all other relevant codes under the general supervision of the
Advertising Standards Authority as may from time to time be in force;
2.1.4
in respect of any Advertisement
submitted for publication or Design Services which contain the name and/or
pictorial representation (photographic or otherwise) of any living person
and/or any part of any living person and/or any copy by which any living person
is or can be identified the Buyer has obtained the permission of such living
person to make use of such name, representation and/or copy;
2.1.5
the Advertisement complies with
the requirements of all relevant legislation (including subordinate
legislation, the rules of statutorily recognised regulatory authorities) for
the time being in force or applicable in the
United Kingdom
and member states of
the European Union;
2.1.6
the Buyer warrants that it has
retained in sufficient quality and quantity any material, graphics, artwork or
information sent to the Publisher for whatever purpose and in any format and
that any information, graphics or other material sent to the Publisher by
electronic means or supplied on computer disc has been checked for and is free
from any computer virus.
2.2 When the Buyer
places an order for an Advertisement and/or Design Services, a non-refundable
deposit of 30% of the value of the order will be required from the Buyer
2.3 Payment
for the Advertisement and/or Design Services is due within 30 days of the date
of the Publisher’s invoice (the “Payment Date”).
2.4 Unless
agreed otherwise, any advertisement submitted on behalf of the Buyer is due for
submission within 30 days of the date of the Publisher’s invoice. In the event that agreement cannot be reached
for the submission of work, the Publisher reserves the right to re-sell the
space in question.
2.5 The Buyer agrees to place an Advertisement in the Publication
in each of the next three annual editions, or for such other period as may be
agreed between the parties in writing, from the date of this Agreement at a
price to be notified in advance.
2.6 The Buyer agrees to pay to the Publisher in respect of each
Advertisement and/or Design Services for which payment is not made by the
Payment Date:
2.6.1 the sum of £25.00
(plus VAT) by way of administration charge; and
2.6.2 interest
on any amount outstanding after the Payment Date at a rate of 2% per month
accruing from day to day (including the day on which payment was due) both
before and after judgment
2.6.3
all legal fees and
disbursements (including VAT) incurred by the Publisher in recovery of any sums
outstanding on a solicitor and own client basis.
2.7 A
proof of the Advertisement and/or Design Services will be provided to the Buyer
before publication. It is the
responsibility of the Buyer for checking the correctness of the Advertisement
and Design Services (and of each insertion of the Advertisement if more than
one) and immediately notifying any error to the Publisher.
2.8 The Buyer will indemnify and keep indemnified the Publisher
against all claims, costs, proceedings, demands, losses, damages, expenses or
liabilities whatsoever arising directly or reasonably foreseeably as a result
of any breach or non-performance by the Buyer of any of the representations,
Buyer’s Warranties or other terms contained in this agreement or implied by
law.
2.9 The
Buyer grants to the Publisher a non-exclusive, royalty-free licence during the
term of this Agreement to use store and maintain the Advertisement on a server
for the purposes of carrying out the terms of this Agreement. The Publisher may make such copies as may be
necessary to perform its obligations under this Agreement, including back up
copies of the Advertisement.
3.
Buyer’s rights
3.1 The Buyer has the
right to cancel this Agreement and any time by giving the Publisher not less
than 3 months written notice to expire on the anniversary of this Agreement.
4. The
Publisher’s rights and obligations
4.1 The Publisher at its
absolute discretion reserves the right to decline to publish, or to omit,
suspend, amend or change the content or position of any Advertisement. The
Publisher will consult with and use reasonable efforts to comply with the
wishes of the Buyer.
4.2 The
Publisher reserves the right to change its advertisement rates at any time upon
the giving of 14 days written notice to the Buyer.
4.3 Refunds for payments made by card via the Website will be given at the discretion of management.
5. Exclusions
and limitations
5.1 The
Publisher will not be liable for any loss of copy, artwork, photographs or
other materials.
5.2 Without prejudice to
condition 2.4 above, the Publisher assumes no responsibility for the repetition
of an error in an Advertisement unless notified immediately by the Buyer that
an error has occurred.
5.3 With the exception
of liability for death or personal injury, the Publisher’s liability is limited
to a maximum at its option of giving a credit for its charge for the
Advertisement or (in an appropriate instance) of publishing the Advertisement
for a second time without charge.
5.4 For the avoidance of
doubt the Publisher will not be liable to the Buyer for any indirect or
consequential loss the Buyer may suffer even if such loss is reasonably
foreseeable or if the Publisher has been advised of the possibility of the
Buyer incurring it.
5.5 Any other matter of
complaint, claim or query (whether in relation to the Advertisement or the
invoice) must be raised with the Publisher in writing within 7 days following
receipt by the Buyer of the invoice giving rise to it. Such complaint, claim or query shall not
affect the liability of the Buyer for payment by the due time of the
Publisher’s charges for that and all other advertisements.
6. General
6.1 The
placing of an order for an Advertisement shall amount to acceptance of these
conditions. These conditions shall apply to each order for an Advertisement
together with such additional conditions (if any) as may be set out in the
Order Form and in the event of any variations or inconsistency between these
conditions and the conditions set out in the Order Form, the latter shall
prevail.
6.2 No waiver or
indulgence by the Publisher shall be effective unless given in writing and only
in relation to the matter in respect of which it was specifically given. No failure or delay on the part of any party
in exercising any right, power or privilege under this Agreement shall operate
as a waiver of it nor preclude any further any other or further exercise of
that right, power or privilege.
6.3 No variation of the
terms of this Agreement will be valid and binding upon the parties unless
authorised in writing by the Publisher.
6.4 Neither party shall
be deemed to be in breach of this Agreement or otherwise liable to the other
party if and to the extent that the breach is due to an event or circumstance
beyond the reasonable control of that party.
6.5 The Contracts
(Rights of Third Parties) Act 1999 shall not apply to this Agreement and no
person other than the parties to this Agreement shall have any rights under it,
nor shall it be enforceable under that Act by any person other than the parties
to it.
6.6 The contract which
incorporates these conditions shall be construed under and governed by the law
of
England
and the parties submit to the exclusive jurisdiction of the English
courts.
7.
Data Protection
7.1
The Publisher or his duly
authorised agents will use the Buyer’s personal information for marketing, host
mailing and list rental purposes. The
Publisher may disclose your information to its service providers and agents for
these purposes. The Publisher may keep
your information for a reasonable period to contact you about its services in
the future; if you do not want to do this, you can opt out by ticking here [ ].
7.2
The Publisher may share your
information with organisations who are its business partners. The Publishers or its business partners may
contact you by e-mail, telephone, post or fax to let you know about any goods,
services or promotions which may be of interest to you. Please tick this box if you do not wish to receive
such information form the Publisher or its business partners [ ]. Please tick this box if you do not wish to
receive information from the Publisher’s business partners [ ].
7.3
If the Buyer provides the
Publisher with information about another person, the Buyer confirms that the
other person has appointed the Buyer to act on his/her/their/its behalf and has
agreed that the Buyer can give consent on his/her/their/its behalf to the
processing of his/her/their/its personal data, the transfer of
his/her/their/its personal data abroad; and receive on his/her/their/its behalf
any data protection notices.
8.
Payment
8.1
Payment terms are
strictly 30 days. Non payment will incur interest
charges.
8.2
Payment for
eShots is required up front before the eShot
is sent out. There is also a £75 + VAT set up fee
for each eShot.
