Terms & Conditions
PLEASE READ THIS CAREFULLY BECAUSE IT CONTAINS LEGALLY BINDING TERMS THAT APPLY TO ALL ADVERTISEMENT BOOKINGS MADE WITH ROCHAY PRODUCTIONS LIMITED. PLEASE NOTE THAT UNDER THESE TERMS THE BUYER OF THE RELEVANT ADVERTISING ASSUMES ALL LEGAL RESPONSIBILITY FOR ADVERTISEMENTS SUBMITTED FOR PUBLICATION. BY MAKING A BOOKING FOR THE PUBLICATION OF AN ADVERTISEMENT FOR PUBLICATION, THE BUYER, WHETHER IT IS AN ADVERTISING AGENCY, ADVERTISER OR OTHERWISE, IS CONFIRMING THAT IT HAS READ, UNDERSTOOD AND AGREED TO THESE TERMS AND CONDITIONS.
1.1 These terms and conditions (the "Terms and Conditions") set out legally binding terms that apply to all Bookings made by the Buyer which are accepted by Rochay Productions Limited (the "Publisher") for the publication of an Advertisement in any Rochay Productions Limited publication, Website, eCampaign or on a Third Party Site, including but not limited to Rochay Elite Magazine. The information contained in the Rate Cards also forms part of these legally binding terms and is hereby incorporated into these Terms and Conditions. Words or terms used in these Terms and Conditions that are capitalised shall have the meaning given to them in Clause 1.7 below.
1.2 No Booking made by a Buyer shall become binding on the Publisher until it confirms its acceptance of that Booking to the Buyer. If a Buyer discusses a Booking with an independent sales representative engaged by the Publisher who is not an employee of the Publisher, only the Publisher, and not the sales representative, is authorised to accept the Booking.
1.3 No variation or addition to these Terms and Conditions without the prior written consent of the Publisher shall be effective unless agreed to in writing by a director of the Publisher and any additional terms the Buyer may seek to impose shall be void and/or unenforceable.
1.4 In the event of any conflict between these Terms and Conditions, the Rate Card and any insertion order, booking confirmation, email exchange or other document that may relate to a Booking, these Terms and Conditions and the Rate Card (in that order) shall prevail to the extent of that conflict.
1.5 The Buyer and the Publisher acknowledge that the Publisher may provide the Buyer with a range of Advertisements and ancillary services directly related thereto as part of a Booking, both in print, online or otherwise, as part of an integrated campaign. In such cases, the Buyer and the Publisher acknowledge that their intent is for these Terms and Conditions, or the applicable parts of them, to apply to all such elements of the campaign, even if individual elements of each campaign are not referred to in these Terms and Conditions, and the parties intend that these Terms and Conditions shall be construed so as to apply insofar as possible to all advertising arrangements that form part of a Booking.
1.6 If a Booking is made to publish an Advertisement on a particular Rochay Group Company media property that is not published by Rochay Productions Limited, then references in these Terms and Conditions to the Publisher shall be construed as meaning the applicable Rochay Group Company that is the owner or publisher of the applicable media property for that part of the Booking.
1.7 If a Booking is made to publish an Advertisement on a particular Rochay Group Company media property including Rochay Elite Magazine, Website, eCampaign or any other marketing media format within the Rochay Group of Companies or a Third Party Site, it is understood by the Buyer that they are entering into a binding contract with Rochay Productions Limited, even if they make payment to any of the Rochay Group of Companies, and therefore these Terms and Conditions apply in their entirety.
1.8 The following defined terms are used in these Terms and Conditions:
• (a) "Advertisement" means any advertising material of whatsoever nature submitted to the Publisher by or on behalf of the Buyer for insertion in Rochay Productions Limited publication, Website, eCampaign or on a Third Party Site;
• (b)"Booking" means the placing by a Buyer of an order with the Publisher for the insertion of an Advertisement in a Rochay Productions Limited publication;
• (c) "Buyer" means the person or legal entity making the Booking, whether such person or legal entity is the advertiser of the relevant product or service (the "Advertiser"), or the Advertiser's advertising agency, media buyer, or (in the case of Job Advertisements) a recruiter representing a prospective employer (in each case the "Agent");
• (d)"Rochay Group Company" means any company within the Rochay group of companies which publishes a publication that is either referred to in the Rate Card or in respect of which Rochay Elite Limited or Rochay Productions Limited accepts a booking for an Advertisement under these Terms and Conditions;
• (e) "Rochay Productions Publication" means any publication, product or service that is operated or published by the Publisher or any other Rochay Group Company whether in print, online, electronically, digitally or otherwise, including the Magazine or any Rochay Site;
• (f) "Rochay Site" means any online, electronic or digital product or service that is operated or published by the Publisher or any other Rochay Group Company;
• (g) "Message Campaign" means an Advertisement that is inserted into emails (e-blast), SMS, MMS, IM or other messages delivered by or on behalf of the Publisher;
• (h) "Magazine" means any or all editions of the 'Rochay Elite Magazine' publication, including any reprints, supplements or other inserts;
• (i)"Publication Deadline" and "Rich Publication Deadline" have the meaning set out in Clause 2.14;
• (j) "Rate Card" means the Publisher's published sterling or US dollar rate cards for the then current calendar year (as may be updated from time to time), the current versions of which are available at http://www.rochayelite.com or such other website as notified by Publisher from time to time;
• (k) "Start Date" means the date of first publication for an Advertisement to be published on a Rochay Group Site or a Third Party Site pursuant to a Booking; and
• (l) "Third Party Site" means any online, electronic or-digital product or service that is operated or published by an entity that is not the Publisher or a member of any other Rochay Group Company and on which the Publisher or any other Rochay Group Company has the right to publish Advertisements as further set out in Clause 2.19.
2. SUBMISSION AND PUBLICATION OF ADVERTISEMENTS Making a booking, status of bookings and cancellations
2.1 The Buyer grants the Publisher an irrevocable, world-wide, royalty-free licence to reproduce, publish and republish the Advertisement within the relevant Rochay Productions Limited publication (irrespective of the medium or platform in or on which it is published) and/or Third Party Site in accordance with the details of the Booking.
2.2 The Publisher shall have at its absolute discretion the right to reject, refuse, omit, postpone, cancel, or require changes to the whole or part of any Booking or Advertisement submitted for insertion at any
time, whether or not it has accepted the Booking, including the dates for publication and positioning of the Advertisement, or to accept the Booking subject to certain specified conditions.
2.3 A Buyer may request an option to hold an Advertisement position, which may be granted to the Buyer by the Publisher in its discretion. No Advertisement shall be published until the option holder confirms and makes a Booking for the Advertisement. If another Buyer requests the same space while the option is being held, the Publisher will notify the option holder, and unless the option holder confirms and makes a Booking for the applicable Advertisement within 2 business days of being notified, then the option will lapse and the Publisher may sell that position to any third party.
2.4 Where Rochay Productions Limited accepts a Booking for an Advertisement order from a Buyer in relation to space which has previously been the subject of an option (and the Buyer has been made aware of this at the time of order), the Buyer may not cancel or postpone the Advertisement and the cancellation and postponement provisions in Clause 7 shall not apply to the Booking.
2.5 The Buyer may only cancel or postpone a Booking by doing so in writing in accordance with the deadlines set out at Clause 7, otherwise the Publisher shall not be bound by any purported cancellation or postponement and the Buyer shall be liable to pay for the Booking in full. Technical specifications, errors & omissions
2.6 The Buyer shall submit all Advertisements to the Publisher in accordance with the Publisher's then current technical specifications (as may be updated from time to time), the current version of which is available athttp://www.rochayelite.com which include copy lead times which the Buyer must comply with unless otherwise notified in writing by the Publisher.
2.7 Save to the extent caused by its negligence, the Publisher will not be responsible for any error or omission in the insertion of any Advertisement, or for any damage or loss of any copy, electronic files, data, drawings or other materials supplied for the purpose of an Advertisement or any shrinkage that may occur during the normal course of production.
2.8 The Buyer shall be responsible for checking the accuracy of the Advertisement copy submitted and for checking the accuracy of any proof which may be provided to the Buyer by the Publisher.
Deemed cancellation 2.9 The Publisher may at its election treat as cancellation or postponement the fact that:
2.9.1 the Buyer is in breach of any of these Terms and Conditions, including any failure to pay fees when due; or
2.9.2 the Buyer enters into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of a solvent amalgamation or reconstruction); becomes insolvent; ceases or threatens to cease to carry on business; compounds or makes any voluntary arrangement with its-creditors; becomes subject to an administration order; is unable to pay its debts as they fall due; has an encumbrance take possession of, or a receiver or administrative receiver appointed over, all or any part of its assets; takes or suffers any similar action due to debt; or if the equivalent of any of the above events under the law of any jurisdiction occurs in relation to the Buyer.
2.10 If an order is cancelled by the Publisher under Clause 2.9, the Buyer will not be entitled to recover any payments already made and will remain liable for all payments owing in respect of all cancelled Advertisements.
2.11 Terms specific to print publications
2.11.1 Any Buyer offering mail order services or requiring payment in advance of goods being dispatched must be a member in good standing of the National Newspaper Safe Home Ordering
Protection Scheme(http://www.shops-uk.org.uk) and may be required to produce proof of such membership to the Publisher prior to acceptance of the Advertisement.
2.11.2 the Publisher makes no representation as to the accuracy or completeness of its database of readers or circulation, and will accept no liability arising from any inaccuracy or incompleteness thereof;
2.11.3 the Buyer agrees and acknowledges that the Publisher cannot provide any guarantees as to the number of responses, 'hits', 'click-throughs', 'follows', 'likes', emails or any other media response that will be received following the print copy release and or the App version of the print copy release dates.
2,12 Terms specific to online publications or campaigns on Rochay Productions Limited Sites and Third Party Sites
2.12.1 The Buyer shall submit all Advertisements to the Publisher at least 4 working days prior to the intended copy date ("Publication Deadline"), or 5 working days in the case of rich media ("Rich Publication Deadline") as specified as the 'Copy Date' at the time of the Booking.
2.13 The Publisher shall have the option to publish the Advertisement (or procure that it is published on a Third Party Site), if the Advertisement copy is supplied after the Publication Deadline or Rich Publication Deadline. The Buyer agrees to pay the Publisher in full for all impressions or space ordered in the event of non-publication of any Advertisement, due to failure to supply the Specifications before the Publication Deadline and Rich Publication Deadline.
2.14 With respect to the monitoring and counting of page impressions on Rochay Sites or eCampaigns (e-blasts), the Buyer agrees to rely on the Publisher's advertising management system which records and reports on the number of impressions served, the Buyer shall accept the results. With respect to such monitoring and counting of page impressions on Third Party Sites, the Buyer acknowledges that the Publisher will be reliant on page impression figures provided to it by a third party, which the Buyer agrees to accept the results of.
2.15 The Buyer represents and warrants that it shall only drop or use a cookie or any other tracking device, beacon, floodlight or other technological device or similar technology (each, a "Cookie") on the device of any user to whom such Advertisement is served, provided that:
• (a) the Buyer complies with all applicable laws and regulations and all user preferences of which it is aware or should be aware, and shall not cause the Publisher to be in breach of any applicable laws, regulations and preferences;
• (b) the Cookie is dropped or used only for the purposes of displaying advertising or analysing impressions, campaign performances and click-through rates, and not for any other purposes (including targeting or retargeting users); and
• (c) the Buyer will not disclose the data collected through any such Cookie to any third parties, or combine it with any information collected from other sources (including for the purpose of building user profiles).
2.16 For a Message Campaign (E-blast):
2.16.1 the Publisher will not make available to the Buyer or any third party any data relating to recipients or intended recipients of the Message Campaign or E-blast (including, without limitation, the Publisher's or any Rochay Group Company database of users or any part thereof), unless a separate agreement is entered into by the Publisher and the Buyer under which the Publisher may make certain data available to the Buyer conditional on the Publisher providing certain assurances as to its use of the data and data protection compliance;
2.16.2 the Publisher makes no representation as to the accuracy or completeness of its database of users, and will accept no liability arising from any inaccuracy or incompleteness thereof;
2.16.3 the Buyer agrees and acknowledges that the Publisher cannot provide any guarantees as to the number of Advertisements, responses, 'hits', 'click-throughs', 'follows', 'likes', emails or any other media response that will be received following the Message Campaign (e-blast), start date;
2.16.4 Advertisements for use in a Message Campaign will be subject to additional restrictions as to size, format and content;
2.16.5 no reference to the Publisher shall be made in the Advertisement without the Publisher's prior written consent to the specific form and wording of such reference; and
2.16.6 the Publisher will not intentionally send Advertisements to users of a Rochay Productions Site who have informed the Publisher that they do not wish to receive such Advertisements.
2.17 The Buyer acknowledges that the Publisher may acquire inventory on a Third Party Site from an independent source that it is entitled to sell such inventory to the Buyer. The Publisher may not have a direct contractual relationship with the entities owning or operating the Third Party Sites and therefore the Buyer acknowledges that the Publisher may not be able to or may not choose to identify the Third Party Site on which Advertisements submitted for insertion on a Third Party Site will be published. The Buyer further acknowledges that the Publisher may acquire inventory in respect of Third Party Sites for a lower cost than the amount charged by the Publisher to the Buyer in respect of such inventory
3 CONTRACTING AS PRINCIPAL AND WARRANTIES
3.1 The Buyer contracts with the Publisher as a principal and warrants and represents to the Publisher that it has the authority to do so and that, if it is an Agent, that it is authorised to make Bookings on behalf of its Advertisers.
3.2 The Buyer warrants and represents that:
3.2.1 Advertisements submitted for publication (and, in the case of Advertisements submitted for publication on a Rochay Group Site or any Third Party Site, any website to which such an Advertisement links) shall:
• (a) comply with all applicable laws, regulations, codes of practice or similar in countries where the Rochay Productions Limited publication and/or Third Party Site (as applicable) is available;
• (b) not contain any libellous, fraudulent, misleading or false statement, and shall not give cause, directly or indirectly, for any action to be brought against the Publisher for libel, fraud or publication of a false or misleading statement;
• (c) not infringe the intellectual property rights, rights in confidential information, rights of privacy or any other rights whatsoever of any third party or unfairly prejudice the legitimate interest of any third party by implication or otherwise;
• (d) comply with the requirements from time to time of United Kingdom financial services legislation both as to content and authorisation (including but not limited to the Financial Services and Markets Act 2000 or legislation pertaining to gambling) and comply with all applicable state and federal laws and regulations of the United States America relating to the offer or sale of securities or pertaining to gambling;
• (e) comply with the Committee of Advertising Practice's British Code of Advertising, Sales Promotion and Direct Marketing and all other codes under the general supervision of the Advertising
Standards Authority or any successor body and that without limitation all material included within an Advertisement is accurate, legal, decent, honest and truthful;
• (f) where an Advertisement includes a competition, prize draw or similar promotion, comply with, and the competition, prize draw or promotion shall be conducted by the Buyer, in accordance with all applicable laws and regulations, and the Buyer shall be responsible for the provision of all prizes;
• (g) not indicate an intention to discriminate on grounds of sex, race, religion or belief, disability, ethnic origin, age or sexual orientation (unless such an Advertisement is exempted from any statutory requirements relating to such forms of discrimination and the Buyer notifies the Publisher of the applicability of such an exemption at the time when the Advertisement is booked);
• (h) not cause disruption to any computer, computer system, network or any Rochay Productions Limited Site or Third Party Site, and shall be free from viruses or malicious code; and
• (i) will not be prejudicial or damaging to the reputation of the Publisher or the Rochay Productions Limited Publications.
3.2.2 it shall not represent to any third party that the Publisher in any way endorses the Buyer, the Advertisement and/or the Buyer's products or services;
3.2.3 it shall ensure that all Advertisements submitted for publication are clearly recognisable as advertising and not designed to resemble editorial content;
3.3 The Publisher warrants and represents to the Buyer that it shall use reasonable care and skill in carrying out its obligations under these Terms and Conditions. To the fullest extent permitted by law, the Publisher does not provide and hereby disclaims for its own benefit any other warranties, conditions, representations, terms or undertakings, express or implied, statutory or otherwise.
3.4 Without limiting Clause 3.3, the Buyer agrees and acknowledges that the Publisher makes no representation or warranty:
• (a) that any publication of any Advertisement will be confined to persons resident in any particular legal jurisdiction(s);
• (b) as to the exact number of page impressions that will be delivered on specific dates during an online campaign;
• (c) as to the quality of reproduction of Advertisements in Rochay Productions Limited publications or on Third Party Sites;
• (d) the exact layout and format of any Rochay Productions Limited publication or Third Party Site which shall be in the discretion of the Publisher or owner of such Third Party Site;
• (e) the exact delivery date or availability date, or in the case of online marketing, any 'live' date of any Rochay Productions Limited publication or Third Party Site which shall be in the discretion of the Publisher or owner of such Third Party Site, this also includes any Apps or digital version of any Rochay Productions Limited publication;
• (f) as to the availability of any Rochay Productions Limited Site or Third Party Site; and in each case the Publisher accepts no liability to the Buyer in respect of the same.
4. LIABILITY OF THE PARTIES Buyer's responsibility to the Publisher
4.1 THE BUYER AGREES TO FULLY INDEMNIFY AND KEEP FULLY INDEMNIFIED THE PUBLISHER, ITS DIRECTORS, AGENTS AND EMPLOYEES AGAINST ANY AND ALL
LOSSES, LIABILITIES, COSTS, CLAIMS, DAMAGES, DEMANDS, EXPENSES AND FEES(INCLUDING BUT WITHOUT LIMITATION LEGAL AND OTHER PROFESSIONAL FEES) SUFFERED OR INCURRED BY THE PUBLISHER ARISING OUT OF OR IN CONNECTION WITH:(A) ANY BREACH BY THE BUYER OF THE WARRANTIES AND REPRESENTATIONS SET OUT IN THESE TERMS AND CONDITIONS OR IMPLIED BY LAW, INCLUDING WITHOUT LIMITATION ITS WARRANTY AS TO AUTHORITY IN CLAUSE 3.1; OR(B) ANY OTHER BREACH OF THESE TERMS AND CONDITIONS BY THE BUYER; OR(C) THE PUBLICATION BY THE PUBLISHER OF AN ADVERTISEMENT IN ACCORDANCE WITH A BOOKING.
Publisher's responsibility to the Buyer
4.2 IF THE PUBLISHER FAILS TO PUBLISH AN ADVERTISEMENT ON AN AGREED DATE PURSUANT TO A BOOKING THAT IT HAS ACCEPTED, THEN IT IS AGREED THAT THE BUYER'S SOLE REMEDY FOR SUCH FAILURE SHALL BE TO REQUIRE THE PUBLISHER TO EITHER PUBLISH THE ADVERTISEMENT ON A REVISED MUTUALLY AGREED DATE AT NO ADDITIONAL COST OR TO REQUIRE THE PUBLISHER TO REFUND ANY FEES PAID IN ADVANCE BY THE BUYER FOR SUCH ADVERTISEMENT.
4.3 THE PUBLISHER HEREBY RESTRICTS AND LIMITS ITS LIABILITY TO THE BUYER OR ANY THIRD PARTY UNDER THESE TERMS AND CONDITIONS TO THE FULLEST EXTENT PERMITTED BY LAW AS FOLLOWS:(A) THE PUBLISHER SHALL HAVE NO LIABILITY TO THE BUYER IN RESPECT OF EITHER:(I) ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL LOSS OR DAMAGE OR FOR ANY PUNITIVE DAMAGES; OR(II) ANY LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF REVENUES, LOSS OF DATA OR ANTICIPATED SAVINGS, IN EACH CASE EVEN IF THE PUBLISHER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE AND WHETHER SUCH LOSS OR DAMAGE WAS REASONABLY FORESEEABLE OR ACTUALLY FORESEEN; AND(B) IN NO EVENT SHALL THE PUBLISHER'S AGGREGATE LIABILITY TO THE BUYER UNDER THESE TERMS AND CONDITIONS IN RESPECT OF EACH BOOKING MADE BY THE BUYER, EXCEED THE PRICE PAID BY THE BUYER FOR THE BOOKING WHICH GAVE RISE TO THE RELEVANT LIABILITY.
4.4 NOTHING IN THIS CLAUSE 4 SHALL BE CONSTRUED AS EXCLUDING OR LIMITING THE PUBLISHER'S LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE OR FRAUD.
4.5 THE BUYER AGREES THAT UNLESS IT NOTIFIES THE PUBLISHER OF A COMPLAINT OR CLAIM REGARDING A BOOKING OR THE PUBLICATION OF AN ADVERTISEMENT WITHIN 1 MONTH OF THE BOOKING DATE OR (IF LATER) THE PUBLICATION OF THE ADVERTISEMENT THE SUBJECT OF THE COMPLAINT, THEN IT WAIVES ITS RIGHT TO MAKE SUCH COMPLAINT OR CLAIM NOTWITHSTANDING ANY LONGER LIMITATION PERIOD THAT MAY EXIST AS A MATTER OF LAW AND THE PUBLISHER SHALL HAVE NO LIABILITY TO THE BUYER IN RESPECT OF THE SAME.
5.1 The Buyer shall pay the Publisher for all Bookings made by the Buyer (and which are accepted by the Publisher) in accordance with this Clause 5.
5.2 The Buyer shall be entitled to cancel any Booking in accordance with Clause 7. These are the Buyer's only cancellation rights in respect of a Booking. Unless the Buyer cancels a Booking in accordance with Clause 7,then it shall remain fully liable to pay the Publisher for the Booking in accordance with this Clause 5.
5.3 Advertising rates are specified in the Rate Card or as may be otherwise notified by the Publisher from time to time as part of the Booking process, as may be varied from time to time. Rates are quoted
exclusive of Value Added Tax and any other applicable sales taxes. Any Value Added Tax or any other applicable tax due on an Advertisement will be paid by the Buyer in addition to the Rate Card rates shown separately on the invoice.
5.4 The Buyer shall pay all amounts payable by it under these Terms and Conditions free and clear of all deductions or withholdings unless the law requires a deduction or withholding. If a deduction or withholding is required by law, the Buyer shall pay such additional amount as will ensure that the net amount the Publisher receives (after account is taken of any such deduction or withholding in respect of the additional amount) equals the full amount which it would have received had the deduction or withholding not been required. The Publisher shall comply with all reasonable requests from the Buyer to file, or to provide the Buyer with such forms, statements or certificates as shall enable the Publisher or the Buyer to claim a reduced rate of tax or exemption from tax in accordance with the applicable double tax treaty with respect to any withholding taxes required to be borne by the Buyer pursuant to this Agreement.
5.5 THE PRICES QUOTED FOR ADVERTISEMENTS DO NOT GUARANTEE THE BUYER THAT THE ADVERTISEMENT BOOKED WILL BE A SPECIFIC SIZE, WHICH WILL DEPEND ON THE SIZE AND DESIGN OF ANY ROCHAY PRODUCTIONS LIMITED PUBLICATION OR A THIRD PARTY SITE FROM TIME TO TIME. ADVERTISEMENTS WILL HOWEVER COVER A FIXED PROPORTION (BASED ON THE SIZE BOOKED) OF THE PRINTED AREA OF THE PAGE. THE PUBLISHER SHALL NOT BE LIABLE FOR ANY CLAIMS FOR REFUNDS OR COMPENSATION ON THE BASIS THAT A PRINTED ADVERTISEMENT IS NOT THE SAME SIZE AS QUOTED WHEN BOOKING. PLEASE SEE THE RATE CARD OR THE SPECIFICATIONS ONLINE AT WWW.ROCHAYELITE.COM FOR MORE DETAILS.
5.6 THE PRICES QUOTED FOR ADVERTISEMENTS DO NOT GUARANTEE THE BUYER THAT THE ADVERTISEMENT BOOKED WILL BE WITHIN A SPECIFIC PUBLICATION, NEITHER DOES IT ENTITLE THE BUYER TO CHOOSE THE PUBLICATION IN WHICH TO ADVERTISE UNLESS AGREED IN ADVANCE OF THE BOOKING. ADDITIONALLY THE PUBLISHER CAN NOT BE HELD RESPONSIBLE FOR ANY CHANGES IN THE PUBLICATION RELEASE DATES QUOTED AT THE TIME OF THE BOOKING OR ANY OTHER TIME.
5.7 Payment in respect of Advertisements is due, in the absence of any other specific arrangement agreed between the Publisher and the Buyer during the Booking process, 8 working days in advance of the date for commencement of the relevant campaign as specified in the Booking and is to be paid to Rochay Productions Limited for banking purposes only.
5.8 Where the Publisher, within its discretion, agrees to allow credit to the Buyer in respect of Advertisements inserted in the Magazine, the due time for payment shall be no later than 10.00 am of the agreed date.
5.9 Where the Publisher, within its discretion, agrees to allow credit to the Buyer, payment in respect of Advertisements inserted on an Rochay Productions Limited Site or a Third Party Site is due within 30 days of the date shown on the invoice. The Publisher may invoice the Buyer in respect of such Advertisements on or at any time after the Start Date.
5.10 Payment shall mean the receipt by the Publisher at its principal place of business (or elsewhere as it may direct) of cash or the crediting to Rochay Productions Limited's bank account of a cheque or money transferred electronically or through the clearing bank's BAC commission of S system.
6.1 The Buyer acknowledges that in order to publish an Advertisement on a particular date (or, in the case of an Advertisement to be published on a Third Party Site, procure the publishing of), the Publisher will be obliged to supply to external parties copies of and/or-information relating to the Advertisement prior to the agreed date of publication. The parties agree that any such action by the Publisher shall not constitute breach of any embargo (or similar) placed on the Advertisement.
6.2 The Buyer may not assign or transfer any of its rights under these Terms and Conditions to any third party.
6.3 These Terms and Conditions shall constitute the entire agreement between the parties with regard to its subject matter and shall supersede all prior understandings, commitments and undertakings that either party may have given.
6.4 Except as expressly provided in these Terms and Conditions, no provision of these Terms and Conditions shall confer any right on any third party. To the fullest extent permitted by applicable law, the parties hereby exclude any such right (including any such right arising under statute).
6.5 With exception of the Buyer's payment obligations, neither the Publisher nor the Buyer shall be liable to each other for any failure to comply with the terms of these Terms and Conditions as a result of any event beyond the control of either of them.
6.6 If any provision of these Terms and Conditions shall be invalid or unenforceable, it shall not affect any other provision, which shall remain in full force and effect.
6.7 No third party (including any Advertiser where an Agency has made a Booking on behalf of an Advertiser) shall have any rights to enforce these Terms and Conditions against the Publisher.
6.8 These Terms and Conditions are governed by English Law. The parties agree that the English courts shall (subject to the following sentence) have exclusive jurisdiction to settle any dispute which may arise out of these Terms and Conditions and submit all disputes to the jurisdiction of those courts. However, for the exclusive benefit of the Publisher, the Publisher shall retain the right to bring proceedings in the courts of the country (or state) of the Buyer's place of business.
6.9 The Publisher may from time to time modify these Terms and Conditions or the Rate Card by publishing any changes online at http://www.rochayelite.com. Buyers should check online before placing an order since by placing an order for the insertion of an Advertisement a Buyer agrees to be bound by any updates to such Terms and Conditions or Rate Card. This version of the Terms and Conditions was published in December 2013 and replaces any previously published version.
7 CANCELLATIONS AND POSTPONEMENTS
This Clause 7 does not apply in the circumstances set out in Clause 2.4. All cancellations and postponements must be made in writing in accordance with the following deadlines otherwise they shall not be valid:
7.1 Rochay Elite Magazine (Mono and Colour) 60 working days notice for all positions, all colour advertisements.
7.2 Rochay Productions Limited Websites 28 days prior to Start Date for sponsorship of microsites, surveys, Message Campaigns (e-blasts) and other sponsorship or featured Advertiser Positions. 28 days prior to the Start Date for pop-ups and country-specific or other targeted run of site Advertisements. 4 working days prior to the Start Date for job Advertisements, run of world or non-targeted run of site Advertisements.
7.3 Any discounts applied for a marketing campaign, in print or online, including website design, E- Blasts, Brand Design, App Design, Stationary, Magazine Print or any marketing service offered by Rochay Productions Ltd, that is cancelled or postponed by the Buyer during the term of the marketing campaign, shall be deemed no longer applicable to the rates or prices agreed.
7.4 In the event that the Buyer should wish to cancel any marketing services or a marketing campaign, any payments from the Buyer to Rochay Productions Ltd or Rochay Elite Ltd will not be refundable.
7.5 The Publisher withholds the right to cancel, postpone or suspend any marketing campaign with any Buyer whom has attempted to bring Rochay Elite Ltd, Rochay Productions Ltd or any of the Rochay companies, in whole or in part, into disrepute by defamatory or libellous actions in any form and the Buyer acknowledges that any payments from the Buyer to the Publisher will not be refundable.
These Terms & Conditions are updated from time to time, so please feel free to visit regularly to see our latest version. © Rochay Productions Limited 2017