A UP (NORTH) LTD T/A SUBURBAN MAGAZINE TERMS AND CONDITIONS OF SALE
The following terms and conditions (the Conditions) are the terms on which A Up (North) Ltd t/a Suburban Magazine (The Company) sells to other businesses (The Buyer) and supersede all other terms and conditions used by the Company.
1. The Company accepts, produces and publishes advertisement and articles on the terms and conditions set out below (“Terms”).
2. These terms apply to advertisement or articles in all editions of Suburban Magazine.
3. By placing an order, the Buyer accepts and agrees to be bound by these Terms in full.
4. Proofing process
I. The Company agrees to use the Buyers artwork or text where appropriate and suitable
II. When requested by the Buyer, The Company agrees to produce 1 set of artwork or text without charge for The Buyers approval.
III. The company will make one further set of amendments if required at no additional cost.
IV. If you have booked your advert to run for two or more months and require changes to the advert, it is your responsibility to contact The Company and request that changes be made. The Company will not contact you prior to the deadline of each edition to confirm that artwork is correct. Deadline dates are available from your account manager.
V. The Company reserves the right to charge the Buyer for additional amendments to Artwork or text at a rate of £40.00 per hour
VI. For new orders placed The Company will advise The Buyer of the intended deadline date of the Magazine.
VII. Amendments for an advertisement or article must be provided no later than 5 days prior to deadline.
VIII. The Company may cancel reject or request that an advertisement or article is amended where it believes the same to be unsuitable for publication or it is prejudicial to the image of the Company or where the Buyer has not paid for previous advertisement or articles.
IX. The publication of an advertisement or article by The Company does not mean that The Company accepts the advertisement or article has been provided in accordance with these Terms or that The Company has waived its rights under these Terms.
X. The Buyer guarantees to The Company that the information supplied in connection with the advertisement or article is true and accurate and is not contrary to the provisions of any applicable law, regulation or code of practice and does not infringe the rights of any person (including any person’s intellectual property rights).
XI. The Company reserves the right to create and publish artwork on the client’s behalf without approval if artwork or artwork instructions are not received before publication deadline or the booking is not cancelled in accordance with our cancellation policy. The artwork may just include the client’s company name and phone number.
5. Orders, price and payment
I. No contract shall come into existence until the Company confirms the order for the advertisement or article in writing.
II.The price (exclusive of VAT) for the advertisement or article shall be the quoted price of the Company and payment of the Price shall be made by the Buyer upon receipt of the invoice and time for payment shall be of the essence.
III. The Company reserves the right to charge late payment fees, interest and recovery costs on overdue invoices as per The Late Payments of Commercial Debts Regulations 2013.
IV. In the event that The Buyer`s account is passed to The Company`s Debt Collection Agent or Legal Representative due to defaulting on agreed terms on an invoice, all outstanding invoices will become due and payable.
V. Any cancellation of any order by the Buyer must be in writing as per out cancellation policy detailed in section 10 of these terms and conditions and agreed as cancelled also in writing by the Company. In case of any cancellation, the Buyer may be released from its obligations under the contract after payment of a sum for reasonable liquidated damages.
VI. The company endeavours to distribute all magazines and/or other marketing material within 10 days of the publication (date of printing) date.
VII. Distribution may be delayed due to circumstances beyond our control, such as inclement weather. The Company will ensure that delivery is completed at the earliest opportunity but cannot be held accountable for factors outside of our control and as such no refund and/or compensation will be made.
VIII. Credit card payments may be processed by an appointed third party. The Company will advise The Buyer of the third party on the supplied invoice.
IX. In the event that The Buyers cheque is referred to drawer or cancelled The Company reserve the right to charge The Buyer for the bank charges incurred and administration costs for handling the same.
X. In the event that The Buyers card payment is charged back The Company reserve the right to charge The Buyer for the bank charges incurred and administration costs for handling the same.
XI. In the event that a Buyer is also a supplier, the Company reserves the right to offset any outstanding Buyer`s invoices against the Supplier invoices by contra transaction.
6. Liability of the Company
I. The Buyer agrees that no guarantees are made by The Company in respect of increased business due to advertising.
II. The Company accepts no responsibility for any interruption or delay the Buyer experiences in delivering any advertisement or article copy or amendments to The Company.
III. The time, dates and/or position of advertisement or article cannot be guaranteed by The Company.
IV. The Company shall not be liable for any loss of Revenue either from profit or saving, loss of any potential business or goodwill arising from non-publication of the advertisement or article.
V. The Company`s maximum liability is limited to refunding the cost of any advertisement or article that has been paid for in advance.
7. Information and Data Protection
I. The Buyer agrees that The Company may share information about The Buyer with its agents, free lancers or other Companies for the Purposes of:
a. Producing and publishing advertisement or articles.
b. Invoicing and credit control.
Any other procedure related to the Company`s business.
8. Liability of the Buyer
I. The Buyer agrees to indemnify The Company for all claims, losses or expenses arising as a result of any breach or failure to perform of any of these Terms and/or the use or publication of the advertisement or article by The Company in accordance with these Terms.
I. The Company owns the copyright to all advertisements or articles written or designed by it or on its behalf.
II. Artwork created by The Company may not be used in any other publication or reproduced in any other way without prior agreement. The Company reserves the right to apply charges should artwork be used elsewhere.
III. The Company may consider it necessary for the purposes of publishing the advertisement or articles to use The Buyers Logo: The Buyer agrees to provide this free of charge.
10. Cancellation policy
I.a. Cancellation must be made in writing 7 days prior to the deadline date which is the last Friday in each month.
I.b. Cancellation for prime positions within the publication: front cover, back cover, inside front and wrap must be made in writing 14 days prior to the deadline date.
II. Cancellation charges vary according to the agreement made.
III. If the buyer takes advantage of discounted prices given for repeat advertisement or articles and subsequently cancels any remaining advertisement or articles within that agreement period, then the discount given for repeat advertisement or articles, will be withdrawn and the balance of the full price for advertisements or articles already published will be due and payable upon receipt of an invoice for the same.
IV. If the Buyer is insolvent or bankrupt or is otherwise in breach of these Terms, The Company may treat the order as cancelled.
V. The Company reserve the right to cancel publication of The Buyer`s advertising without notice.
I. If any term or provision of these Conditions is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
II.The Company may without the consent of the Buyer sub-licence its rights or obligations or any part of these Conditions.
III.The headings in these Conditions are for ease of reference only and shall not affect the interpretation of any of the Conditions.
IV. If The Company fails or delays in exercising its rights or remedies provided by these Terms, it shall not be deemed to have waived that or any other right or remedy under these Terms.
I. Not withstanding any other provision of this agreement, nothing herein shall confer or is intended to confer a benefit on any third party for the purpose of the Contract (Rights of Third Parties) Act 1999 or for any other purpose.
12. Entire agreement
I. Each of the parties agrees that save in respect of statements made fraudulently it shall have no remedy in respect of any untrue statement upon which it relied in entering this Agreement and that its only remedies shall be for breach of contract.
13. Governing law and jurisdiction
The laws of England and Wales shall govern this Agreement and the parties hereby submit to the exclusive jurisdiction of the courts of England and Wales.