Advertising Terms & Conditions

EQUESTRIAN MANAGEMENT CONSULTANTS LIMITED
TERMS AND CONDITIONS FOR ADVERTISERS

This document contains the terms and conditions for advertising in the Publications (as defined below) published by the Equestrian Management Consultants Limited and all advertisements are accepted subject to these terms and conditions.

Please read these terms and conditions carefully, and in particular, clauses 8 and 9, before submitting your advertisement. By submitting your advertisement to Equestrian Management Consultants Limited, you agree to these terms and conditions.

1 Definitions and Interpretation

1.1 The definitions and rules of interpretation in this clause apply in these terms and conditions.

Advertiser: means any person or company placing with the Publisher an order for the publication of an Advertisement in any of the Publications.
Advertisement: means advertisements, advertising features and other advertising or publicity materials to be printed on the page of the Publications or separately inserted in the Publications or included on the Website including but not limited to banner advertising.
Contract: means a legally binding agreement for the publication of the Advertisement in the Publication on the terms and conditions set out in this contract and at the prices specified in the Rate Card.
Copy: means the style and form in which the Advertisement will appear in the Publication.
Copy Deadline: means the deadlines as set out in the Rate Card.
Publisher: means the Equestrian Management Consultants Ltd, registered in England and Wales with company number 01330996 whose registered office is at East Wing, Stockeld Park, Wetherby, West Yorkshire, LS22 4AW.
Publications: means the Website and Equestrian Trade News and any other publications/ directories or websites that the Publisher may publish from time to time.
Rate Card: means the Publisher's current scale of charges for Advertisements as amended from time to time.
Series Advertisements: means advertisements placed in consecutive, continuous or timescales as agreed between Publisher and Advertiser for Equestrian Trade News, Website or other Publications.
Website: means the Publisher's website at www.britishequestriandirectory.com and www.equestriantradenews.com or such other URL as may be notified from time to time.

2 Acceptance

2.1 The placing of an order for an Advertisement shall amount to an acceptance of these terms and conditions and no variation or addition of these terms and conditions shall be effective unless specifically agreed to in writing by the Publisher.

2.2 A binding contract shall not come into existence between the Publisher and the Advertiser unless and until the Publisher issues an acceptance to the Advertiser, or the Publisher publishes the Advertisement (whichever occurs earlier).

2.3 These terms and conditions shall prevail over any inconsistent terms and conditions contained or referred to in an order form, confirmation of order, acceptance of a quotation or elsewhere stipulated by the Advertiser or implied by trade, custom, practice or course of dealing.

2.4 All Advertisements are accepted subject to the Publisher's approval of the Advertisement and space being available in the Publication.

2.5 The Publisher will use reasonable endeavours to meet the wishes of Advertisers, but makes no guarantee about the date of insertion, exact wording or format of any Advertisement submitted for Publication.

2.6 The Publisher reserves the right to refuse, alter or require the Advertiser to alter, suspend or change the content, wording or position of any Advertisements submitted at its absolute discretion except that the Publisher will not change the position of an Advertisement if the Advertiser has paid for a guaranteed position in the Publication.

2.7 The Publisher reserves the right to destroy all artwork and copy or other materials submitted by the Advertiser which have been in the Publisher's possession for more than six months from the date of their last use by the Publisher, unless specific written instructions have been received from the Advertiser to the contrary.

3 Copyright

3.1 The Publisher will own all copyright in the Copy, but the copyright in the wording of the Advertisement, the Advertiser's logo and other Advertiser's branding shall be owned by the Advertiser.

3.2 All intellectual property rights subsisting in the Publications are the property of the Publisher.

4 Advertiser's Representations

4.1 The Advertiser warrants and represents to the Publisher that any Advertisement (or any information supplied in connection with an Advertisement) submitted to the Publisher:

4.1.1 complies with the requirements of all relevant legislation for the time being in force or applicable in the United Kingdom;

4.1.2 is legal, decent, honest, truthful and complies with the British Code of Advertising Sales Promotion and Direct Marketing and all other relevant codes under the general supervision of the Advertising Standards Authority ; and

4.1.3 does not contain any material that shall infringe any copyright, trademarks, trade secrets, rights of privacy, right of publicity or be obscene or libellous or blasphemous or defamatory and does not include any third party source material.

4.2 The Advertiser warrants and represents to the Publisher that:

4.2.1 it is legally capable of entering into binding contracts and at least 18 years old;

4.2.2 all details provided to the Publisher for the purpose of the Contract will be correct, that any credit or debit card which the Advertiser uses is its own and that there are sufficient funds or credit facilities to cover the requisite fees. The Publisher reserves the right to obtain validation of the Advertiser's credit or debit card details before entering the Contract;

4.2.3 all instructions, artwork and other materials submitted to the Publisher by electronic means do not contain viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware or telecommunications equipment owned or utilised by the Publisher or third parties;

4.2.4 in relation to any Advertisement submitted for publication which contains the name or pictorial representation (photographic or otherwise) of any living person and/or any copy by which any living person is or can be identified, the Advertiser has obtained the authority of such living person to make such use of such name, representation and/or copy as made in the said advertisement; and

4.2.5 where the Advertiser is an advertising agency it is authorised by its client to place the advertisement with the Publisher. The Publisher accepts orders placed by Advertisers acting as agents for third parties on the condition that a full disclosure has been made to the Publisher as to the identity of the Advertiser's client on whose behalf the Advertisement is ordered.

4.3 It is the responsibility of the Advertiser to check the content and accuracy of any Advertisements submitted to the Publisher.

4.4 If an Advertiser becomes aware of an error in an Advertisement ordered for more than one insertion, the Advertiser must notify the Publisher of the error in writing a minimum of one calendar month prior to the next scheduled publication date. The Publisher accepts no liability for the repetition of an error in an Advertisement where the Advertiser has not provided the Publisher with the requisite notice of the error.

4.5 Any typographical, clerical or other omission or error in any Advertisement may be subject to correction without any liability on the part of the Publisher.

4.6 In no circumstances shall the placing of an order for an Advertisement confer the right to renew on similar terms.

5 Copy Deadline

5.1 The Advertiser must ensure that all copy Advertisements, data, material or inserts are submitted to the Publisher at least 7 days before the Copy Deadline in such format as may be specified by the Publisher from time to time.

5.2 If the Advertiser wishes to give notice of cancellation or suspension of an Advertisement then such notice must be received in writing by the Publisher within the period specified on the Rate Card or the Website.

5.3 The Advertiser will be charged in full for any cancellations or suspensions which are not notified to the Publisher in accordance with clause 5.2.

6 Charges and Payment

6.1 The rates charged for the publication of any Advertisement shall be those set out in the Rate Card in force at the time the order is accepted by the Publisher under clause 2.2.

6.2 For Series Advertisements the Publisher reserves the right to revise the scale of rates set out in the Rate Card at any time. In the event of a rate increase during the agreed time period of a Series Advertisement the Advertiser will have the option to either:

6.2.1 cancel the Advertisement and receive a refund of any sums paid in advance; or

6.2.2 continue with the Advertisement at the revised rate; or

6.2.3 continue with the Advertisement on terms agreed between the Advertiser and the Publisher.

6.3 Prices are exclusive of Value Added Tax which the Advertiser shall be liable to pay to the Publisher.

6.4 Unless payments are made in advance, all invoices shall be paid no later than 30 days after the date of the invoice. All payments shall be made in pounds sterling.

6.5 The Publisher reserves the right to impose additional charges on the Advertiser if deadlines are missed or the printers are involved in extra production work owing to the Advertiser failing to comply with its obligations under the Contract.

6.6 In the event that the Advertiser disputes an invoice in whole or in part, the Advertiser must give notice in writing to the Publisher, within 7 days of the date of invoice, notifying the Publisher of the amount of the invoice which is disputed and the reason for such dispute. Any undisputed charges must be paid in accordance with clause 6.4. All disputed invoices shall be paid in full within 7 days of the date on which the Advertiser and the Publisher agree that the item is not in dispute.

6.7 Without prejudice to any other right or remedy it may have, if the Advertiser fails to pay invoices in accordance with the terms shown on the invoice, the Publisher may:

6.7.1 charge interest on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of National Westminster Bank plc, accruing on a daily basis and being compounded quarterly until payment is made, whether before or after any judgment and the Publisher may claim interest under the Late Payment of Commercial Debts (Interest) Act 1998 and the Advertiser shall pay the interest immediately on demand;

6.7.2 suspend all advertisements submitted by the Advertiser until payment has been made in full;

6.7.3 refuse to accept further advertisements from the Advertiser; and

6.7.4 charge the Advertiser for the Publisher's reasonable legal and administrative costs incurred in bringing a claim against the Advertiser to recover unpaid invoices.

6.8 Time for payment shall be of the essence of this Contract.

7 Discount

Discounts agreed for Series Advertising apply only to orders placed in advance and completed within the agreed period. The Publisher reserves the right to adjust advance discounts and/or to surcharge in the event of a series of Advertisements not being completed within a specified period. If the Advertiser cancels the balance of a contract to publish a series of Advertisements any Series Discount will cease to apply and all Advertisements already published will be charged for at the appropriate standard rate.

8 Indemnity, Quality and Complaints

8.1 The Advertiser agrees to indemnify the Publisher against any and all costs, expenses, damages and losses of any kind (including reasonable legal fees and costs) incurred by the Publisher in connection with any claims (actual or threatened), of any kind, (including, without limitation, third party claims against the Publisher, breach of contract, any claim of trademark or copyright infringement, libel, defamation, breach of confidentiality or false or misleading advertising) arising from the Advertisement.

8.2 In the event of an error in the Advertisement, late publication, non publication or the failure of the Advertisement to appear from any cause whatsoever the Publisher shall at its option, either:

8.2.1 publish the Advertisement or the corrected Advertisement in a future Publication; or

8.2.2 refund the price of such Advertisement, and the Publisher shall not be liable for any loss or damage consequential upon or otherwise suffered by the Advertiser due to such error, late publication or non publication unless notified under clause 4.4.

8.3 The Publisher reserves the right, in its absolute discretion, to omit or suspend an Advertisement at any time without being obliged to provide a reason to the Advertiser. In these circumstances the Publisher's only liability will be to refund the price of the Advertisement and the Publisher shall not be liable for any loss or damage consequential upon or otherwise suffered by the Advertiser.

8.4 The Publisher will use all reasonable endeavours to ensure the quality of reproduction of any photograph supplied to the Publisher by the Advertiser, its agents or servants, provided that the Advertiser submitted images to the quality specified from time to time by the Publisher.

8.5 Any complaint arising out of the publication or non publication of an Advertisement must be raised in writing with the Publisher no later than 30 calendar days after the date of publication or in the event of non publication 30 calendar days after the scheduled dated of publication.

9 Publisher's Liability

9.1 The following provisions set out the entire financial liability of the Publisher (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Advertiser in respect of:

9.1.1 any breach of the Contract; and

9.1.2 representation, statement or tortious act or omission (including negligence) arising out of or in connection with the Contract.

9.2 All warranties, clauses and other terms implied by statute or common law are excluded from the Contract to the fullest extent permitted by law.

9.3 Nothing in these clauses excludes or limits the liability of the Publisher for:

9.3.1 death or personal injury caused by the Publisher's negligence; or

9.3.2 fraud or fraudulent misrepresentation.

9.4 Subject to clause 9.2 and clause 9.3:

9.4.1 The Publisher shall not be liable, whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation or otherwise for:

loss of profits; or
loss of business; or
depletion of goodwill or similar losses; or
loss of anticipated savings; or
loss of goods; or
loss of contract; or
loss of use; or
loss or corruption of data or information; or
any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.

9.4.2 the Publisher's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the price paid for the Advertisement.

10 Termination

The Publisher reserves the right to cancel any order for an Advertisement without liability in the event that it becomes aware of any meetings of creditors, bankruptcy, liquidation proceedings, the appointment of a receiver or administrator over the whole or a substantial part of the Advertiser's assets or any indication that the Advertiser is experiencing financial difficulties.

11 Force Majeure

11.1 The Publisher is not liable or responsible for any failure to perform, or delay in performance of, any of its obligations under the Contract that is caused by events outside its reasonable control (Force Majeure Event).

11.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond the Publisher's reasonable control and includes in particular (without limitation) strikes, lock-outs or other industrial action; civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; fire, explosion, storm, adverse weather conditions, flood, earthquake, subsidence, epidemic or other natural disaster; impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; impossibility of the use of public or private telecommunications networks and the acts, decrees, legislation, regulations or restrictions of any government.

12 General

12.1 The Advertiser warrants to the Publisher that the Advertiser contracts as principal for all purposes connected with the Advertisement and shall be solely responsible for payment of all invoices.

12.2 The Advertiser shall not assign, transfer, charge or deal in any other manner with this Contract or any of its rights under it without the prior written consent of the Publisher, such consent not to be unreasonably conditioned, withheld or delayed.

12.3 The failure of either party to enforce or to exercise at any time or for any period any term of or any right pursuant to these terms and conditions shall not be construed as a waiver of any such term or right and shall in no way affect that party's right later to enforce or exercise it.

12.4 If any of the terms of this Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

12.5 This Contract constitutes the whole agreement between the parties and supersedes all previous agreements, arrangements, undertakings or proposals between the parties relating to its subject matter. Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in the Contract. Nothing in this clause shall limit or exclude any liability for fraud

12.6 Unless agreed otherwise in writing between the Advertiser and the Publisher, a person who is not a party to these terms and conditions shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this agreement. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under this Contract are not subject to the consent of any person that is not a party to this agreement.

13 Information You Provide to Us

13.1 The following applies to any information that the Advertiser provides to the Publisher, for example during the ordering process:

13.1.1 the Advertiser authorises the Publisher to use, store or otherwise process any personal information which relates to and identifies the Advertiser, including but not limited to name, email address and credit/debit card details to the extent reasonably necessary the Contract to be fulfilled by the Publisher, its successors (including the purchaser of the whole or part of the Publisher's business), associates, sub-contractors or other third parties (together the Publisher's 'Partner Companies').

13.1.2 the Advertiser must ensure that the Personal Information provided to the Publisher is accurate and complete and that all ordering or registration details (where applicable) contain the Advertiser's correct name, email address and other requested details. For more information about how the Publisher will deal with Personal Information, please read the Publisher's privacy policy.

13.2 By accepting these terms and conditions, the Advertiser agrees to the processing and disclosure of the Personal Information for the purposes set out in clause 13.1. If you would like to review or modify any part of your Personal Information then you should contact us in accordance with clause 14.

14 Notices

14.1 Any notice required to be given pursuant to the Contract shall be in writing and shall be delivered by hand or sent by pre-paid first-class post or recorded delivery post to the address of the party as set out in these clauses, or such other address as may be notified by one party to the other. A notice delivered by hand is deemed to have been received when delivered (or, if delivery is not in business hours, 9.00 am on the first business day following delivery). A correctly addressed notice sent by pre-paid first-class post or recorded delivery post shall be deemed to have been received at the time at which it would have been delivered in the normal course of post.

14.2 The address for the Publisher is

Equestrian Management Consultants Limited
East Wing,
Stockeld Park,
Wetherby,
West Yorkshire,
LS22 4AW.

Tel: +44 (0)1937 582111
Email: info@beta-int.com

The address for the Advertiser shall be as set out in the order form.

15 Governing Law and Jurisdiction

This Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with the Contract or its formation (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales.