TERMS & CONDITIONS
- All Advertisements accepted for publication by Jazzy Tree LLC (‘JAZZY TREE’) in any of its print or online publications are accepted subject to these terms and conditions. Any other conditions proposed by the Buyer shall be void unless accepted by JAZZY TREE in writing.
- In these conditions:
“Advertiser” means the person whose goods or services are advertised;
“Advertisement” means display, recruitment, online, email, mail order and classified advertising and shall include inserts, supplements and re-directed advertisements;
“Buyer” means the person placing the order for the insertion of the Advertisement;
“Medium” means the print or online publication taking the booking.
“JAZZY TREE Site” means the JAZZY TREE website(s) onto which an Advertisement is sold
- All Advertisements are accepted subject to space being available in the Medium.
- JAZZY TREE reserves the right to cancel any order without liability in the event of becoming aware of any meetings of creditors, bankruptcy, liquidation proceedings, the appointment of a receiver or administrative receiver over the whole or substantial part of the Buyer’s assets, or any indication whatsoever of financial difficulties.
- These conditions and all other express terms of the contract between JAZZY TREE and the Buyer shall be governed and construed in accordance with the Laws of Colorado and the parties hereby submit to the non-exclusive jurisdiction of the Colorado Courts, United States of America.
The Buyer agrees at all times in its conduct of business with or on behalf of JAZZY TREE strictly to comply with all applicable laws, ordinances, codes, regulations, standards and judicial and administrative orders (jointly “Applicable Laws”) relevant to its duties, obligations and performance including, without limitation. Applicable Laws related to bribery such as the United States Foreign Corrupt Practice Act and those enforced in the country where the Buyer is resident or conducts its business.
Buyer and its officers, directors, employees and agents shall engage only in legitimate business and ethical practices in commercial operations and in relation to its dealings with any employee or official of a government agency or any other government owned, operated or controlled entity (including, without limitation, state run universities, hospitals and libraries), or political parties or candidates (jointly “Government Official”). Neither Buyer nor any of its officers, directors, employees or agents shall pay, offer, give, promise or authorize the payment, directly or indirectly, of any monies or anything of value to any commercial contact or Government Official for the purpose or intent to induce such person to use his/her authority to help the Buyer, JAZZY TREE, and/or any affiliate of JAZZY TREE for personal gain or for that of the JAZZY TREE or its affiliates (any such act, a “Prohibited Payment”). A Prohibited Payment does not include a payment of reasonable and bona fide expenditures, such as travel or lodging expenses, which are directly related to the promotion, demonstration or explanation of products or services or the execution or performance of a contract, provided that such payments are permissible under Applicable Laws. Buyer further agrees not to accept any payment or other benefit in money or in kind from any person as an inducement or reward for any act or forbearance or in connection with any matter or business transacted by or on behalf of JAZZY TREE
Buyer to contract as Principal
- The Buyer warrants that the Buyer contracts with JAZZY TREE as principal notwithstanding that the Buyer may be acting directly or indirectly for the Advertiser as an advertising agent or media buyer or in some other representative capacity. Where the Buyer is the Advertiser’s advertising agency, the Buyer warrants that it is authorized by the Advertiser to place the Advertisement with JAZZY TREE.
Delivery and Ownership of materials
- Materials delivered must conform to JAZZY TREE’s specifications. JAZZY TREE reserves the right to charge the Buyer for work it required to amend materials to conform to its specifications but accepts no liability for such work.
- Any intellectual property rights in designs prepared by JAZZY TREE shall remain the property of JAZZY TREE and Advertisements including such designs may not be reproduced without JAZZY TREE’s consent.
- If an Advertisement includes a promotion, competition or a special offer of merchandise the Advertiser must provide full details to JAZZY TREE on request. This must be a genuine offer with good intent and obeying all governing laws.
Prices and Payment terms
- Prices published by JAZZY TREE from time to time are subject to revision at any time and orders are accepted on the condition that the price binds JAZZY TREE only in respect of the period specified in the applicable rate card or contract. Jazzy Tree offers a month to month basis where you may cancel at any time. JAZZY TREE will not reserve your space or price upon cancellation or non-payment and reserve the right to offer this space to other businesses without any liability. Payment will be taken each month on the same day as you signed up. For example if you sign up on the 5th of May, each month consecutively the charge will be made upon your credit/debit card given either on that day or three days either side of that date, allowing for weekends and holidays.
- Series discounts apply only to orders placed in advance and completed within the agreed period. JAZZY TREE offers a month to month booking rate. Discounts may be offered on long term bookings but reserves the right to adjust advance discounts and/or to surcharge in the event of a series of Advertisements not being completed within that period. If the Buyer cancels the balance of a contract to publish a series of Advertisements, except in the circumstances set out in paragraph 23, it relinquishes any series discount and all Advertisements will be paid for at the appropriate rate.
- Prices are exclusive of applicable Value Added Tax which the Buyer shall additionally be liable to pay to JAZZY TREE.
- Credit accounts must be settled in accordance with the terms shown on the invoice, which are strictly net. In default, all outstanding transactions will become liable for immediate settlement. Interest will be charged monthly on overdue accounts at the rate of 2% above the HSBC Bank plc Minimum Lending Rate. JAZZY TREE reserve the right to cancel your advertisements after 30 days of non-payment and attempt to collect any outstanding balance.
Limitations on JAZZY TREE’s Liability
- Except to the extent specified in paragraph 15, JAZZY TREE shall not be liable for any loss or damage suffered by the Buyer as a result of any total or partial failure (howsoever caused) of publication, distribution or availability of any Medium in which any Advertisement is scheduled to be included or for any error, misprint or omission in the printing of any Advertisement. In the event of an error or omission by JAZZY TREE, which detracts materially from the Advertisement, JAZZY TREE will either reinsert the Advertisement or relevant part of the Advertisement in a subsequent issue or make a reasonable refund of or adjustment to the price paid by the Buyer. No reinsertion, refund or adjustment will be made for any other error or omission or where the error or omission is the result of delivery of materials which do not comply with JAZZY TREE’s specifications. It is the buyer’s responsibility to check all on-line or print materials to ensure all details are correct.
- The total liability of JAZZY TREE to the Buyer for any act or omission of JAZZY TREE, its servants or agents relating to any Advertisement shall not exceed the amount of a full refund of any price paid to JAZZY TREE for the Advertisement or the cost of a reasonably comparable further or corrective Advertisement. Without limiting the foregoing, JAZZY TREE shall not be liable for any loss of profits or business or for indirect or consequential loss. JAZZY TREE accepts no liability for the repetition of an error in an Advertisement ordered for more than one insertion unless notified immediately the error occurs. Complaints regarding reproduction of printed Advertisements must be received in writing within one calendar month of the cover date.
- JAZZY TREE accepts no responsibility for the quality of reproduction of any photograph supplied by the Buyer, its agents or servants.
Cancellation or suspension
- Cancellation or suspension of a Print Advertisement by the Buyer must be received in writing by JAZZY TREE within the period specified by the appropriate Medium. Periods for acceptance of cancellation or suspension vary in accordance with differing production requirements. Cancellation or suspension of an online ad may be cancelled during any month period (providing you do not have a special discounted long term agreement) but no refunds will be given and space will not be reserved. JAZZY TREE reserve the right to change the price on renewal and all other previous agreements become void.
- JAZZY TREE reserves the right to omit or suspend an Advertisement at any time for good reason, without liability to the Buyer and shall notify the Buyer as soon as possible. If such omission or suspension is due to the act or default of the Buyer, the Advertiser or their respective servants or agents, then the Buyer shall pay for the Advertisement in full notwithstanding that the Advertisement has not been published.
Buyer’s Warranties and Indemnities
- The Buyer warrants that the Advertisement does not contravene any codes of Advertising Practice and is not in breach of any relevant legislation or regulation, such as those relating to the provision of Financial Services, which apply to specific Advertisers, products or services.
- If any Advertisement submitted for publication contains the name or pictorial representation (photographic, video or otherwise) of any living person and/or any part of any living person and/or copy by which any living person is or can be readily identified, the Buyer warrants that the Buyer or the Advertiser has obtained the authority of such living person to make use of such name, representation and/or copy.
- The Buyer will indemnify and hold harmless JAZZY TREE from and against any claim that the Advertisement infringes the copyright, trademark or other intellectual property rights of any person or that it is defamatory or infringes any other right of any person. JAZZY TREE reserves the right to withdraw and/or refuse to publish an Advertisement without liability to the Buyer if it reasonably believes that the Advertisement may make JAZZY TREE or the Advertiser liable to any complaint, claim or proceedings.
- The Buyer is solely responsible for fulfilling and dealing with any orders or enquiries relating to the goods, services or promotion to which the Advertisement relates and will indemnify and hold JAZZY TREE harmless accordingly.
- Copy must be supplied by the Buyer without application from JAZZY TREE. If copy instructions are not received by the agreed date, no guarantee can be given that any agreed proofs will be supplied or corrections made and JAZZY TREE reserves the right to repeat the most appropriate recent copy or omit the Advertisement. Where a layout or proof is submitted to the Buyer, it must be returned on the date specified and JAZZY TREE reserves the right to publish the Advertisement in the same form as any layout or proof submitted if the layout or proof is not returned on the date specified. In any of these cases, the total price of the order will remain unaltered.
- If, at its discretion, JAZZY TREE considers it necessary to modify the space or alter the date or position of the Advertisement or make any other alteration to an Advertisement accepted for insertion, the Buyer will have the right to cancel the publication of the Advertisement if the alterations requested are unacceptable.
- Where an Advertisement has been accepted by JAZZY TREE and includes inserts JAZZY TREE reserves the right to charge the full price if the inserts fail to arrive at the agreed time and place for insertion.
- Charges will be made to the Buyer where printers are involved in extra production work owing to acts or defaults of the Buyer or the Advertiser.
- All gross display Advertisement rates are subject to the current Advertising Standards levy payable by the Buyer. Where an order is placed by a Buyer who is an advertising agency, the Buyer will be responsible for paying the levy. Where an Advertiser places advertising direct, JAZZY TREE reserves the right to add any taxes/fees to its gross rate and pass this direct to the IRS.
- JAZZY TREE cannot guarantee the position of any printed Advertisement. Advertisements will be placed as near as possible to the selected position as the page make-up permits. JAZZY TREE reserves the right to modify the wording of any classification or trade heading in the Medium or the Advertisement.
- Requests for cancellation or reduction of an order may be considered but only if received in writing by JAZZY TREE within 28 (twenty eight) days from signing the order providing that such notification is made at least 28 (twenty eight) days prior to the final copy date.
- Changes in printed copy must be confirmed in writing by the Buyer in time for the changes to be made to the Advertisement by JAZZY TREE. JAZZY TREE reserves the right to charge for any additional expenses involved in such changes.
- The Buyer must deliver complete creative content to JAZZY TREE at least 5 working days before 9am on the go-live date in a format which complies with JAZZY TREE’s online ad formats for such content. To cancel or alter an order the Buyer must inform JAZZY TREE by e-mail or fax to the number or address on the order, at least 5 working days before 9am on the go-live date Otherwise, JAZZY TREE may not be able to achieve the specified go-live date but the Buyer must pay the full amount irrespective of whether any delivery target for impressions have been met.
- If the Buyer is supplying creative content or change of creative to be used in rotations, in the form of a redirected advertisement, the Buyer must inform JAZZY TREE in advance. Changes are charged at $25 per hour. These changes can be made daily or monthly but each change will incur a $25 admin fee and $25 for each additional hour thereafter. In some cases a full de-design fee may be charged but JAZZY TREE will negotiate any costs before proceeding with such changes. One original submission and change is included within your original plan online or in print and each change thereafter will be charged at the hourly rate.
- If an Advertisement links to another site, the Buyer is responsible for maintaining the link and for the content of the linked site. JAZZY TREE may remove any Advertisement which contains content or links to a site which, in JAZZY TREE’s opinion, is defamatory or objectionable or will bring JAZZY TREE into disrepute. The Buyer will indemnify JAZZY TREE from and against any claims or liability arising from links contained in an Advertisement.
- Advertisements may contain only such information and code as is necessary to run the Advertisement effectively on the relevant JAZZY TREE Site. Advertisements may not contain tags, cookies, beacons or similar technology which identifies users of any JAZZY TREE Site or enables the Buyer or any third party to serve such users with any advertising other than the Advertisement.
- If an Advertisement is supplied which does not comply with these terms and conditions or JAZZY TREE receives complaints regarding an Advertisement, JAZZY TREE may, at its discretion, remove the Advertisement from display without reference or liability to the Buyer.
- Where an Advertisement is sold on a cpm basis, JAZZY TREE will provide the Buyer with delivery statistics and campaign reports on a regular basis throughout the campaign period. The statistics and other reports provided by JAZZY TREE shall, in the absence of manifest error, be binding on the Buyer and are in lieu of any other right of audit.
- The Buyer’s sole remedy if JAZZY TREE, or its third party subcontractors who may host and serve Advertisements from time to time, make an error in displaying any Advertisement is the cost of re-running the relevant Advertisement. Neither JAZZY TREE nor its subcontractors shall be liable for failure to display the Advertisement caused by circumstances outside their control.
- Any Buyer or Advertisers who is either an employment agency or an employment business must ensure that Advertisements comply with their obligations under any governing act of their State and USA Guidelines and regulations.
- Buyers and Advertisers agree to deal fairly and professionally with individuals who may respond to a recruitment related Advertisement and to indemnify JAZZY TREE from and against any claim brought by an individual against JAZZY TREE arising from a breach of this obligation or any other of these terms and conditions.
- JAZZY TREE does not guarantee any response to recruitment related Advertisements or that any response from any individual suitable for the job advertised. It is the Advertisers responsibility to carry out such checks and procedures as are necessary to ensure that candidates are suitable for the job advertised and have the required qualifications and personal characteristics.