Conditions of Acceptance of Advertisements and Sale of Goods
(1) Definitions
The advertisement shall include any loose or insert advertisement, any advertisement attached to or distributed with relevant publications including free gifts, information supplied in connection with an advertisement and any advertisement in any form including electronic.
The advertiser shall mean the person advertising its products or services or making an announcement in the advertisement
The IH shall refer to The Insert House Ltd, The Insert Print House Ltd, or any of their subsidiary or associated companies.
The buyer shall mean the person placing an order whether that person is the advertiser or not.
(2) Ordering
(2.1) In placing an advertisement order the buyer is contracting with IH as principal even where the buyers are not themselves the advertiser. IH are contracting with the buyer as principals even where they are not themselves the publisher carrying the advertisement. An official order must be clearly marked as such.
(2.2) All orders for the placing of an advertisement shall be subject to these conditions unless and to the extent otherwise agreed by the IH in writing. Any other conditions stipulated by the buyer whether on the Buyer’s order form or elsewhere shall have no effect to the extent that they conflict with these conditions.
(3) Buyer’s Warranties and Indemnities
(3.1) The Buyer warrants to IH that: -
(a) The advertisement is legal in that it does not contravene English law and where appropriate, EU law or directives or the rules of any statutory regulatory authority or other relevant body. Where is the advertisement concerns mail ordering that the advertiser will comply with the Mail Order Protection Scheme.
(b) The reproduction and/or publication in whatever format or medium by IH of the advertisement whether or not amended will not infringe any other party‘s rights or breach of contract or otherwise expose IH to the risk of proceedings whatsoever.
(c) The advertisement is decent, honest, and truthful and does not infringe the British Code of Advertising Practice or the code of any other relevant body.
(d) Where the buyer is not the principle they are authorised by the advertiser to place the advertisement.
(4) The buyer agrees to indemnify IH against all actions, proceedings, claims, demands damages, full indemnity of costs and any other liability arising directly or indirectly from breach by the buyer of any of the buyer’s warranties or other obligations whether under these conditions or implied by law including without limitation, the buyer’s failure to notify IH of ant error in a published advertisement.
(3) Supply of proofs and corrections
3.1 IH does not undertake to provide the buyer with proofs of an advertisement
3.2 IH cannot be held responsible for alterations or corrections to proofs if returned after the specified latest date or not confirmed in writing.
3.3 Proofs provided by IH must be approved by the buyer before insertion.
3.4 IH does not accept responsibility for the accuracy of reproduction of copy not given to IH in writing.
3.5 IH may without prejudice to (3) above require copy in respect of advertisements to be amended to the extent IH deems necessary for the advertisement to conform to both the warranties above IH company policy and any technical specification.
(4) Artwork.
4.1 Artwork and/or photographic materials submitted by the buyer are submitted to and used by IH entirely at the risk of the person by whom or on whose behalf they are submitted. IH reserves the right to return at the buyer’s expense or dispose of such artwork and/or materials if not collected within six months of receipt by IH. It is entirely the buyer’s responsibility to make and retain copies of all artwork and/or photographic materials submitted to IH.
4.2 The buyer acknowledges that the copyright in all artwork and/or materials contributed by IH in connection with the advertisement is solely vested in IH.
5 Positions
Special positions will only be given if agreed to in writing by IH and at an additional charge. Agreement will be specific to an identified advertiser and to a particular issue unless otherwise agreed to in writing.
6 Late copy or late supply of Inserts
If following acceptance of an order the buyer’s copy and/or proofs and/or inserts are not received by the specified copy date and at the specified address IH reserves the right to run with a previous advertisement if such material is available. In any event IH retains the right to be paid in full as if the order had been completed.
7 Responses.
IH gives no guarantee or any undertaking whatsoever as to the level of response to an advertisement of any kind.
8 Cancellations
8.1 IH reserves the right without prior notice to the buyer: -
(1) to refuse or cancel any advertisement without giving a reason thereof.
(2) to make corrections or alterations it considers necessary or desirable in the advertisement and
(3) alter, cancel or postpone publication
In such cases IH will return any monies paid by the buyer in respect of an advertisement that does not run. The buyer will only be required to pay at the rate agreed and thus benefit from any series discount negotiated.
(2) IH reserves the right to cancel, refuse or suspend the order if where the buyer is not the principle the buyer fails to identify the advertiser and the goods or services that are the subject of the advertisement. In such circumstances neither the buyer, nor the advertiser shall have any claim against IH in respect of the cancellation, refusal or suspension. If IH is unable to replace the advertisement the buyer shall be responsible for any loss incurred by IH.
(3) IH will only accept a cancellation by the buyer if the buyer in writing requests the cancellation. Additional such cancellation must be received two months before the copy due dated in respect of an annual or monthly publication and six weeks prior to a weekly publication. Where the buyer cancels an order they will forgo any series discount that may have been applied.
(9) Errors
(1) The buyer shall notify IH in writing of any error in a published advertisement as soon as practicable and prior to the copy date of the same advertisement or at least within fourteen days of publication.
(2) Without prejudice to sections 2 and 3 above IH acknowledges its responsibility for errors in published advertisements where such errors are not attributable to any act or omission on the part of the buyer. IH’s liability for any errors shall be limited to the refund of charges for the relevant advertisement.
(10) Rates and Payments.
(10.1) Unless IH agrees in writing the price for the advertisement shall be that as setout in the order confirmation as provided by IH, all other rates muted shall be for guidance purposes only. Prior to order confirmation IH may amend rates at any time without notice.
(10.2) Claims for credit must be made in writing within 21 days of the date of the invoice. The claim must state clearly why a credit is being claimed.
(10.3) If Credit Facilities have been granted, payment is due within 30 days of the invoice date unless otherwise agreed in writing. If any item(s) remain unpaid by that due date charges will apply, in accordance with s5A and/or s6 of the Late Payment Commercial Debt (Interest) Act 1998 or any subsequent enactment. Where the interest is less than £20.00 there shall be a minimum charge of £20.00.
In addition, all invoices will become due and payable immediately and will be treated as overdue items, with appropriate charges applied and all costs reasonably incurred in collecting the debt payable by the Buyer. In this connection IH may at their discretion use the services of a debt collection agency any costs payable to the agency will be added to sums outstanding. Where the Buyer has provided goods and services to IH and such goods and services have been properly invoiced and payment for them is due the cost of those goods and services shall be deducted from any sums due to IH provided in all cases that IH agree that the costs are in order to be paid for by IH. Equally IH shall deduct any such sums properly due to the Buyer from any monies due to IH and this contra shall be taken as full and final payment for the goods and services provided by the Buyer. This contra facility shall be considered as part of the normal terms of trading in that both the buyer and IH have an absolute right to recover monies due to either party from debts due to either party. (10.4) Where exceptional costs arise from any acts or defaults on the part of the buyer IH reserves the right to pass on such additional costs to the buyer.
(11) IH Liability
IH shall not be responsible for any consequential loss arising from any act or omission on the part of IH or any other circumstance. Any other claim against IH shall be restricted to the lesser of the actual costs incurred by the buyer or the cost of the advertisement. For these purposes where there is a series of advertisements the cost of an advertisement shall be limited to the pro rat cost of one advertisement. This clause does not negate the rights of the buyer to a refund as setout in “Cancellations” above.
(12) Staff
If during a period of 12 months following the termination of employment with IH staff are employed by the buyer or of any subsidiary, associated company or other associated trading enterprise of the buyer a fee shall be payable to IH. The fee shall be the sum of all remuneration and benefits paid by IH to the employee during the 3 months prior to the termination of employment. If the member of staff was a director of IH at any time during the 12 months prior to termination of employment the fee shall be the sum of all remuneration and benefits paid by IH to the employee during the 6 months prior to termination of employment. If more than one employee is involved the fee payable shall be proportionately increased.
(13) At all times the these conditions and any other conditions expressed or implied shall deemed to be in accordance with English Law and within the jurisdiction of the English Courts. If for whatever reason the courts should find any part or parts of these conditions unenforceable the remaining conditions shall be enforceable. Should any situation arise that needs to be put before a court IH are entitled to put the matter before any competent court of their choosing.
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