Media Booking Terms​ & Conditions

SCHEDULE 4

 

MEDIA BUYING TERMS AND CONDITIONS

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1.    The Services

1.1.    The Agency shall provide media buying services to the Client in accordance with the Agreement and good industry practice.
1.2.    Unless set out otherwise in the Agreement, the Agency shall not in any way be responsible for the preparation, content, production or supply of copy for any of the Client’s advertising.
1.3.    The Agency acts in all its contracts as a principal at law.
1.4.    The Agency shall, after obtaining the Client’s general written approval of its campaign plans, submit to the Client for its specific written approval:
1.4.1.    media schedules for time, space and other facilities; and
1.4.2.    estimates or quotations of the cost of the various items of advertising and other services covered by this Agreement together with terms of payment.
1.5.    The Client’s written approval of media schedules and estimates will be the Agency’s authority to make reservations and contracts for space, time and other facilities under the terms and conditions required by media or suppliers. 
1.6.    The Client acknowledges that the Agency shall not be obliged to make reservations and contracts, unless and to the extent that the Client has provided the Agency with a valid PO number,
1.7.    The Agency will advise the Client promptly of any changes in the estimated cost of media or any changes in plans, schedules or work in progress previously approved in writing by the Client.

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2.    Fees and Payment
2.1.    Any additional Fees for additional Services, including reporting, optimisation and campaign management, shall be as set out in the Fees section of the applicable Project SOW, or otherwise as agreed in writing between the parties.
2.2.    The Agency will invoice the Client in accordance with [the terms of this Agreement/the applicable SOW] and the Client will pay the invoice within 30 days of the date of invoice.
2.3.    In the event that the Agency incurs any form of charges from its suppliers due to late payment by the Client, the Client shall immediately reimburse to the Agency the amount of such charge, together with any accrued interest charged by the supplier in respect of the overdue amount. 
2.4.    If late copy charges or late payment charges are levied by a media owner against the Agency the Client shall reimburse the amount of such late charges to the Agency.

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3.    Cancellation
3.1.    In the event that the Client amends or cancels the scope of any media booking (as agreed between the parties in writing), the Client shall reimburse the Agency for any charges or expenses to which the Agency is committed or that arise as a result of such cancellation or amendment, including but not limited to any cancellation charges imposed by a publisher.

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4.    Agency’s Responsibility
4.1.    The Agency shall use reasonable care and skill in the selection and appointment of media supplier and the agreement of the terms and conditions of such appointment.  
4.2.    The Client confirms that it is expressly understood and agreed that in planning and buying the Client's media activity, the Agency shall use its reasonable endeavours to ensure the accuracy of all estimated and target figures relating to:
4.2.1.    the number, proportion or type of people likely to be exposed to the advertising;
4.2.2.    the number of exposures each person is likely to receive; and
4.2.3.    the cost of achieving these exposures.
4.3.    Since these are matters which are ultimately beyond the Agency’s control, no warranties can be given by the Agency as to the accuracy of such estimates/targets or as to the figures actually occurring and no liability shall attach to the Agency in respect of any losses suffered by the Client or by any third party by reason of the Client’s reliance on such estimates/targets.
4.4.    For the avoidance of doubt the Agency is not responsible for copy content or late delivery of the advertising provided by the Client or a third party creative agency or for advising the Client about compliance issues.

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5.    Compliance
5.1.    Both parties shall comply with applicable law and advertising regulation.
5.2.    The Client shall inform the Agency without delay if the Client discovers that any advertising is false or misleading or in any way contrary to law or to any applicable code or advertising regulation.
Each party shall ensure that any mailing list or customer database supplied to the other party shall comply with the requirements of all applicable legislation in force from time to time and the provisions of this Agreement.