Advertising Terms and Conditions
1. ADVERTISEMENTS: Newsport Corporation Pty Ltd accepts all Advertisements and notices (“Advertisements”) from any person (“Customer”) for publication in any of its publications on the following terms and conditions (”Terms and Conditions”). These Terms and Conditions will apply to:
(a) display and classified advertising in Newsport Print Publications (“Print Advertising”);
(b) online banner and online display advertising on Newsport Publications (“Display Advertising”);
(c) online advertising on Newsport Publications other than Display Advertising (“Feature Advertising”);
(d) all other advertising services provided to the Customer by Newsport in relation to Advertisements (“Other Advertising”),
(together referred to as “Advertising”).
2. TERMS INCONSISTENT: The placing of an order for any Advertising by a Customer constitutes acceptance by the Customer of these Terms and Conditions and of all rates set out by Newsport in the relevant rate cards unless otherwise agreed in writing by Newsport.
3. CUSTOMER: The expression “Customer” means the advertiser and, where any Advertising has been placed with Newsport by an advertising agency, includes that agency, and all obligations (including payment obligations), warranties, indemnities, releases and discharges expressed to be given under these Terms and Conditions by the Customer are expressed to be given by the advertiser and the advertising agency on a joint and several basis.
4. ENTIRE AGREEMENT: These Terms and Conditions (including booking/quote confirmations and any credit terms referred to in clause 13 if applicable) set out the entire agreement between the parties in relation to any Advertising and supersedes all prior arrangements, undertakings, representations and warranties by or between the parties in relation to such Advertising.
5. SUBMISSION OF ADVERTISING: If submitting any Advertisements, the Customer must comply with the submission requirements and deadlines set out in the relevant Newsport Publication or otherwise notified to the Customer by Newsport. Newsport will not be obliged to accept any Advertisement for publication which has not been submitted in this manner.
(a) Subject to these Terms and Conditions, Newsport will use its reasonable endeavours to publish Advertisements submitted by Customers in the format submitted by the Customer and in accordance with the placement instructions of the Customer, but the Customer acknowledges given the nature of various different Newsport Publications that it will not always be possible or feasible to use the format submitted by the Customer or to accommodate the placement requested by the Customer.
(b) Newsport will publish classified Advertisements under the classification heading that it reasonably believes is most appropriate. All classifieds must meet the obligations of the publisher.
(DISPLAY ADVERTISING): Any cancellation by the Customer of Display Advertising must be made at least 14 days before the publication date. Newsport reserves the right to charge the Customer for Display Advertising cancelled with less than 14 days notice.
(FEATURE ADVERTISING): Any cancellation by the Customer of Feature Advertising must be made prior tot he feature being written. Newsport reserves the right to charge the Customer for Feature Advertising cancelled after the feature has been written.
(PRINT ADVERTISING): The cancellation by the Customer of any Advertising (OTHER Advertising) after the booking deadline will incur a cancellation fee of 100% of the charges that would be payable by the Customer if the Advertising had been published or completed.
8. CUSTOMER UNDERTAKINGS: The Customer undertakes and warrants to Newsport that no Advertisement will:
(a) breach or infringe the Competition and Consumer Act 2010 (Cth);
(b) infringe copyright, trade mark or other intellectual or moral property rights of any person;
(c) contain material that is obscene, offensive, defamatory, or otherwise unsuitable for publication;
(d) breach or infringe any laws relating to therapeutic goods, financial services, anti-discrimination, political publication, publication of court or tribunal materials, or any other State or Commonwealth legislation, rule or ordinance; or
(e) give rise to any liability on Newsport, cause Newsport to be in breach of any law by virtue of publishing the Advertisement, or result in a claim being made against Newsport.
9. Newsport RIGHTS:
(a) If in Newsport’s reasonable opinion, the Advertisement breaches any term of these Terms and Conditions (including clause 9 ) or the publication of the Advertisement may damage Newsport’s reputation or would otherwise be contrary to Newsport’s legitimate business interests, Newsport may:
(i) without notice to the Customer alter or abbreviate to the extent reasonably necessary any Advertisement, including by inserting the word “Advertisement” above or below any Advertisement which in Newsport’s reasonable opinion resembles editorial matter; or
(ii) at any time and without notice to the Customer cancel, reject or refuse to publish or continue publishing any Advertisement at any time prior to, or after, publication of the Advertisement, provided this right will not be unreasonably exercised.
(b) Without limiting clause 10 (a), the Customer acknowledges that it remains responsible for all Advertisements submitted by it and Newsport has no obligation to review any Advertisement nor to alter, amend, cancel, reject or refuse to publish or continue publishing any Advertisement.
10. INDEMNITY: By submitting or authorising submission of an Advertisement for publication or Advertising, the Customer indemnifies Newsport (and its employees, officers and agents) against any proceedings, demands, losses, costs (including legal costs on a full indemnity basis), damages and other liabilities of any nature taken, made or awarded against or incurred by Newsport (and/or its employees, officers and agents) (Loss) arising from or in connection with:
(a) the Advertisement or any Advertising; or
(b) any breach of these Terms and Conditions (including clause 9 ) by the Customer,
except to the extent that the Loss was caused or contributed to by:
(c) breach of these Terms and Conditions by Newsport; or
(d) the negligent or fraudulent act of Newsport, its employees, officers, agents or contractors.
11. NO GUARANTEE OR WARRANTIES: Subject to clause 16 :
(a) Newsport does not guarantee that the Customer’s product featured in an Advertisement will be the only product of that type featured in Advertisements on any one page. Newsport will not be responsible or liable to the Customer in any way if the product featured in the Customer’s Advertisement is not the only product of that type featured in Advertisements on any one page; and
(b) Online Advertising will be published via internet accessible Advertisement serving software (“Software”). Newsport makes no warranties of any kind, whether express or implied of the fitness of this Software for a particular purpose. Newsport shall not be liable for any loss, damage, or expense incurred in connection with Newsport’s use of the Software, including without limitation, for any technical malfunction, computer error or loss of data or other injury, damage or disruption of any kind other than as a result of Newsport’s gross negligence or fraud.
12. CREDIT TERMS APPLY: The Customer acknowledges that any credit provided will be on Newsport’s then standard credit terms which may vary from time to time.
13. PAYMENT: The Customer must pay Newsport for Advertisements:
(a) in accordance with the rates set out in the relevant rate cards (the rate cards may be varied at any time by Newsport without notice and will apply to new Advertising submitted following the change of rates) unless otherwise agreed in writing by Newsport;
(b) by prepayment, if so required by Newsport;
(c) if payment is agreed by Newsport to be on account, on the credit terms supplied by Newsport to the Customer; and
14. PRODUCTION SERVICES: If the Customer requires any creative, production, programming, or other services ("Production Services") from Newsport, the Customer must pay Newsport additional charges for such services, as notified in writing to the Customer by Newsport at the time the Customer requests the Production Services or shortly after that time (but before the Production Services are provided). The Customer acknowledges that the charges for these Production Services will be Newsport's applicable current charges as in force from time to time.
15. FAILURE TO PAY: If any payment is not received by Newsport on or before the date that such payment is due, or if the Customer commits an act of bankruptcy (in the case of an individual), or is unable to pay its debts as and when they fall due, enters into any arrangement with its creditors other than in the ordinary course of business, passes a resolution for administration, winding up or liquidation (other than for the purposes of re-organisation or reconstruction), has a receiver, manager, liquidator or administrator appointed to any of its property or assets or any petition is presented for its winding up (all in the case of a body corporate), Newsport may:
(a) cancel any provision of credit to the Customer;
(b) immediately and without notice, suspend or cancel all Advertising orders of the Customer and terminate any agreement in relation to Advertising not yet published, and in relation to which payment has not yet been received;
(c) require cash pre-payment for any further Advertising;
(d) impose interest at the rate of 2% (two percent) above the Reserve Bank’s 90 day Bill Rate on all sums that remain unpaid until full payment is received;
(e) take proceedings against the Customer for any outstanding amounts;
(f) recover from the Customer all costs incurred by Newsport in the recovery of any amount owed by the Customer including any mercantile agency costs and legal costs on a full indemnity basis; and
(g) exercise any other rights at law.
(a) For Advertising which is:
(i) less than $30,000; or
(ii) which is acquired for personal, domestic or household use,
Newsport acknowledges that there is an implied warranty that Newsport will provide the Advertising with due care and skill.
(b) Except as expressly provided in these Terms and Conditions, Newsport excludes, to the fullest extent permitted by law, all warranties, representations and conditions whether implied by law, trade, custom or otherwise.
(c) Where Newsport is liable to a Customer for a breach of the warranty provided in clause 17 (a), Newsport:
(i) accepts the liability for Customers that are acquiring the Advertising services for personal, domestic or household use; and
(ii) limits its liability as set out in clause 17 (d)(ii) for all Customers other than Customers described in clause 17 (c)(i).
(d) Subject to clause 17 (c), where Newsport is liable to a Customer for a breach of implied warranty or condition that may not be excluded, Newsport’s liability will, to the extent permitted by law, be limited to any one or more of the following (at Newsport’s option):
(i) in the case of the supply of goods under these Terms and Conditions (if any):
(A) the replacement of the goods or the supply of equivalent goods or the payment of the cost of replacing the goods or acquiring equivalent goods;
(B) the repair of the goods or the payment of the cost of having the goods repaired; or
(ii) in the case of the supply of services under these Terms and Conditions:
(A) the supplying of the services again; or
(B) the payment of the cost of having the services supplied again.
(e) Except for liability for a breach of the warranty provided in clause 17 (a) which is covered by clause 17 (c), and to the extent permitted by law, in no circumstances will Newsport (its employees, officers or agents) be liable, whether in tort, contract or otherwise for any indirect loss, loss of profits, consequential loss or special or exemplary damage suffered by the Customer or any other person, even if such loss or damages are foreseeable and whether or not Newsport had been advised of the possibility thereof.
(f) Subject to clause 17 (c), and to the extent permitted by law, the liability of Newsport (including Newsport’s officers, employees and agents) to the Customer, or any other person, for any and all loss or damage arising in relation to these Terms and Conditions and/or Advertisements (including from any errors or inaccuracies however caused, whether by negligence, system, software or press failure, mistake, mis-classifications, early, late or non-insertion of Advertisements, or loss or delay in the delivery of replies) will be limited to an amount equal to the cost of the space of the relevant Advertisement, provided that if the Customer does not advise Newsport of any error within five days of publication of the Advertisement Newsport will have no liability whatsoever.
(g) This clause is subject to clause 17 (c), and applies to the extent permitted by law. Newsport will not be liable to the Customer or any other person for any loss of whatever kind suffered as a result of Other Advertising, or an Advertisement not being available for publication or not published where such loss arises from any cause beyond its control. Any loss suffered as a result of any partial or total breakdown of Newsport's operation or network, any technical malfunction, computer error or loss of data will be deemed to be an event beyond Newsport's control. Should such an event occur, Newsport will take responsibility to resurrect sites and links, and the Customer has the right to cancel the particular contract for the affected advertising at no penalty if such an occurrence results in the site being down for more than 7 working days (working days being Monday to Friday inclusive, but excluding statutory holidays). In addition, Newsport will not be liable to the Customer for any error or inaccuracy in Advertisements placed by telephone.
18. LICENSING AND SYNDICATION: The Customer grants to Newsport and its contractors a worldwide, nonexclusive, sub-licensable, royalty free license to use, distribute, reproduce, modify, adapt, publish, translate and publicly display the Advertisements in any print or online publication. Additional charging (if any) for such publishing or re-publishing would be agreed between Newsport and the Customer before any such additional publication
19. CONFIDENTIALITY: All information supplied by Newsport to the Customer in relation to Newsport’s finances and affairs, media locations, contracts, pricing, methods of business and any other information which is designated confidential by Newsport or ought reasonably be regarded as confidential is confidential to Newsport and the Customer must maintain and ensure that its officers, employees, contractors and consultants maintain strict confidentiality in respect of such confidential information.
20. NO WAIVER: If at any time Newsport does not enforce any of these terms and conditions or grants the Customer time or other indulgence, APN shall not be construed as having waived that term or condition or its right to later enforce that or any other term or condition.
23. ASSIGNMENT: The Customer may not:
(a) assign any of its rights under any agreement or any part of an agreement to which these Terms & Conditions apply (including the rights to advertising space allocated in accordance with such an agreement) to any third party; or
(b) place Advertisements (whether directly or indirectly) on behalf of third party advertiser(s) (whether as an agent or otherwise),
except on terms previously agreed with Newsport. Advertisements are placed by a Customer on behalf of a third party advertiser where, for example (but without limitation), the Advertisement promotes or otherwise notifies readers as to the goods or services of the third party advertiser rather than the Customer.
24. GOVERNING LAW: These Terms and Conditions are governed by, and construed in accordance with the law in force in Queensland . The parties submit to the non-exclusive jurisdiction of the courts exercising jurisdiction in Queensland , and any court that may hear appeals from any of those courts, for any proceedings in connection with these Terms and Conditions.
25. SEVERABILITY: If any provision of these Terms and Conditions is held illegal or unenforceable, then such illegality or unenforceability shall not affect the remaining provisions of these Terms and Conditions which shall remain in full force and effect.
27. ADDITIONAL TERMS: In addition to these Terms and Conditions the Customer acknowledges that all Advertising, including the conditions of payment, delivery and changes to or cancellation of such Advertising, will be in accordance with and subject to any specific conditions notified to the Customer or generally published by Newsport from time to time, including on the relevant Newsport website.
28. AMENDMENT: Newsport may vary these Terms and Conditions at any time in its sole discretion, provided that:
(a) such amended terms will not affect prior agreed Advertising orders with a date of publication within 3 months from the date of the variation; and
(b) if the Customer does not agree with a variation the Customer may cease placing orders with Newsport.