1 Definition
1.1 “we” or “us” means The Student Pocket Guide Ltd (Company Registration No.6058781) of 1 Chalk Hill House, 19 Rosary Road, Norwich, Norfolk, NR1 1SZ, its agents, employees or representative.
1.2 “you” means the person placing the order for the insertion of the advertisement with us, whether such person be the advertiser of the product or service promoted thereby or making the announcement therein (“the Advertiser”) or the Advertiser’s advertising agency or media buyer.
1.3 “rate card” means our rate card in effect for the time being which may include, among other matters, our scale of advertisement rates, technical specifications, copy and cancellation deadlines and setting styles, and further terms and conditions.
1.4 “advertisement” means matter to be published on the page or otherwise published.
1.5 “Order Form” means the standard form which captures all order details from you to us and creates a binding contract between us.
1.6 “Payment” shall mean the receipt by us at such place as we may direct of cash, cheque, bank transfer or other form of money transfer to our nominated bank account.
2 Orders
2.1 All orders must be submitted by completion of our Order Form which specifically confirms acceptance and agreement to the standard terms and conditions herein and any other terms and conditions specifically authorised and agreed by us in writing only.
2.2 All orders are subject to receipt of satisfactory artwork by the deadline submission date as specified on the Order Form.
2.3 Failure to provide satisfactory artwork by the deadline submission date as specified on the Order Form, whether or not the advert is then published, does not entitle you to non-payment once the order form is submitted.
2.4 Any special instructions or conditions applying to an order will only be accepted at our absolute discretion. Any request must be clearly supplied to us in writing (including email). For the avoidance of doubt, any special conditions or instructions are only valid if specifically agreed and approved by us in writing prior to receipt of an Order.
2.5 You do not have the authority to vary our terms and conditions in any form.
2.6 The person who signs the Order Form understands that they will be held liable for the Order and specifically Term 6.2.
2.7 Completion and agreement of the Order Form can be via e-mail and will require a digital signature. The Order Form is taken as complete once returned. Upon receipt of your agreed order form an invoice will be sent with strict twenty eight day payment terms unless otherwise agreed by us in writing.
3 Distribution & Marketing Results
3.1 We do not guarantee the delivery of the magazine to any specific outlet or specific number of outlets.
3.2 We reserve the right to alter, change, modify, substitute or withdraw any of our distribution outlets without any liability to you and without notice.
3.3 We do not under any circumstances provide any guarantee or otherwise as to anticipated or expected results of any advert placed with us.
3.4 We do not under any circumstances guarantee any specific number of magazines distributed and reserve the right to alter the amount of magazines distributed according to demand.
4 Using Our Branding, Endorsements & Recommendations
4.1 You are not given rights and/or privileges with regard to any services or products offered by us and/or any organisations associated with us.
4.2 You are not authorised to indicate, publicise or otherwise advertise that we recommend or endorse your service(s), product(s) or company or any other associated service(s), product(s) or company.
4.3 You are not authorised to use the corporate identity of The Student Pocket Guide in the promotion of your business or any associated organisation.
5 Publication of Advert
5.1 It is your responsibility to check the accuracy of the advertisement for design, grammar and spelling (and of each insertion of the advertisement if more than one) prior to publication.
5.2 You are responsible for copy deadlines and specifications.
5.3 If you fail to contact us once your advert has been sent to you to approve within specified deadlines, we will assume the advert is accurate.
5.4 We assume no responsibility for the repetition of an error in an advertisement ordered for more than one insertion unless notified immediately in writing that the error has occurred.
5.5 You (and the Advertiser, if applicable) hereby grant us the right to publish the advertisement in the relevant magazine and in any other of our publications (including reprographic and digital cuttings and page images) in any medium, whatever the means or system of production delivery (including on-line versions of the magazine).
6 Warranties
You warrant that:
6.1 You will act in good faith at all times.
6.2 In relation to an advertisement, you contract with us as a principal notwithstanding that you may be acting directly or indirectly for an Advertiser as an advertising agent or media buyer or in some other representative capacity;
6.3 The reproduction and/or publication of the advertisement as originally submitted or as amended by us pursuant to these terms and conditions will not breach any contract or infringe or violate any copyright, trademark or any other personal or proprietary right of any person or render us liable to any claim or proceedings whatsoever;
6.4 Any information supplied by you in connection with the advertisement is accurate, complete and true;
6.5 In respect of any advertisement submitted for publication which contains the name or pictorial representation (photographic or otherwise) of any living person and/or any part of any living person and/or any copy by which any living person is or can be identified, you or the Advertiser has obtained the authority of such living person to make use of such name, representation and/or copy;
6.6 The advertisement complies with the requirements of all relevant legislation (including subordinate legislation, the rules of statutorily recognised regulatory authorities and the law of the European Union) for the time being in force or applicable in the United Kingdom; and
6.7 All advertising copy submitted to us is legal, decent, honest and truthful and complies with the British Code of Advertising Practice and all other relevant codes under the general supervision of the Advertising Standards Authority.
7 Amendment and/or Rejection of Artwork
7.1 We may reject, or require to be amended, any artwork, materials and copy for or relating to an advertisement so as (i) to comply with legal or moral obligations placed on us or you or any Advertiser; or (ii) to avoid infringing a third party’s rights, the British Code of Advertising Practice and all other codes under the general supervision of the Advertising Standards Authority or the production and quality specification stipulated or referred to in the rate card.
7.2 We have the right at our discretion to decline to publish, or to omit, suspend or change the position of, any advertisement otherwise accepted for insertion. However, we will use reasonable efforts to comply with your wishes although we give no representation, warranty or undertaking as to the date of insertion, the wording, or the quality of the colour or mono reproduction of the advertisement.
8 Intellectual Property Rights
8.1 The magazine and website (including any design, photography, text, graphics and any other form of content created by The Student Pocket Guide Ltd) are protected by copyright, trade mark’s, patents and other intellectual property rights and laws. None of the content may be downloaded, copied, reproduced, transmitted, stored, sold or distributed without the prior written consent of the copyright holder. This excludes the downloading, copying and/or printing of pages of the Website for personal, non-commercial home use only.
8.2 We will not be liable for any loss of copy, artwork, photographs or other materials, which you warrant that you have retained in sufficient quality and quantity for whatever purpose.
8.3 Where you are the Advertiser’s advertising agency, you warrant that you are authorised by the Advertiser to place the advertisement with us and you will indemnify us against any claim made by the Advertiser against us arising from the publication thereof.
9 Rates & Payment
9.1 We shall have the right to change our scale of advertisement rates at any time prior to accepting your Order.
9.2 Payment in respect of the advertisement (including any associated production, late copy and box number changes) is due in advance of publication, except where we have agreed to allow credit to you.
9.3 If we have agreed a credit facility for you, the due date for payment shall be no later than twenty eight days after the date of your Order.
9.4 If payment is not made by the due date, you are additionally required to pay us (a) The sum of £50 as a late payment administration charge; and (b) Interest on the amount paid late at the rate of 4% above the prevailing Bank of England Base Rate accruing from day to day (including the day on which payment was due) both before and after any Court Judgement (if applicable).
9.5 We will additionally be entitled to compensation and interest as specified under The Late Payment of Commercial Debts Act.
9.6 Any such additional charges and interest is payable within fourteen days following delivery of our invoice particularising it.
9.7 We shall not be bound by a stop order or cancellation or transfer of the advertisement unless it meets the requirements specified on the rate card, and any such instruction otherwise than prior to the relevant deadline shall not (even though it be followed by us) affect your liability for payment for the advertisement.
9.8 We may treat as cancellation the fact that (a) you become insolvent, have an administrator, receiver or manager appointed over the whole or any part of your assets or business, make any composition or arrangement with your creditors, take or suffer any similar action in consequence of debt, or an order or resolution (whether final or not) is made for your bankruptcy, winding-up, dissolution or liquidation (other than for the purpose of solvent re-organisation) or any event occurs in a foreign jurisdiction analogous to, or comparable with, any of the above or (b) you are otherwise in breach of any of these terms and conditions.
10 Termination Fees
This is a fixed term, fixed price contract. If you decide to terminate our services earlier than the agreed fixed term for whatever reason, the full contract price is payable within 14 days.
11 Indemnity
11.1 You will indemnify us and any publisher of an advertisement and agree to keep us and any such publisher indemnified against all claims, costs, proceedings, demands, losses, damages, expenses or liability whatsoever arising directly or indirectly as a result of any breach or non-performance of any of the representations, warranties or other terms herein contained or implied by law.
12 Warranties and Liabilities
12.1 Our terms and conditions apply in full, without any limitation, qualification or proviso whatsoever unless specifically agreed by us in writing prior to an Order being accepted.
We limit our liability to you as follows:
12.2 We will under no circumstances be liable for Acts of God, terrorism, acts or omissions of third parties or anything which is outside of our control.
12.3 We will not be liable to you for any financial loss (expenses/costs/damage claims, consequential loss claims) direct or indirect.
12.4 We will under no circumstances be liable to you or any third party for any direct, indirect or consequential loss or damage to you. Non exhaustive examples we will not be liable for are loss of business operation, loss or interruption of marketing campaign, loss of profits, loss of contracts, and loss of anticipated savings, data, goodwill and revenue whatsoever.
12.5 In any event, we limit our liability strictly to either giving you a credit against our charge for the advertisement or publishing the advertisement for a second time without charge. The option being at our full discretion.
12.6 For the avoidance of doubt, our maximum liability to you for any loss or damage arising out of the contract between you and us relating to any advertisement, its publication or non-publication (except in respect of injury to or death of any person caused by our negligence) is limited to the amount paid or payable by you in respect of such advertisement.
12.7 We specifically exclude any guaranties and warranties not contained within our terms and conditions. These terms and conditions set out the full extent of our and any publisher’s obligations and liabilities in respect of publication of any advertisement.
12.8 We specifically exclude any liability for satisfactory quality, fitness for a particular purpose or of any other kind whatsoever, except as specifically stated in these terms and conditions, and any condition or other term which might otherwise be implied into or incorporated into a contract, or any collateral contract, whether by statute, common law or otherwise, is hereby excluded to the fullest extent permissible at law, except in respect of injury to or death of any person caused by our negligence.
13 Complaints
13.1 We aim to provide an exceptional service. If however you are not happy with any part of our service, any complaint, claim or query (whether in relation to an advertisement or invoice) must be raised with us in writing within seven days following the insertion of the advertisement or the date on which it is claimed the advertisement should have appeared or the receipt by you of the relevant invoice (as the case may be).
13.2 Any complaint, claim or query shall not affect your liability for payment by the due time of our charges for that and all other advertisements and does give you any right to non-payment or set off.
14 Applicable Law
14.1 The contract which incorporates these terms and conditions shall be construed under the exclusive jurisdiction of the law of England and Wales.
Declaration:
You agree that once the Order Form is submitted, these terms and conditions are legally binding and are a commitment to pay. Cancellations are charged at full price.
