Still-Looking.com Standard Advertising Terms and Conditions |
Welcome to Still-Looking.com! Owned, produced and operated by Still-Looking.com, LLC, its subsidiary and affiliate corporations, successors, and assigns (collectively referred to as "S-L"), S-L currently consists of various web pages at or linked to www.still-looking.com , collectively referred to as the "S-L Network," which may expand or change from time to time with or without notice. Integrated, these sites may help individual users to locate, retrieve and manage information tailored to his or her personal interests.
By submitting advertising for inclusion on the S-L web site ("S-L"), each advertiser and advertising agency agrees to the following standard advertising terms and conditions:
1. General
A signed contract must be submitted to S-L no later than five (5) business days in advance of the initial ad campaign start date if advertiser/agency is not providing a finished ad banner; if the advertiser/agency has a finished ad banner, then a signed contract must be submitted to S-L no later than two (2) business days in advance of the initial ad campaign start date. Upon signing and submitting the advertising contract, the advertiser/agency agrees to be bound by the terms of this contract.
No conditions other than those set forth herein shall be binding on S-L unless specifically agreed to in writing by S-L. S-L will not be bound by conditions printed or appearing on order blanks or copy instructions submitted by or on behalf of the advertiser/agency.
This contract supersedes all terms and conditions on S-L's rate cards and any previous agreements between S-L and advertiser/agency.
2. Licenses and Indemnification |
The advertiser/agency represents that the advertiser is the owner or is licensed to use the entire contents and subject matter contained in its advertising and collateral information, including, without limitation
- the names and/or pictures of persons
- any copyrighted material, trademarks, service marks, logos, and/or depictions of trademarked or service marked goods or services
- any testimonials or endorsements contained in any advertisement submitted to S-L
In consideration of S-L's acceptance of such advertisements and information for posting, the advertiser and agency will jointly and severally indemnify and hold S-L harmless against all loss, liability, damage and expense of any nature (including legal fees) arising out of S-L's performance under this contract or the copying, printing, distributing, or publishing of advertiser's/ agency's advertisements, advertiser grants S-L the right to use, reproduce, and distribute the advertisements via the internet or other medium.
3. Misleading Advertisement
The advertiser / agency shall not include any advertising on any S-L web page that is misleading, unfair or deceptive. EVER !
All advertising on the S-L web site shall comply with all applicable laws and regulations. The advertiser / advertising agency shall indemnify S-L and hold S-L against all loss, liability, damage and expense of any nature (including legal fees) arising out of the advertiser / advertising agency's breach of this clause.
4. Choice of Law and Forum
This contract shall be interpreted and construed in accordance with the laws of the Commonwealth of Michigan and each party hereby submits to the non-exclusive jurisdiction of Michigan courts.
5. Payment
Unless otherwise agreed in writing, one-hundred per cent (100%) of the total contract amount is due upon the execution of this contract by the advertiser/agency and, thereafter, pro rata monthly OR quarterly in advance. Advertiser/agency has first right of refusal. If payment is not made timely, S-L, at its option, may immediately terminate the contract and resell the space.
In addition, advertiser/agency shall be liable to S-L for all solicitors' costs and other costs of collection. Interest will accrue on any past due amounts at the rate of one per cent (3%) per month, but not in excess of the lawful maximum.
S-L shall have the right to hold the advertiser and/or its agency or agent jointly and severally liable for all amounts due.
6. Credit Cards
In the event that advertiser/agency pays any amounts due hereunder with a credit card and the issuer of the credit card fails to pay the amounts authorized by advertiser/agency, advertiser/agency shall immediately remit full payment to S-L plus any interest due on the outstanding amounts.
In addition, if advertiser/agency pays any amounts due hereunder with a credit card and the issuer of the credit card seeks to recover from S-L any amounts received by S-L from the issuer, advertiser/agency shall immediately remit to S-L all amounts necessary to comply with the issuer's request and any costs and expenses incurred by S-L.
7. Limitation of Liability
S-L shall not be liable for any errors in content or omissions.
Should an error appear in an advertisement that was proofed and signed-off by the advertiser/agency, S-L's liability will be limited to a one-time correction of the advertisement.
S-L will not be liable for any delays in delivery and/or non-delivery in the event of an act of God, action by any government entity, transportation, strike, network difficulties, electronic malfunction, etc. or any feasibility, reliability, or effectiveness related to the S-L web site.
S-L does not represent or warrant that the S-L web site will meet the objectives or needs of advertiser/agency or any third party. In no event will S-L be liable for any failure, disruption, downtime, interruption, miscalculation, delay, inaccuracy, or other non-performance related to the S-L site.
Under no circumstances will S-L be liable for any special, indirect, incidental or consequential damages, including, without limitation, for lost income or profits, in any way arising out of or related to this contract, even if S-L had been advised as to the possibility of such damages.
8. Changes and Cancellations
All artwork/graphics must be received at least five (5) business days in advance of the initial ad campaign start date. Cancellations or copy changes will not be accepted after the closing date for updates to the S-L web site. Changes to artwork/graphics must be received by S-L at least five (5) business days in advance of requested change date.
Advertisers/agencies providing finished banner ads, with changes completed by the advertiser/agency, can be submitted as late as two (2) business days in advance of the change date.
S-L reserves the right to change any of its banner ad specifications at any time. Any cancellations or change orders must be made in writing and acknowledged by S-L.
Change orders cannot be submitted any more frequently than once every fourteen (14) days. This contract may be cancelled or changed by S-L or advertiser/agency on thirty (30) days written notice to the other party.
S-L may immediately terminate this contract if any change occurs in any applicable laws or regulations that would, in S-L's reasonable opinion, render S-L performance hereunder illegal or otherwise subject to legal challenge.
9. Rejections
S-L reserves the right, without liability, to reject, omit or exclude any advertisement or to reject or terminate any links for any reason at any time, with or without notice to the advertiser/agency, and whether or not such advertisement or link was previously acknowledged, accepted, or published.
10. Miscellaneous
No public statements concerning the existence or terms of this contract will be made or released to any medium except with the prior approval of both parties or as required by law.
This contract cannot be sold, assigned or transferred by advertiser/agency to any party. If any portion of the contract is found unenforceable for any reason, the remainder will remain in full force and effect. No waiver by S-L shall operate as a waiver of any other provision or any subsequent default.
This document represents the entire agreement of the parties - S-L will not be bound by the representations of any agents, brokers, or other third parties. Any modifications must be in writing and signed by an authorized representative of S-L.
Questions or inquiries can be directed to:
Still-Looking.com Sales Director c/o Still-Looking.com, LLC 64 S. Main Street, Ste B Clarkston , MI 48346-1526 sales@still-looking.com
Last updated: March 1, 2006
|