Terms & Conditions
TERMS AND CONDITIONS OF CONTRACT
1 (a) In these Terms and Conditions “the Company” means Barclay Media Limited and “the Client” (which expressions shall include any principal on whose behalf the Client Profile Order Form (“the Order”) is signed means the person, firm or company placing the order. Persons signing the Order shall be deemed to have authority so to do from the person, firm or company on whose behalf they are acting or purporting to act. The “Copy Deadline” shall be the copy deadline on the contract or any subsequent deadline agreed by the Company.
(b) Orders placed with the Company shall constitute a contract when the Client signs the Order.
(c) The Company and the Client acknowledge that these Terms and Conditions have been given due consideration and that they are considered reasonable and fair to both parties.
(d) The Company reserves the right to revise these Terms and Conditions from time to time.
2 (a) The Client shall supply the Company sufficient wording and layout material for the Client Profile and/or advertisement and/or entry on or before the “Copy Deadline” and if no such date is specified then within 14 days of the date of the Order.
(b) If copy details are not supplied in accordance with the above agreement or by copy deadline, the Company will not proceed with the agreement/contract and will render an account for payment.
(c) If the submitted proof has not been returned to the Company within 7 days of submission either signed as approved or accompanied by a letter signifying rejection of the proof, it shall be assumed to be correct and published accordingly.
3 In the event of:-
(i) any distress, execution or other legal process being levied upon any of the Client’s assets;
(ii) the Client entering into any arrangement or composition with its creditors, committing any act of bankruptcy or (being a Corporation) an order being made or an effective resolution being passed for its winding up except for the purposes of amalgamation or reconstruction as a solvent company or a Receiver being appointed in respect of the whole or any part of its undertaking or assets;
(iii) non-payment by the Client of any monies due from it to the Company, the Company shall be entitled to cancel this or any contract between the Client and the Company;
(iv) upon receipt of payment the Company may, at its discretion, transfer your advertisement into another publication.
4 (a) In the event of any such cancellation by the Company in accordance with Clause 3 above or any repudiation of the contract by the Client, the Company shall be entitled to recover as damages from the Client all loss and damage of whatever kind consequential or otherwise which the Company shall sustain in connection with such cancellation.
(b) The exercise of the rights conferred by this condition shall be without prejudice to any other right enjoyed by the Company pursuant to the Terms and Conditions or by law.
5 (a) The Company reserves the right to refuse acceptance of or to cancel any order at any time prior to publication without giving reason therefore and (subject to Clauses (3) and (4) (a) above) in circumstances the Company shall repay to the Client any monies paid by the Client and such repayment shall constitute entire discharge of the Company’s liabilities to the Client in respect of such refusal or cancellation.
6 The Company shall not be liable for loss or damage suffered by the Client or a third party by reason of the Client infringing the copyright or trademark or other rights whatsoever of a third party and the Client agrees to indemnify the Company against any cost, claims, demands and expenses in respect of any infringement thereof.
7 (a) The Company does not undertake with the Client to grant any trade monopoly and reserves the right to publish Client Profiles and/or advertisements of similar trades and businesses or occupations to that or those of the Client.
(b) The Company does not agree to provide exclusive rights to profile and/or advertise and does not agree to provide special conditions or special positioning of Client Profiles and/or advertisements within a particular category or classified heading unless expressly agreed to in writing on the Order Form.
8 (a) Accounts are strictly net unless otherwise stated.
(b) The total charge for the Client Profile and/or advertisement is subject to settlement upon presentation of the invoice in relation to the edition booked overleaf.
(c) The Company reserves the right to charge interest on overdue accounts at 8% above the Base Lending Rate in force at the time the account becomes overdue.
(d) Any payment due under the Order shall be made in full without set off or counterclaim.
(e) In the event of non payment or non compliance of our payment terms then the Client shall be responsible for all legal, collection and debt recovery fees and costs.
9 (a) The Client shall have the right to cancel the order within 7 days of the date hereon. Notice must be given in writing by the Client using Recorded Delivery Post, other than aforesaid the Order is binding on the Client and payment is due in full.
(b) Disputes must be raised within 10 working days from the date of the invoice. Details of a dispute must be given in writing (letters, fax and emails are acceptable forms of notification). Physical proof of delivery may be requested.
10 The Company reserves the right to include an index to the Client Profiles and/or advertisements in the publication and will not be responsible to any Client for any error or omission therefrom.
11 The Client acknowledges and agrees that while the Company will make every effort to position all Client Profiles and/or advertisements as per the request, no guarantee can be given regarding the same.
12 (a) Every order shall be subject to these Terms and Conditions to the exclusion of any other terms (but not limited to) any terms contained in any earlier set of Terms and Conditions issued by the Company or any form of order or any other documentation issued by the Client.
(b) These Terms and Conditions can only be amended if the amendment is agreed to by a director of the Company in writing and by the Client in writing.
13 (a) COMMITMENTS made by the Company’s agents, representatives or employees are valid only if confirmed in writing and are included within the Order Form. Any other commitment is valid only if confirmed in writing by a director of the Company.
(b) Any representations to be binding on the Company must be specifically agreed to in writing by a director of the Company at the time of the Order.
(c) The Client acknowledges that save in the circumstances specifically provided for in sub-clauses (a) and (b) above, no representation whether oral or in writing has been made by any of the Company’s agents, representatives or employees which led the Client to place the Order with the Company.
14 (a) The Company shall not be liable in any circumstances for loss or damage occasioned directly or indirectly by a delay in publication of the Publication by reason of events or factors beyond the Company’s control including (but not limited to) fire, strikes, locks outs, short time or mechanical breakdown.
(b) Copies of the Publication will be offered for sale and/or distribution. One copy will be forwarded to the Client free of charge.
15 This Contract is subject to and governed by the laws of England and Wales and the Client and the Company shall submit to the jurisdiction of the English Courts.
16 The Clients gives consent to the Company to carry out a credit search on the partners and directors of the organisation now or at a future date. The credit search will be recorded by the agency and may be disclosed to subsequent enquirers.
Barclay Media Limited 01-17