This Marketing Agreement (the “Agreement”) sets out the terms and conditions upon which FTM Magazine (the “Publisher”), being a company duly registered under the laws of New York State, engages [ADVERTISER NAME] (the “Advertiser”) as an advertising client for the Company (together, the “Parties”). The contractual segments of this agreement will extend until a written dismissal provided by the Advertiser is successfully delivered to the Publisher, nullifying in part or in whole, said agreement.
WHEREAS: The main activity of the Publisher is printed and digital promotions.
WHEREAS: The Advertiser provides advertising content in this above mentioned area.
NOW, THEREFORE, IT IS HEREBY AGREED as follows:
1. DEFINITIONS. In this Marketing Agreement:
1.1 “Social Media” shall mean all forms of social media that the Publisher uses for marketing purposes, such as Facebook, Instagram, YouTube etc.
1.2 “Advertisements” shall mean online and printed advertisements, as well as newsletter marketing, social media posts for or on behalf of Advertiser that have been paid for in full..
1.3 Unless it is evident from the context and having regards to the generality of the Agreement that a clause intends to mean otherwise: words denoted in the singular only shall include the plural and vice versa; words denoted in any gender shall include all genders; and, terms denoting people or persons shall include both natural and legal persons (such as corporations) and vice versa.
1.4 This Marketing Agreement may be executed in both English and other languages. If there is a conflict between the Agreement in its various translations the English version shall prevail.
2. PROVISION OF INFORMATION
In order to enable the Advertiser to create and promulgate appropriate advertisements the Publisher agrees to provide the Advertiser with:
2.1 This detailed description of information relevant to advertising such as cost, payment means, refund policy, etc.. otherwise known as the Media Kit.
2.2 Upon request of the Advertiser, a detailed description of information relevant to advertising such as readership, traffic statistics, and click counts on website advertising.
2.3 Any and all themes or general content guidelines pertaining to the next Issue.
2.4 A detailed description of size, resolution, and formatting requirements for each ad option, on each advertising platform. See above: Dimensions.
3. RIGHT OF REFUSAL
3.1 Publisher, in its sole discretion, reserves the right to refuse any advertising that violates any current or future written or unwritten policy of acceptability.
3.2 Publisher reserves the right to reject unsatisfactory art work or advertisements on the basis of negative visual implications on FTM Magazine as a brand.
3.3 Publisher, at its absolute discretion, may terminate its relationship with Advertiser and/or Agency for the breach of any of the terms hereof, including without limitation a breach based on the failure on the part of either Advertiser or Agency to pay each bill by its due date. Should Publisher terminate its relationship with Advertiser and/or Agency, no refund on past services or refunds of the remaining monthly balance shall be given. Furthermore, in the event Advertiser or Agency breaches, Publisher may, in addition to its other remedies, (a) cancel its recognition of Agency, thereby causing Agency to lose claim to any commission for any further advertising placed with Publisher on behalf of Advertiser or any other client of Agency, and/or (b) refuse to Publish any or all of Advertiser’s advertising.
3.4 All agreements for advertising frequency discounts in connection with any Service require that the specified number of advertisements be Published within a specified period and be promptly paid for. Failure to produce a promotion on the Sunday prior to expected publishing will result in the lose of that benefit for the month and can not carry over.
3.5 In the event of Advertiser’s or its Agency’s cancellation of any portion of any advertising order/contract or failure to have Published and paid for the specified number of advertisements, or if at any time Publisher in its reasonable judgment determines that Advertiser is not likely to Publish and pay for the total amount of advertising specified during the term of the agreement, any rate discount will be retroactively nullified, including for previously Published advertisements, and may result in a Short-Rate. In such event, Advertiser and/or Agency must reimburse Publisher for the Short-Rate within 30 days of invoice therefor and Advertiser will thereafter pay for advertising at the open rate or at the earned rate(s) as applicable.
3.6 Failure by the Advertiser or it’s Agency to provide the Publisher with post information during a monthly bundle will not result in a refund.
3.7 The Advertiser reserves the right to deny a post based on sexual content and age appropriateness.
4.1 Orders for advertising containing restrictions or specifying positions, facings, editorial adjacencies or other requirements may be accepted and published but such restrictions or specifications are at Publisher’s sole discretion,. In no event shall such approved restrictions or specifications relate to any user generated content on Publisher’s Websites, Apps and/or Emails.
4.2 Guaranteed position is not available except for back page, inside cover pages and spreads, and the general placement agreed upon (before or after the feature).
4.3 Liability for incorrectly printed or omitted advertising extends only to the cost of the advertising space.
4.4 The Advertiser will hold the Publisher harmless for delays of printed publication.
4.5 Advertising space with limited availability such as the back cover or front inside spread will be sold on a first come, first PAID basis. An interest in the space, or verbal or written contracts do not guarantee placement until the final bill in its entirety are settled.
4.6 Advertisements that simulate or resemble editorial content must be clearly identified and labeled “ADVERTISEMENT” or “PROMOTION” or “SPECIAL ADVERTISING SECTION” at the top of the advertisement, and Publisher may, in its discretion, so label such copy.
5.1 Monthly bundles begin when automatic payment is set up, or when the first payment is received. The date the first payment is made will be the due date each month. Should payment stop, so shall all benefits of the bundle.
5.2 In the event payment is not made as required and agreed to in this Agreement, the advertiser and the advertising agency shall be responsible for any and all attorneysʼ and/or collection agency fees incurred in the collection of the debt. The advertiser and advertising agency agree to indemnify and hold harmless Publisher and any and all Publisherʼs publishing clients with whom Publisher may have contracted for any and all loss, expense or other liability (including attorneyʼs fees) arising from any claim.
5.3 All Advertising parties claiming non-profit status must provide their W9s or Tax ID number for proof of 501c.
5.4 All payments from the Advertiser that are paid in full must be accompanied by the graphics for the space by the deadline for that space. No refunds will be made for payments, rescheduling can be done when applicable.
6. TERMS OF SERVICE
6.1 Advertisers are responsible for submission of advertising copy and materials by material deadlines.
6.2 Orders for all inside advertising units for Magazines and Digital Editions are non-cancelable less than 15 days prior to issue deadline.
6.3 Advertiser and its Agency may not use any advertising space either directly or indirectly for any other business, organization, enterprise, product, or service other than that for which the advertising space is provided by Publisher, nor may Advertiser or Agency authorize any others to use any advertising space.
6.4 Advertiser and Agency agree that any submitted advertisements Published, may, at Publisher’s option, be republished, re-performed, retransmitted, archived or otherwise reused by Publisher in any form in whole or in part in all media now in existence or hereafter developed, whether or not combined with material of others. The copyright in any advertisement created by Publisher is owned by Publisher and may not be otherwise used by Advertiser or third parties without Publisher’s prior written consent.
6.5 Advertisement campaigns provided by the Advertiser and accepted by the Publisher may not be reused, republished, or distributed by any other form of media, including social media, until the end date of the issue it has been published in.
7.1 Bundle packages will not begin until the monthly billed amount is paid in full.
7.2 If the Advertiser fails to deliver the advertising material on time, a no refund can be granted. Advertising content may not be published if deadline has passed, and this is at no fault of the Publisher.
7.3 All social media promotions must be given to the Publisher on the Sunday prior to expected publish date in their entirety. The Advertiser has up to the amount listed, but may use less, and must take the initiative as to when each promotion will release.