We (Breaking-TV) Act as Technology Providers ONLY - The Advertiser / Seller is Responsible for fulfilling whatever they have advertised.
The Advertiser / Seller, individual or business / organisation is totally responsible for the item, event or profile advertised or sold (whatever they have advertised). They are responsible for complying with all aspects of the law, health and safety or otherwise and for the performance and fulfilment of the advertised item. If the sale of the item or product is cancelled, withdrawn or not fulfilled for any reason, all refunds will be processed directly by and from the advertiser / seller. The advertiser / seller is also fully responsible for ensuring any clients are made aware of any description or product changes to the advertised item, product or event (whatever has been advertised).
Advertising Terms:
Introduction
Please read these Advertising Terms carefully before becoming an Advertiser, as they set out our and your legal rights and obligations in relation to our Advertising Services. You will be asked to agree to these Advertising Terms before becoming an Advertiser.
You should print a copy of these Advertising Terms for future reference. We will not file a copy specifically in relation to you, and they may not be accessible on our website in future.
These Advertising Terms are available in the English language only.
If you have any questions or complaints about our Advertising Services please contact us by writing at info@breaking-tv.com
1. Definitions and interpretation
1.1 In the Agreement:
“Advertiser” means the person (natural or legal) specified as the applicant for our Advertiser Services on the Registration Form;
“Advertiser Content” means the advertisements and other content submitted by the Advertiser to the Publisher for publication on our channel;
“Advertising Services” means the following advertising services, creation and publication of advertising profiles or banners or other bespoke advertising or business services
“Affiliate” means a company, firm or individual that Controls, is Controlled by, or is under common Control with the relevant company, firm or individual;
“Agreement” means the agreement between the Publisher and the Advertiser incorporating these Advertising Terms, the Registration Form and the Acceptance Email, and any amendments to it from time to time;
“Business Day” means any week day, other than a bank or public holiday in England;
“Business Hours” means between 09:30 and 17:00 on a Business Day;
“Charges” means the amounts payable by the Advertiser to the Publisher under or in relation to the Agreement as detailed in the online Price List, where full pricing and specific terms and conditions relating to the purchased advertisement is shown;
“Control” means the legal power to control (directly or indirectly) the management of an entity (and “Controlled” will be construed accordingly);
“Effective Date” has the meaning given to it in Clause [2.3];
“Force Majeure Event” means an event, or a series of related events, that is outside the reasonable control of the party affected (including failures of or problems with the internet or a part of the internet, hacker attacks, virus and other malicious software attacks and infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);
“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registered or unregistered, including any application or right of application for such rights (and the “intellectual property rights” referred to above include copyright and related rights, moral rights, database rights, confidential information, trade secrets, know-how, business names, trade names, domain names, trademarks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);
“Prohibited Content” means:
Your user content must be appropriate, civil, tasteful and accord with generally accepted standards of etiquette and behaviour and must be appropriate for a TV audience.
(a) Anything that is not in accordance with the preceding paragraph.
(b) pornographic or lewd material;
(c) material which breaches any applicable laws, regulations or legally binding codes, or breaches the Committee on Advertising Practice Code, or infringes any third party Intellectual Property Rights or other rights; and
(d) material which is likely to cause annoyance, inconvenience or anxiety to another internet user;
“Publisher” means Breaking TV, a limited company incorporated in England and Wales registration number 13956648 having its registered office at 7 Bell Yard, London, United Kingdom, WC2A 2JR;
“Registration Form” means the HTML form on the Website enabling users to apply to become Advertisers;
“Term” means the term of the Agreement; and
“Website” means the website at / and any successor website operated by the Publisher from time to time.
1.2 In the Agreement, a reference to a statute or statutory provision includes a reference to:
(a) that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and
(b) any subordinate legislation made under that statute or statutory provision.
1.3 The Clause headings do not affect the interpretation of the Agreement.
1.4 The ejusdem generis rule is not intended to be used in the interpretation of the Agreement; it follows that a general concept or category utilised in the Agreement will not be limited by any specific examples or instances utilised in relation to such a concept or category.
2. The Agreement
2.1 There are 3 easy steps in the agreement process. The whole process is done online. 1. In order to apply to become an Advertiser, the applicant must complete and submit the online Registration Form. 2. The advertiser purchases advertisements online via the Price List page. 3. User Creates/Publishes their advertisements themselves via their own account.
2.2 If the applicant makes any input errors during the order process, these may be identified and corrected by the applicant before the Registration Form is submitted by amending the form or if they have submitted the form, they can log in to their account and amend any of the required fields free of charge. The whole checkout process is amendable right up until the final submit option.
2.3 As soon as the advertiser submits the confirm and complete my order button a legal contract is entered into. The terms of this agreement will apply the moment the button is submitted. No REFUNDS will be made for incorrectly confirmed orders. This is because the whole process is automated and the products are available immediately for the user to create and publish. It is not possible to assign the products to anyone else because of the technical process.
2.4 The Agreement will continue in force indefinitely, or unless specifically notified by the terms and conditions relating to a specific advertisement as detailed on the price list unless and until terminated in accordance with Clause [8]
OR
until the completion of all Advertising Services, upon which it will terminate automatically, unless terminated earlier in accordance with Clause [8].
3. Advertising Services
3.1 During the Term as detailed on each specific type of advertisement, the Publisher will provide the Advertising Services to the Advertiser.
3.2 The Advertiser grants to the Publisher a non-exclusive, worldwide, royalty-free licence to publish the Advertiser Content on the channel as contemplated by the Agreement.
3.3 The Advertiser warrants and undertakes:
(a) to ensure that all Advertiser Content is accurate and fair;
(b) to ensure that Advertiser Content does not consist of, contain, or link to any Prohibited Content;
(c) promptly to remove or edit any Advertiser Content which ceases to be accurate and fair, or becomes Prohibited Content, for whatever reason; and
(d) to ensure that the Advertiser Content is of a quality commensurate with the content published on the Website generally.
(e) The advertisers content must comply with any industry codes of conduct or regulatory body or authority, including the use of specific words in any uploaded content or advertisements.
3.4 The Publisher will use reasonable endeavours to maintain the availability of the Website and the availability of the published Advertiser Content during the relevant period (subject to scheduled maintenance and any Force Majeure Event affecting the Publisher or the Publisher's appointed hosting service provider) but the Publisher does not guarantee 24/7 availability.
3.5 The Publisher reserves the right to suspend the publication of any Advertiser Content or remove any Advertiser Content from the Website at any time where it reasonably determines that the content breaches this Clause [3].
4 Charges and payment
4.1 The Publisher will issue invoices for the Charges to the Advertiser at the point of checkout.
4.2 The Advertiser will pay the Charges to the Publisher as detailed at the point of checkout.
4.3 The Advertiser agrees to pay the Charges upon pressing the submit button on the last page of the checkout process, failing which the Agreement will terminate automatically.
4.4 Charges must be paid by debit or credit card, Online Banking / Bank Transfer, Cheque or Cash (using such payment details as are notified by the Publisher to the Advertiser from time to time). All payments MUST be made or processed within 24 Hours or by the end of the next working day. The cheque must be posted the next working day. Cash must be paid in to our account by the end of the next working day or the Online Banking Payment must be processed by the end of the next working day.
4.5 If the Advertiser does not pay any amount properly due to the Publisher under or in connection with the Agreement as detailed above 4.4, the Publisher may:
(a) charge the Advertiser interest on the overdue amount at the rate of 8% per year above the base rate of Barclays Bank Plc.(which interest will accrue daily until the date of actual payment, be compounded quarterly, and be payable on demand); or
(b) claim interest and statutory compensation from the Advertiser pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.
(c) suspend the advertisement until payment has been made or terminate the agreement. However, this will not waive any charges that are still due and will not affect our right to pursue any amounts outstanding.
5 Warranties
5.1 The Advertiser warrants to the Publisher that it has the legal right and authority to enter into and perform its obligations under the Agreement.
5.2 The Publisher warrants to the Advertiser:
(a) that it has the legal right and authority to enter into and perform its obligations under the Agreement;
(b) that it will perform the Advertising Services under the Agreement with reasonable care and skill.
5.3 The Publisher will not be liable in respect of any loss of profits, income, revenue, use, production or anticipated savings.
5.4 The Publisher will not be liable for any loss of business, contracts or commercial opportunities.
5.5 The Publisher will not be liable for any loss of or damage to goodwill or reputation.
5.6 The Publisher will not be liable in respect of any loss or corruption of any data, database or software.
5.7 The Publisher will not be liable in respect of any special, indirect or consequential loss or damage.
5.8 The Publisher will not be liable for any losses arising out of a Force Majeure Event.
6. Termination
6.1 Either party may terminate the Agreement immediately by giving written notice to the other party if:
(a) the other party:
(i) is dissolved;
(ii) ceases to conduct all (or substantially all) of its business;
(iii) is or becomes unable to pay its debts as they fall due;
(iv) is or becomes insolvent or is declared insolvent; or
(v) convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;
(b) an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other party;
(c) an order is made for the winding up of the other party, or the other party passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation where the resulting entity will assume all the obligations of the other party under the Agreement); or
(d) where that other party is an individual, that other party dies, or as a result of illness or incapacity becomes incapable of managing his or her own affairs, or is the subject of a bankruptcy petition or order.
7. Effects of termination
7.1 Upon termination all the provisions of the Agreement will cease to have effect, save that the following provisions of the Agreement will survive and continue to have effect (in accordance with their terms or otherwise indefinitely): Clauses [1, 4.5, 9 and 10.3 to 10.10].
9.2 Termination of the Agreement will not affect either party’s accrued rights (including accrued rights to be paid) as at the date of termination.
9.3 If the Agreement is terminated by the Publisher under Clause [8.1], the Advertiser will be entitled to a refund of any amounts paid to the Publisher in respect of Advertising Services which were to have been provided after the effective date of termination. Such amount will be calculated by the Publisher using any reasonable methodology. Save as provided in this Clause [9.3], the Advertiser will not be entitled to any refunds or release from any liability to pay Charges (whether or not invoiced) upon the termination of the Agreement.]
10. General
10.1 Any notice given under the Agreement must be in writing (whether or not described as “written notice” in the Agreement) and must be sent by email for the attention of the relevant person/department as stated on the Contact Us Page of the website.
The Publisher
The full name of our company is: Breaking-TV Ltd.
We are registered in England & Wales under registration number: 13956648
Our registered address is: 7 Bell Yard, London, United Kingdom, WC2A 2JR.
The Advertiser:
The addressee, address, and email address stated in the Registration Form.
10.2 A notice will be deemed to have been received at the relevant time set out below (or where such time is not within Business Hours, when Business Hours next begin after the relevant time set out below):
(a) where the notice is delivered personally, at the time of delivery;
(b) where the notice is sent by first class post, 96 hours after posting; and
(c) where the notice is sent by email, at the time of the transmission (providing the sending party retains written evidence of the transmission AND has requested confirmation that it has been received).
10.3 No breach of any provision of the Agreement will be waived except with the express written consent of the party not in breach.
10.4 If a Clause of the Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other Clauses of the Agreement will continue in effect. If any unlawful and/or unenforceable Clause would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the Clause will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant Clause will be deemed to be deleted).
10.5 The Agreement may not be varied except by a written document signed by or on behalf of each of the parties.
10.6 The Publisher may freely assign its rights and obligations under the Agreement without the Advertiser’s consent to any Affiliate of the Publisher or any successor to all or substantial part of the business of the Publisher from time to time. Save as expressly provided in this Clause or elsewhere in the Agreement, neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise dispose of or deal in the Agreement or any rights or obligations under the Agreement.
10.7 The Agreement is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to the Agreement are not subject to the consent of any third party.
10.9 The Agreement will be governed by and construed in accordance with the laws of England and Wales; and the courts of England will have exclusive jurisdiction to adjudicate any dispute arising under or in connection with the Agreement.