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TERMS of ADVERTISING on www.downunderonline.com
Down Under On-Line Pty Ltd (DUO) (A.C.N. 082
819 529)
STANDARD ADVERTISING AGREEMENT FOR
ADVERTISERS
These Standard Terms and Conditions for
Advertisers are incorporated into the
Advertising Agreement between Down Under
On-Line (DUO) and the entity opening an
account to book advertising ("Client").
The provisions of the Advertising Agreement
also include the terms (and all details
given by the Client) as part of the Account
Signup process and/or as part of the link or
banner placement process (if applicable) .
All of these documents are referred to
collectively as the "Advertising Agreement".
By opening receiving the 'DUO Ads Published'
email you are
agreeing to the terms & conditions
forthwith.
By signifying your agreement to these Terms
and Conditions you are entering into a
binding and enforceable legal agreement with
DUO. Please read these Terms and Conditions
carefully before registering for and/or
using DUO's advertising Programs. If you do
not agree to the Terms and Conditions,
please do not register for or use DUO's
advertising Programs. This Agreement,
including pricing and payment terms, is
subject to change at any time without
notice.
All bookings, orders or other requests by
the Client for advertising on the DUO
website are governed by these Standard Terms
and Conditions for Advertisers. No other
conditions, provisions or terms of any sort
appearing in any documents or communications
made in connection with any order, including
without limitation those contained on or
accompanying any cheques or other forms of
payment, will be binding on DUO whether in
conflict with or in addition to these
Standard Terms and Conditions for
Advertisers.
SUBMITTED CONTENT
The Client represents and warrants to DUO
that it is fully authorised to publish the
entire contents and subject matter of all
advertisements or integration content
submitted to DUO (including, without
limitation, all text, graphics, icons,
photographs, materials provided to DUO for
production purposes, URLs, and sites to
which URLs are to be linked), and that all
such contents and subject matter will comply
with all applicable laws, regulations and
relevant industry codes.
If the relevant advertisement or integration
content includes any information on a
competition or promotion, the Client:
i) acknowledges and agrees that DUO is not
the promoter
ii) will ensure that the advertisement does
not imply that DUO is the promoter.
iii) will ensure that the correct identity
of the promoter is set out on the website
represented by the hyperlink embedded in the
advertisement, and
iv) will ensure that all applicable permits
have been obtained, and all applicable
regulations governing the conduct of the
relevant competition/promotion have been
complied with.
INDEMNITY
The Client agrees unconditionally to
indemnify DUO and hold DUO harmless
(including all of its officers, agents
employees and affiliates) from and against
any and all loss, damage, liability and
expense (including all reasonable legal
fees) suffered or incurred by reason of any
claims, proceedings or suits based on or
arising out the publication of, or any act
or omission in relation to, the
advertisements or integration content,
including but not limited to claims related
to defamation, contempt of court, rights of
publicity and/or privacy, copyright
infringement, trade mark infringement,
misleading or deceptive conduct and any
failure to comply with or fulfil any
representations, warranties or agreements
made in the relevant advertisement or on any
website represented by a URL shown or
embedded in the relevant advertisement or
any object in such advertisement.
BREACH OF SECURITY
Notwithstanding the security precautions
taken against disclosure of information,
there are certain conditions that exist on
the Internet generally which are outside of
DUO's control and could result in a breach
of security. Accordingly, DUO cannot
guarantee that your data information will be
free from corruption or piracy. You hereby
expressly waive any claim against DUO
arising out of the loss of data through
corruption, piracy, breach of security or
for any other reason that is not based on
intentional or grossly negligent actions of
DUO
DELIVERY
DUO reserve the right to cancel any
advertising order or reject or edit any
advertising copy. (including at any time
after the commencement date).
Any failure by DUO to publish any requested
advertisement or to integrate any particular
item of content will be deemed to constitute
a rejection of the order for such
advertisement, but does not constitute a
breach of contract or otherwise entitle the
Client to any legal remedy.
DUO shall not be responsible for delays or
failure of performance resulting from
Internet Service Provider delivery problems
or failure. DUO shall not be responsible for
acts or causes beyond their control,
including but not limited to: acts of God,
strikes, lockouts, communications line or
equipment failures, power failures,
earthquakes, or other disasters.
RATE CHANGES
All of DUO's advertising and production
rates are subject to change at DUO's sole
discretion. DUO will use its commercially
reasonable efforts to announce all
advertising and production rate changes at
least thirty (30) days in advance of their
effective date.
In the event DUO makes a rate change in
respect of a period (or any portion thereof)
for which the Client has placed an order for
advertising, DUO will allow the lower rate
to apply for the remainder of the then
current term of the Advertising Agreement
after which time, if the agreement is
extended or renewed, all rates will be
adjusted in accordance with DUO's then
current advertising and production rates and
amended thereafter as notified by DUO from
time to time.
The Client acknowledges, warrants and
undertakes that any and all commercial terms
offered to them in respect of any
documentation comprising this Advertising
Agreement is Confidential Information and
shall not be disclosed to any third party
without the prior written consent of DUO. In
the event that the Client breaches their
confidentiality obligations to DUO, DUO
reserves the right to cancel this Agreement
forthwith, and to pursue the Client for all
equitable relief including damages.
LINKS TO WEBSITES
The Client warrants and represents to DUO
that each website represented by any URL
shown or embedded in any relevant
advertisement or any object in any such
advertisement or in any integration content:
(i) is controlled and operated by the
Client, its independent contractors or a
client of the Client (in the event the
Client is an advertising agency applying on
behalf of its own client),
(ii) will be functional and accessible at
all times,
(iii) will at all times operate in
compliance with all applicable laws,
regulations and relevant industry codes, and
(iv) is suitable in all respects including
subject matter to be linked to from the DUO
website containing the advertisement or
integrated content. DUO may test all
relevant URLs, and may remove any URLs which
in DUO's sole unfettered opinion fail to
comply with the any of the above
requirements at any time.
PAYMENT
The Advertising Agreement commences on the
date the advertisement appears on the public
site and will continue for the term set out
therein. The Client will be required to
provide credit card details to facilitate
payment prior to publishing of any
advertisement.
No termination or expiration of the
Advertising Agreement will terminate or
otherwise affect the warranties and
indemnities provided by the Client herein
which will continue in respect of this
Advertising Agreement and any subsequent
and/or other advertising agreement between
the parties, and all such warranties and
indemnities will survive and remain in full
force and effect in respect of the
performance of all of the Client's relevant
obligations.
GENERAL PROVISIONS:
These Standard Terms and Conditions for
Advertisers embody the entire agreement
between the parties and supersede all prior
and contemporaneous agreements, arrangements
and understandings between the parties with
respect to its subject matter. All existing
advertising agreements between the parties
(if any) are by agreement of the parties
hereby terminated and of no further legal
effect except for any provisions in such
agreements which are expressed to survive
termination or expiration. These Standard
Terms and Conditions for Advertisers are
governed by the laws of the State of
Queensland. The Client consents to the
non-exclusive jurisdiction and venue of
courts of Queensland for all disputes
arising out of or relating to this
agreement. All notices to aDUO
relating to any legal claims or matters must
be made in writing to Director of Business
Affairs, Down Under On-Line Pty Ltd, PO Box
614 Port Douglas Queensland 4877.
Please also refer to
OUR
DISCLAIMER page.
Terms of Web Site Use - Travel
Australia - Down Under on-line
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