ADVERTISING SALES PRINT
Red Bull Media
House GmbH, Oberst-Lepperdinger-Strasse 11-15, 5071 Wals near Salzburg,
Austria, (the “Publisher”) publishes several magazines (each of them a
“Magazine”) which include in particular “The Red Bulletin”, “Servus in Stadt
und Land”, “Servus in Bayern”, “Bergwelten” and “Terra Mater”. These terms and
conditions govern the sales, placement and handling of advertisements
(including the supplement of advertising material – “Inserts” and “Bounds”) in
the Magazines set forth in the Insertion Order resp. in the Auftragsbestätigung
(the “IO/AB”). For the purpose of these terms and conditions, IO/AB means the
contract detailing the commercial terms under which with Publisher or any of
Publisher´s affiliates will deliver advertisements. The IO/AB may be concluded
with Publisher or any of Publisher´s affiliates as set forth in the IO/AB
(Publisher and Publisher´s affiliates collectively referred to herein as “Red
Bull”). All rights and obligations shall solely exist between the client (the
“Client”) and Red Bull, unless expressly set forth otherwise herein.
- Client (the “Client”) who wishes to place an advertisement in a Magazine may place an advertising order (the “Order”) with Red Bull.
- Orders are subject to these general terms and conditions, the currently valid rate card for advertisements and our subsequent confirmation of the Order in writing. The Client acknowledges perusal of these documents.
- Orders will only be processed if they are submitted in writing.
- Red Bull may accept or reject an Order – including individual advertisements within an Order – at its sole discretion at any time.
- Orders regarding the placement of advertisements in several editions of a Magazine shall be carried out within one (1) calendar year.
- Advertisements shall be placed in the respective Magazine and in accordance with the relevant Order.
- Red Bull shall mark promotional material and advertisements as such.
- Red Bull shall use reasonable endeavours to flawlessly reproduce the advertisement from a typographical point of view. No Copies of advertisements submitted to Red Bull will be returned.
- Where an advertisement is not reproduced in accordance with these terms and conditions, the Client shall only be entitled to a flawless additional insertion respectively an additional publication of the advertisement and only where
a. an advertisement proves to be illegible, incorrect or incomplete;
b. the core message of the advertisement has been compromised; and/or
c. defective copying is to blame.
Red Bull’s liability shall not extend beyond the scope indicated above. Any claims for replacement advertisement resp. replacement publication have to be made by Client within eight (8) calendar days upon receipt of the invoice; otherwise, they will automatically be forfeited. Any further Client’s claims are expressly excluded.
- If the material for the advertisements are provided by the Client, the material is to be handed over to Red Bull in the agreed format no later than four (4) weeks prior to the intended publication of the advertisements. If the material is provided later, Red Bull reserves the right to provide its service at a later time.
- Red Bull has the right to reject the material provided by the Client or to terminate advertisements, if there is reasonable cause to do so, if the material violates current law or good morals (including but not limited to advertisements for spirits, cigarettes, erotica and potency enhancers as well as racist advertising), if it does not meet Red Bull's technical requirements, or if the contents or origin of the advertisement are deemed unacceptable by Red Bull. Unacceptable material includes but is not limited to material that is detrimental to the image of Red Bull or its affiliated companies in any form and/or if products or services are advertised that are in direct competition with the products or services of Red Bull or its affiliated companies. Additionally unacceptable material includes products (also included beside the main product of the advertising) containing caffeine and/or taurine and/or guarana and products that are marketed as energy drinks (regardless of their ingredients). This provision applies in any event to all products regardless of quality and price. In such case the Client shall provide new material without delay.
- In the event that the advertisements cannot be placed, owing to the Client's failure to provide the material in time or as specified by agreement, or because Red Bull has rejected the material in accordance with Clause 7 above and the Client has failed to provide substitute material in time, Red Bull has the right to otherwise fill the advertising space and to provide the advertising service at a later time. The Client remains obligated to pay the fee owed.
- The Client is solely responsible for the material provided and for clearing all rights thereto (image, logos, etc.). Red Bull will make no legal verification of the advertisements. The Client guarantees that all contents of the advertisements are legal, including but not limited to copyright, press, advertising or competition regulations or provisions regarding protection of minors, and that they do not infringe any rights of third parties. The Client shall indemnify Red Bull from all claims that arise out of or in connection with performance of the contract. This indemnification also encompasses legal costs resulting therefrom.
- If the advertisement copy contains defects that are not noticed immediately, but only become apparent during printing, the Client shall not be entitled to assert any claims for inadequate printing. Red Bull shall not be obliged to check or otherwise verify the standard, quality or completeness of the advertisement copy submitted to it. This shall remain the sole responsibility of the Client.
- Proofs shall only be made available at the Client’s explicit request. Clients shall bear the cost of the production of the proofs. The Client shall be deemed to have given approval for printing if the proof, received in good time by the Client, is not returned by Red Bull’s specified deadline.
- Red Bull shall keep printing materials for two (2) months after the insertion of the last advertisement of an Order.
- At the Client’s request, Red Bull will, for separate payment of costs, produce the design, text, artwork and photographic material for advertisements. This will be done on the basis that Red Bull will own and retain all Intellectual Property Rights in relation to such output. Should the Client wish to use said material in other media, the rights for such other publication must be acquired separately from Red Bull.
- Advertising rates do not include the costs of typesetting, reproduction or lithography. To the extent that advertisements require such work, this shall be billed to the Client separately.
requirements as to the positioning of advertisements shall only be binding upon
payment of a position surcharge and confirmation by Red Bull; otherwise Red
Bull shall endeavour to meet the Client’s wishes, but shall not be obliged to
INSERTS AND BOUNDS
- The content of inserts and bounds may only be related to the Client’s own business area.
- Respective orders shall only be carried out provided that the Client furnishes Red Bull with a sample (10 copies) at least four (4) weeks before the publication date.
CHARGING AND PAYMENT
- Red Bull shall be entitled to demand advanced payment of a specified amount or the settlement of open accounts, even during the term of the Order, before publishing further advertisements.
- The costs of printing plates, matrices, drawings and any reproduction shall be borne by the Client.
- Any change of the generally valid rate card for advertisements shall have immediate effect, including current Orders, unless Red Bull and the Client have agreed otherwise.
- The Client shall receive a free sample of the Magazine after publication of the advertisement.
- Terms of payment: Net within fourteen (14) days of the date of invoice. Payment shall be deemed to have taken place if Red Bull is able to dispose of the entire amount without restriction. Collection charges such as, in particular, costs, expenses, fees and default interest shall be paid by the Client.
- The parties shall assist one another free of charge in the processing of recovery and the assertion of input tax deductions.
- Orders may only be cancelled up to one (1) month prior to the date of publication of the relevant edition (cancellation of advertisements on cover pages two (2) months prior to date of publication).
- Cancellation of an Order in accordance with the preceding paragraph shall entail payment of a cancellation charge in the sum of 30% of the value of the advertisement. In case of a cancellation after the date set forth in the preceding paragraph the Client shall pay the full remuneration as well as any costs.
- Costs resulting from changes to the originally agreed contract and from changes to ordered printing material shall be charged separately to the Client.
- The competent court at the seat of the Red Bull entity set forth in the IO/AB shall have jurisdiction for all disputes arising from or in connection with this Agreement. The law of the state in which the Red Bull entity set forth in the IO/AB has its seat shall exclusively apply excluding the rules of conflict of laws and the UN Convention on Contracts for the International Sale of Goods.
- The copyright in materials prepared by Red Bull shall belong to the same exclusively. Advertisements containing such materials may not be reproduced without prior written permission of Red Bull.
- The Client hereby licenses Red Bull to make copies of the advertisement for the purposes of this agreement.
- The Client shall solely be liable for the content of the advertisement and therefore shall fully indemnify and hold Red Bull harmless of any claims asserted by third parties on grounds of or in connection with the respective advertisement – regardless whether such claims are based on civil law, criminal or administrative law. Such indemnification shall also include any defense costs, any other expenses, costs, fees, etc. as well as damages to Red Bull’s image.
- If an advertising agency placed the order, the contract is deemed concluded with this advertising agency. If the advertising agency's client shall be the contract partner of Red Bull, said client is expressly to be named to Red Bull. Upon request by Red Bull, the agency must provide proof that it is authorised to act on the client's behalf. Even in this case, the agency and the client are jointly and severally liable. The invoice is always issued to the agency. If an order is booked by an agency, Red Bull has the right to forward the order confirmation to the agency's client. Upon conclusion of the contract, the agency assigns its payment claims against the client out of its advertising agreement to Red Bull. Red Bull hereby accepts the assigned claims. Red Bull has the right to disclose said assignment of claims to the agency's client, should the agency fall in arrears with the payment of Red Bull's claim against the agency.
- The liability of Red Bull shall be excluded to the full extent permitted by applicable law.
Print Terms and Conditions Advertising Sales
(RBMH-Print) EN 22-06-2018