Las Vegas is
quickly becoming
well known for
world-class
shopping and
dining. For an
extensive listing
of upscale
merchants and
restaurants, please
visit our section, "Buying the Best"
By submitting advertising for publication on VegasLiving.com,
each advertiser and advertising agency agrees the following standard advertising
terms and conditions:
1. General
A signed advertising contract must be submitted to VegasLiving.com or
their Appointed Sales Agents ten days in advance of initial publication
date. By submitting advertising for inclusion on the VegasLiving.com site,
Advertiser/Agency agrees to be bound by the terms of this contract. No
conditions other than those set forth herein shall be binding on VegasLiving.com
unless specifically agreed to in writing by VegasLiving.com. VegasLiving.com
will not be bound by conditions printed or appearing on order blanks or
copy instructions submitted by or on behalf of the advertiser/agency.
This contract supersedes all terms and conditions on VegasLiving.com rate
cards.
2. Changes and Cancellations.
All artwork must be received at least five days in advance of publication
date. Cancellations or copy changes will not be accepted after the published
closing date of the update to the VegasLiving.com site. Changes to artwork
must be received by VegasLiving.com or their Appointed Sales Agents at
least five days in advance of requested change date. Any cancellations
or change orders must be made in writing and acknowledged by VegasLiving.com
or its Appointed Sales Agents. Change orders cannot be submitted any more
frequently than once every thirty days. This contract may be canceled
by VegasLiving.com or advertiser/agency on thirty days written notice
to the other party.
3. Payment.
Unless otherwise agreed in writing, payments due VegasLiving.com are 50%
of contractÕs fees when the contract is executed by the advertiser/agency
and 50% due before the start date. If payment is not made timely, VegasLiving.com
at its option, may terminate the contract. In addition, advertiser/agency
shall be liable to VegasLiving.com for all attorney's fees and other costs
of collection. Interest will accrue on any past due amounts at the rate
of one and one-half (1 1/2%) percent per month, but not in excess of the
lawful maximum. VegasLiving.com shall have the right to hold the advertiser
and/or its agency or agent jointly and severally liable for all amounts
due.
4. Frequency and Discounts. If VegasLiving.com fails
to provide the guaranteed number of impressions, VegasLiving.com will
make good on this contract by extending the contract until the guaranteed
number of impressions is met. VegasLiving.com will not make good for under-delivery
due to delays caused by advertiser/agency. Advertiser/agency understands
that all discounts are based on the advertiser's/agency's commitment to
fulfilling the frequency indicated in the contract. If, for any reason,
this frequency is not met by the time of expiration or cancellation of
the contract, advertiser/agency agrees to pay a short rate charge on all
ads run. This charge will be equal to the difference between the rate
shown in the contract and the rate earned based on the applicable rate
card for the actual frequency completed.
5. Reports
VegasLiving.com will provide online site traffic reports. These reports
will be deleted 30 days after the advertiser's campaign ends.
6. Growth and Renewal.
(a) Run of Site Contracts: At the expiration of a contract for a guaranteed
number of impressions, advertiser/agency has the right to renew the contract
for the same number of impressions for a second contract period identical
in duration to the first. The purchase price for a second contract period
will be determined by VegasLiving.comÕs then current rate card.
(b) Exclusive Page or Specific Category Contracts: At
the termination of an exclusive page or category contract, advertiser/agency
has the right to renew the contract for the same individual page or category
for a second contract period identical in duration to the first. The purchase
price for a second contract period will be determined by VegasLiving.comÕs
then current rate card.
c) Notice of Renewal. In order to exercise the right
of renewal, advertiser/agency must notify VegasLiving.com or its sales
agents in writing at least 15 days before the termination of this contract
that the advertiser/agency is purchasing the same contract for the second
contract period. Failure to give timely notice may result in forfeiture
of the right to renew.
7. Licenses and Indemnification.
The advertiser/agency represents that the advertiser is the owner or is
licensed to use the entire contents and subject matter contained in its
advertising information, including, without limitation, (a) the names
and/or pictures of persons; (b) any copyrighted material, trademarks and/or
depictions of trademarked goods or services; and (c) any testimonials
or endorsements contained in any advertisement submitted to VegasLiving.com.
In consideration of VegasLiving.comÕs acceptance of such advertisements
and information for publication, the advertiser and agency will jointly
and severally indemnify and hold the VegasLiving.com harmless against
all loss, liability, damage and expense of any nature (including attorney's
fees) arising out of the copying, printing, distributing, or publishing
of advertiser's/agency's advertisements. If advertiser possesses any preexisting
copyright interests in the advertisements, advertiser gives VegasLiving.com
the right to use, reproduce, and distribute the advertisements.
8. Exclusive Page and Categories.
Each advertiser will be given a "first right" to its exact company name,
trademarks, and relevant editorial content for exclusive page advertising.
In order to fulfill this obligation, VegasLiving.com reserves the right
to pre-empt an existing exclusive page advertiser. The existing contract-holder
for the exclusive page will be provided with a two-week notification of
preemption and will receive a pro-rated refund for any unfulfilled number
of guaranteed impressions. If two or more advertisers have the same name
or trademark, or if the relevant content of that page involves both advertisers,
the allocation will be on a first-come basis and the existing contract
will take precedence.
9. Rejections.
VegasLiving.com reserves the right, without liability, to reject, omit
or exclude any advertisement or to reject or terminate any links for any
reason at any time, with or without notice to the advertiser/agency, and
whether or not such advertisement or link was previously acknowledged,
accepted, or published.
10. Limitation of Liability.
VegasLiving.com shall not be liable for any errors in content or omissions.
Should an error appear in an advertisement, VegasLiving.comÕs liability
will be limited to the cost of the advertisement (prorated for the publishing
completed.) VegasLiving.com will not be liable for any delays in delivery
and/or non-delivery in the event of an act of God, action by any government
entity, transportation, strike, network difficulties, electronic malfunction,
etc. or any feasibility, reliability, or effectiveness related to the
VegasLiving.com site. VegasLiving.com does not represent or warrant that
the VegasLiving.com site will meet the objectives or needs of advertiser/agency
or any third party. In no event VegasLiving.com be liable for any failure,
disruption, downtime, interruption, miscalculation, delay, inaccuracy,
or any other nonperformance related to the VegasLiving.com site.
UNDER NO CIRCUMSTANCES VEGASLIVING.COM BE LIABLE FOR
ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING,
WITHOUT LIMITATION, FOR LOST INCOME OR PROFITS, IN ANY WAY ARISING OUT
OF OR RELATED TO THIS AGREEMENT, EVEN IF VEGASLIVING.COM HAS BEEN ADVISED
AS TO THE POSSIBILITY OF SUCH DAMAGES.
10. Choice of Law and Forum.
This contract shall be interpreted and construed in accordance with the
laws of the State of Nevada, without regard to its conflicts of laws provision,
and with the same force and effect as if fully executed and performed
therein. Each party hereby consents to the personal jurisdiction of the
State of Nevada, acknowledges that venue is proper in any state or Federal
court in the State of Nevada, agrees that any action related to this Agreement
must be brought in a state or Federal court in the State of Nevada, and
waives any objection that may exist, now or in the future, with respect
to any of the foregoing.
11. Miscellaneous.
This contract cannot be sold, assigned or transferred by advertiser/agency
to any party. If any portion of the contract is found unenforceable for
any reason, the remainder will remain in full force and effect. No waiver
by VegasLiving.com shall operate as a waiver of any other provision or
any subsequent default. These terms represent the entire agreement of
the parties; VegasLiving.com will not be bound by the representations
of any unauthorized agents, brokers, or other third parties. Any modifications
must be in writing and signed by an authorized representative VegasLiving.com.
Please click here to access a printable version of this
Advertising Agreement.
