Contract/Agreement Terms & Conditions

The organization or entity contracting for space covered by this contract (hereinafter called CLIENT) and the website publisher accepting this contract (hereinafter called PUBLISHER) hereby agree that they shall be governed by the following terms and conditions which shall be deemed incorporated in every insertion order and/or space contract tendered to PUBLISHER unless modified by a written and signed agreement, and that the terms and conditions below shall supercede any inconsistent statements in any CLIENT order(s) and/or contract(s). This contract constitutes the entire agreement between the parties. There are no oral or unwritten agreements between the parties hereto. No changes or modifications of any of this contract’s term and provisions shall be effective unless made in writing and signed by both parties. The parties agree that this contract shall be governed by and interpreted in accordance with the laws of the United States and the state of Texas . The parties further agree that any litigation or dispute between the parties of whatever kind or nature that may arise out or pursuant to the terms of this contract shall be filed, decided and/or litigated only in a county or district court of Texas. All obligations of the parties created in this contract are performable in Frisco, Texas. These choices of law and venue terms are material provisions of this contract and constitute a substantial part of the consideration therefore.

PAYMENT AND BILLING

• Full yearly payment is required to accompany space reservation.
  
• CLIENT will be billed monthly according to subscription rate.
  
• PUBLISHER agrees to hold CLIENT solely liable for payment to be made under this contract, except that where CLIENT is an advertising agency, the person, firm, or corporation which authorizes agency to contract for space hereunder shall be held liable jointly and severally with agency for all advertising charges. No credit will be extended to advertising orders or space reservations that claim sequential liability.
• Any and all federal, state, or local taxes that may be imposed on any advertising published pursuant to this Agreement shall be paid by CLIENT.

TERMINATION

• CLIENT may cancel advertising at any time without penalty.  No refunds will be made.
• PUBLISHER reserves the right to cancel this contract any time upon default in the payment of invoices and/or statements, or other breach, or in the event of any material violation of any other conditions herein named.
• The failure of either party to object or to take affirmative action with respect to any conduct by the other party that is in violation of the terms of this Agreement shall be construed as a waiver of any such rights or of any future breach or subsequent wrongful conduct.

RATES AND CHARGES

• All rates shall be published and shall be furnished to CLIENT upon request.
• PUBLISHER’s advertising rates means that schedule of advertising rates and terms upon which this contract is based. The advertising rates on which this contract is based shall be part of this contract.
• PUBLISHER reserves the right to increase space rates at any time, but no such space increase(s) shall be applied to advertising space under this contract. No such increase(s) shall be applied retroactively.
• No cash rebates or refunds shall be made.
• All advertising materials (graphics) designed and produced by PUBLISHER are exclusively for use on PUBLISHER’s website and production charges cover only that use. Any other use(s) will result in applicable creative agency user fees unless otherwise noted on contract by PUBLISHER.
• Any changes and alterations to current advertising materials produced by PUBLISHER on the CLIENT’s request will be subjected to additional design charges if applicable.

ADVERTISING COPY AND MATERIAL

• Any advertising materials are subjected to acceptance by PUBLISHER. PUBLISHER reserves the right to reject any advertising at any time whether it was previously acknowledged and/or published.
• PUBLISHER will assume no financial responsibility for errors in copy and/or materials.
• No change by PUBLISHER will be made to an existing CLIENT advertisement without written consent of CLIENT in advance.
• If CLIENT requests PUBLISHER to produce an advertisement on its behalf, PUBLISHER will attempt to produce the ad in such type or style that, in its sole opinion, most nearly corresponds to the layout/design presented by the CLIENT. The advertisement may be inserted by PUBLISHER without submitting a proof to CLIENT unless layout/design is received by PUBLISHER before closing date, and CLIENT has submitted a written request for such proof before insertion.

OMISSION OF ADVERTISING

• PUBLISHER assumes no financial responsibility for failing to publish any advertisement. Failure to insert a specific advertisement that was ordered in any particular month(s) shall invalidate the order for insertion in the missed month(s), but not constitute a breach of this contract
• PUBLISHER reserves the right to reject, delete, and/or omit any ad at any time for any reason.

GENERAL PUBLISHER/CLIENT LIABILITIES

• The CLIENT assumes full and complete responsibility and liability for the content of all advertising copy submitted, printed, and published pursuant to this Agreement, and shall indemnify and hold the PUBLISHER harmless against any demands, claims, or liability for it. The CLIENT shall reimburse the PUBLISHER for any amount paid by the PUBLISHER in settlement of claims or in satisfaction of judgments obtained by reason of publication of advertising copy, including all expenses incurred in that regard, including, but not limited to, attorney’s fees and costs of litigation.
• All advertisements are accepted and published by PUBLISHER upon the representation that CLIENT is authorized to publish the entire contents and subject matter thereof. No liability is assumed as to any instructions received after closing date.
• PUBLISHER shall not be bound by any conditions, printed, or otherwise, on contracts, order blanks and/or instruction when such conditions clearly conflict with its policies.
• This contract, including the right hereunder, may not be assigned or transferred without first obtaining the consent of PUBLISHER in writing, nor may PUBLISHER be required to insert advertising hereunder for the benefit of any advertiser other than the one named on the face of this contract. Failure of PUBLISHER or CLIENT to enforce any of the provisions herein shall not be construed as a general relinquishment or waiver as to that or any other provision.
• PUBLISHER and CLIENT obligations hereunder are subject to the terms and conditions of applicable federal, state, and local laws and regulations
• PUBLISHER shall destroy all CLIENT advertising materials in its possession one year after the first insertion date.
• If any action at law or in equity is necessary to enforce or interpret the terms of this contract, the prevailing party shall be entitled to recover its reasonable and necessary attorney’s fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled.
• This contract shall be binding on and insure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns.
• In case any one or more of the provisions contained in this contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, that invalidity, illegality or unenforceability shall not affect any other provision in this contract and this contract shall be construed as if the invalid, illegal or unenforceable provision had never been contained in it.