LXM MEDIA & PUBLISHING ADVERTISING TERMS & CONDITIONS
1. Acceptance and Definitions
The Terms apply to advertisements in/on:
1.1. any form of cabin branding (graphics) or digital inflight advertising placement (within IFE, IFC) as well as any other media provided by LXM Media & Publishing Ltd. (LXM); and/or
1.2. a website or application associated with any inflight advertising media provided or published by LXM; and/or
1.3. any other media in respect of which LXM has the rights to publish advertising (including but not limited to any of the following: inflight magazine; booking confirmation page; booking confirmation email; pre-travel reminder email; check in email; print at home boarding pass; post travel email; mobile advertising; seat- back; headrest cover) (collectively “Relevant Media”). (each an “Advertisement”, together the “Advertisements”).
1.4. By signing an order confirmation (the “Confirmation of Order”), the Advertiser (being the person, company or brand placing the order for the Advertisement, whether they are the advertiser of the product or service referred to in the Advertisement, or the advertising agency or media buyer for the Advertiser) accepts and agrees to be bound in full by the Terms.
1.5. The Terms are final, and binding and no variations will be allowed unless expressly agreed by prior written consent.
2. Charges & Payments
2.1. All Advertisements are accepted on the basis that they will be paid for by no later than close of business day on the Advertisement Campaign Launch date as set out in the Confirmation of Order, unless otherwise agreed in writing.
2.2. If credit terms are granted by LXM, it reserves the right to withdraw this facility at any time.
2.3. LXM’s standard credit terms require payment to be received as cleared funds within seven (7) days from date of the relevant invoice.
2.4. Prices quoted to Advertisers will be subject to sales tax as applicable.
2.5. All prices quoted within the European Union (the “EU”) will not be chargeable to VAT (or other sales tax) once the VAT status of the Advertiser is verified in accordance with the Supply of Services within Article 56 of the Council Directive 2006/112/EC, with the Advertiser being required to account for VAT under the reverse charge as appropriate. If the VAT status is not verified, then VAT will be charged at the current Austrian rate in line with Council Directive 2006/112/EC.
2.6. Invoices shall be paid in full. Any taxes, bank charges or other deductions shall be strictly for the account of the Advertiser.
2.7. Invoices shall be paid by Advertisers in the same currency as the relevant invoice. Any foreign exchange losses or charges shall be strictly for the account of the Advertiser.
2.8. If the Advertiser fails to pay any amounts due, LXM reserves the right to charge interest calculated at the rate of 8% per annum.
2.9. LXM may, in its absolute discretion, revise the prices charged for the Advertising at any time. These revised prices will not apply to any Confirmation of Orders signed prior to the date of such change.
3. Cancellations by Advertisement Type
3.1. Cabin branding advertising and/or digital inflight advertising campaigns, as per clause 1.1 published by the LXM:
3.1.1. An order for the above media type may be cancelled by notification in writing without liability up to 30 days prior to the relevant production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date.
3.1.2. Orders that are cancelled less than 30 days prior to the relevant production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date for any reason including a failure to provide or approve artwork or to make payment in accordance with the agreed terms, will be subject to cancellation charges as follows: 3.1.3. 20 – 30 days before the production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date, 25% of the total amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement. 3.1.4. 10 – 19 days before the production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date, 50% of the total amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement.
3.2. Advertising in any other media type, as per clause 1.2 and 1.3 above:
3.2.1. An order for the above media type that is cancelled for any reason at any time, after submission of the signed Confirmation of Order, will be subject to the cancellation charges as follows: over 30 calendar days prior to copy deadline stated on media kit or Confirmation of Order – 50% of the amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement, less than 30 calendar days prior to copy deadline stated on media kit or Confirmation of Order – 100% of the amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement.
3.3. If the Advertiser cancels part or all of the Order for an Advertisement Campaign, any series discount applicable to the Order shall cease to apply to the Order and the applicable Cancellation Charges shall apply to any cancelled Advertisement. The price of any Advertisement already published within the relevant Advertisement Campaign shall be recalculated and payable at the rate set out in LXM’s media pack located at www.lxm-group.com and any outstanding amounts shall be due immediately on demand.
4.1. All bookings are subject to space being available and requisite approval of the Artwork by LXM and where applicable the entity on behalf of whom the LXM provides the relevant media.
4.2. LXM reserves the right not to publish the Advertisement at any time for any reason.
4.3. If a booked Advertisement is not published at all solely due to a mistake on LXM’s part, LXM will try to offer an alternative publication date or media placement. If the alternative date or media placement is not accepted by the Advertiser, the original booking will be cancelled, and the Advertiser shall be entitled to a full refund if the Advertiser has paid in advance for the Advertisement. This shall be the Advertiser’s sole remedy for failure to publish the Advertisement.
4.4. If the Advertisement as reproduced by LXM contains a substantial error solely due to a mistake on LXM’s part, LXM shall, on request, re-publish the Advertisement at no additional cost to the Advertiser. LXM shall not be responsible for repetition of errors and it is the Advertiser’s responsibility to inform LXM of any errors and provide any necessary assistance to LXM to prevent a repeat of the error.
4.5. Should the Advertisement not be published due to the act or default of the Advertiser (or its suppliers or agents), then the Advertisement shall be paid for in full not withstanding that the Advertisement has not been published by LXM.
4.6. Under no circumstances shall LXM be liable for economic, consequential or special damages (including for any loss of profit, loss of opportunity, loss of goodwill, loss of anticipated saving and/or loss of revenue). The maximum liability of the LXM arising under or in connection with these Terms (whether for damages or breach of contract or otherwise) shall be limited to the actual price paid by the Advertiser for the relevant Advertising.
4.7. LXM reserves the right to dissolve of d any advertising material that has been in its custody for six months.
4.8. LXM will endeavour to reproduce Advertisements as provided by the Advertiser but cannot guarantee that the Advertisement will be identical.
4.9. LXM will not be responsible for any additions to, changes in, deletions from, delays in campaign start or withdrawal of any Advertisements that are required by any person or body that has the authority to regulate or control the Advertising.
4.10. Unless expressly stated in the Confirmation of Order, LXM cannot guarantee the position of Advertisements and all such decisions will be at the sole discretion of LXM. LXM will, however, endeavour to comply with the wishes of the Advertiser.
4.11. No alteration to, or modification of, approved artwork will be made by LXM once final approval by the Advertiser, in writing, has been supplied.
4.12. LXM does not accept liability for any errors in any Advertisement which has been approved for publication by or on behalf of the Advertiser.
4.13. Where approval cannot be obtained from the Advertiser despite LXM using all reasonable efforts, the Advertiser shall forfeit its right of approval and LXM reserves the right to publish the Advertisement and charge the Advertiser in full for the cost of the Advertisement.
4.14. LXM will deliver a proof of production and installation (or publication) of the campaign electronically, to every Advertiser.
4.15. The obligation of the Advertiser to pay for its advertising in accordance with the agreed terms shall not be conditional on the receipt of the proof of production and installation (or publication).
4.16. In respect of Advertisements published on a website, LXM does not guarantee continuous, uninterrupted access by users of the website on which the Advertisement is published but will use its best endeavours to provide this. A full and comprehensive reporting of relevant campaign KPIs will be provided post campaign or at defined intervals during the campaign.
4.17. LXM expressly does not guarantee the level of response in any form of advertising, nor the number of “click-throughs” or “impressions” from Advertising published in Relevant Media and on LXM provided websites and applications.
4.18. For the avoidance of doubt, nothing in these Terms will limit or exclude LXM’s responsibility for death or personal injury resulting from its own negligence, fraud or any other liability that cannot be excluded.
4.19. The Advertiser agrees to indemnify LXM, its parent, subsidiaries, affiliates, officers and employees fully in respect of any claim made against them arising from, or in connection with, the Advertiser’s breach of failure to perform any of these Terms and/or the publication of the Advertisement by the LXM, such indemnity to include all legal costs in defending any such claim.
4.20. Advertiser grants LXM the right to (i) use the Advertiser’s name, trademarks and/or logos as LXM may consider necessary for the purposes of publishing the Advertisement and (ii) to reproduce the Advertisement in any media for promotional purposes.
4.21. The Advertiser confirms that it has contracted to buy the Advertising exclusively based on the Media Kits provided by LXM and that it is not relying upon any other representation or warranty.
4.22. The signatory of the Confirmation of Order confirms that he/she is acting with the full authority of the Advertiser and is not acting ultra vires.
4.23. The Advertiser guarantees to LXM that (i) any information provided in connection with the Advertising is accurate complete, true and not misleading; (ii) it has obtained the consent of any living person whose name or image (in whole or in part) is contained in any Advertisement; (iii) the Advertisements are legal, decent, honest and truthful and are not contrary to the provisions of any relevant law, regulation or code of practice, and are not libellous or obscene and do not infringe the rights of any person (including any person’s intellectual property rights); (iv) the Advertising is not prejudicial to the image or reputation of the LXM or any of its affiliates; and (v) all Advertisements submitted digitally for publication will be free of any viruses and no Advertisement will cause an adverse effect on the operation of any website, aircraft or IFE (IFC) System.
4.24. The Advertiser is responsible for the delivery of the material the Delivery Deadline specified in the Confirmation of Order to LXM.
4.25. If no date is specified in the Confirmation of Order, all materials (such as Creatives) must be submitted in appropriate format, not later than 30 days prior to the campaign starting date.
4.26. Any costs incurred by LXM at the request of the Advertiser for the design of the Advertisements will be charged to the Advertiser regardless of whether the advertisement runs or not.
4.27. All artwork and transparencies are held at the Advertiser’s risk and should be insured by the Advertiser against loss and damage from whatever cause.
5. Force Majeure
5.1. LXM will not be liable for failure to perform any obligation under this agreement if such failure is caused by the occurrence of any unforeseen contingency or circumstances beyond the reasonable control of LXM, including without limitation internet outages, communication outages, fire, flood, war, Act of God or any other Force Majeure event.
6.1. The Terms of this agreement will survive any termination of the agreement.
6.2. Publication of an Advertisement by LXM does not mean that LXM accepts that the Advertisement has been provided in accordance with the Terms or that LXM has waived its rights under the Terms.
6.3. Telephone calls to and from LXM may be recorded for training purposes and dispute resolution.
6.4. These terms and conditions shall be governed by and construed in accordance with the Austrian Law.