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All Orders submitted to the Company shall be subject to these Terms and Conditions. | ||||||||
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1. Interpretation 2. Acceptance and Reservation 3. Advertiser's Obligations 4. Warranties and Indemnity 5. Materials 6. Discount on Fees 7. Limitations of Liability 8. Term, Termination And Consequences of Termination 9. General |
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| 1. INTERPRETATION | |||||||||
| 1.1 In the Order, and these Terms and Conditions, the following terms shall have the following meanings : | |||||||||
| "the Company" means TVB.COM Limited; | |||||||||
| "Advertiser" means the person and/or its agents described in the Order whose liabilities in the event that there are more than one person shall be joint and several; | |||||||||
| "Advertisement" means an electronic display of the Materials in the form of a banner advertisement or title sponsorship or any other form or in any manner whatsoever available on the Site; | |||||||||
| "Fees" means any fee or charge which is payable by the Advertiser to the Company in relation to the Order accepted by the Company; | |||||||||
| "Materials" means any content of advertising or promotional materials to be provided by the Advertiser under the Order (including without limitation any trade marks, logos or trade names); | |||||||||
| "Order" means the Advertiser's order for the display of Advertisement which order and any terms therein shall be subject to and governed by the provisions of these Terms and Conditions; | |||||||||
| "Posting Date" means the first date that the Advertisement is to be posted as specified in the Order which shall commence not earlier than 7 days before the date the Order is received by the Company; | |||||||||
| "Site" means the electronic site on the Company's web site www.tvb.com on which the Advertisement will be displayed; | |||||||||
| "Standard Rates" means the tables of Fees and other charges for Advertisements and other services published by the Company from time to time; and | |||||||||
| "Term" means in relation to the Advertisement, the period of time selected by the Advertiser in the Order for which the Advertisement is to appear from the Posting Date until the Order is terminated in accordance with its terms. | |||||||||
| 2. ACCEPTANCE AND RESERVATION | |||||||||
| 2.1 No Order shall be deemed to have been accepted by the Company until it is acknowledged and specifically by the Company. An accepted Order shall be governed by the Terms and Conditions contained herein and in the event that there are other terms and conditions contained in the Order, these Terms and Conditions shall prevail. | |||||||||
| 2.2 An accepted Order cannot be cancelled by the Advertiser. | |||||||||
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2.3 The Company reserves the right at all times to : 2.3.1 reject the Materials and may not accept the Materials unless it is amended to the reasonable satisfaction of the Company or may reject any accepted Order without the obligation to give any reason; |
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| 2.3.2 amend or remove the Advertisement from the Site if circumstances arise which in the Company's sole opinion makes such action advisable, appropriate or necessary; | |||||||||
| 2.3.3 suspend performance of any of its obligations in the event that the Advertiser fails to pay any Fee to the Company; and | |||||||||
| 2.3.4 amend any of these Terms and Conditions and the Standard Rates by posting the details of such changes on the Site and/or providing written notice to the Advertiser, provided that any change will not become effective until 14 days after the date of such notice. | |||||||||
| 2.4 The Company does not warrant or guarantee that the Advertisement will be located in any particular position on the Site in any particular form or that the Advertisement is accessible at all times. | |||||||||
| "2.5 The Company's record of the posting of the Advertisement on the Site shall be binding and conclusive. | |||||||||
| 3. ADVERTISER'S OBLIGATIONS | |||||||||
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3.1 The Advertiser shall: 3.1.1 promptly pay to the Company all Fees as and when they fall due. In default of payment, the Advertiser shall be liable to pay interest on the outstanding Fees at the rate of 2% per month from the date the Fees were due until full payment; 3.1.2 fully co-operate with the Company if any modification to the Advertisement becomes reasonably necessary in the Company's sole opinion; 3.1.3 not make any statement (whether express or implied) that the Company endorses, approves or guarantees the performance, description or quality of any goods, information or services which are provided by the Advertiser in its business; 3.1.4 comply with the laws, regulations and applicable advertising codes of practice of Hong Kong SAR; 3.1.5 be responsible to monitor the posting of the Advertisement and inform the Company promptly should it discover any error. |
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3.2 The Advertiser acknowledges that : 3.2.1 it is not the Company's policy to exercise any editorial control or amend Materials provided by the Advertiser; 3.2.2 it may only cancel, postpone or extend an Order in accordance with these Terms and Conditions; and 3.2.3 the acceptance of the Materials by the Company shall not affect the Advertiser's obligations, responsibilities and warranties under these Terms and Conditions and shall not diminish any of the Company's right against the Advertiser. |
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| 4. WARRANTIES AND INDEMNITY | |||||||||
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4.1 The Advertiser warrants that : 4.1.1 all representations and statements in the Materials are true and correct and that no advice, formula or instruction in the Materials will if followed or implemented by any person cause injury loss or damage to that or any other person; 4.1.2 none of the Materials will contain any statement which is obscene, indecent, defamatory or offensive; 4.1.3 the Materials will not infringe on any third party's copyright, trade marks, patents or any other proprietary or contractual rights; and 4.1.4 all consents and permissions required from third parties including without limitation performance rights societies for the Materials have been obtained. |
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| 4.2 The Advertiser shall indemnify and keep the Company indemnified against all costs, claims, damages and expenses (including without limitation, any legal costs on a full indemnity basis) directly or indirectly related to the Advertisement, the Advertiser's non-compliance with any Terms and Conditions herein or any breach or inaccuracy in any of the Advertiser's representations and warranties contained herein. | |||||||||
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