Terms & Conditions for ads, third-party inserts, and other advertising formats

The following Terms & Conditions (T&C) apply to our advertising and third-party insert business, as well as other advertising formats; they will apply exclusively. Differing agreements will not be honoured unless there is a separate, mutual, and written agreement. These T&C will also apply if the contractor has unconditionally performed the client’s advertising order knowing that the latter’s T&C contain contradictory or differing conditions.

Definitions
“Advertising order” in the meaning of the following T&C is the contract (which may also be oral or by phone) regarding the publishing of one or several ads or other means of advertising (henceforth collectively referred to as “ads”) from an advertiser or other party placing ads in a journal, in another print product, or in an e-paper, for the purpose of distribution. For ads and online advertising media, please refer to the separate T&C for Online Media.
“E-paper” is an edition of a newspaper or journal published in electronic format without a carrier medium, whose editorial and advertising content (notwithstanding any additional functions resulting directly from the technical options for their use, such as linking) is mostly identical to the print issue by the same name, and which – with regard to the ads included therein – is marketed together with the print issue.
“Other means of advertising” may, for example, include inserts or attached (stapled, glued) media.
”Ads” may consist of one or several of the following elements:

  • an image or text;
  • sound sequences and moving images;
  • a sensitive area that, when clicked on, establishes – by means of an online or mobile address listed by Client – a connection to additional data located in the area of Client or a third party.

The “Client” is the advertiser.
The “Publisher” is the corresponding individual publisher within the Keppler Medien Gruppe in whose journal/electronic publication, etc. an advertising order is placed.


1. Calling off ads
In case of doubt, ads must be called off for publication within a period of one year from the contract date. If a contract allows calling off ads individually, in case of doubt, the order must be executed within a period of one year from the date the first ad was published, as long as the first ad is called off and published within the period specified in sentence 1. The client may also call off additional ads beyond the number of ads specified in the order within the contractual period, or the periods specified in sentence 1 and 2.

 2. Ad rates and formats
2.1. Ad rates can be found in the publisher’s rate card in effect at the time the contract is entered. If ad rates change after the contract has taken effect, the publisher may invoice the rate from the rate card effective at the time of publication.
2.2. Generally, the formats that are available for publishing ads are the ones listed in the rate card in effect.
2.3. Price changes for advertising orders that have already been placed will be effective for companies if the publisher has announced them at least one month before the publication of the ad or other means of advertising. In case of a price increase, the client will have the right to rescission. The right to rescission must be asserted in writing within a period of 14 days from receipt of the notification of the price increase.

3. Circumstances beyond publisher’s control
If an order cannot be completely performed for reasons beyond the publisher’s control, the client must, notwithstanding any additional legal obligations, reimburse the publisher for the difference between the discount granted and the discount due according to the actual number of ads called off. Such reimbursement does not apply if the non-performance is caused by Force Majeure within the publisher’s scope of risk.

4. Timely submission
Orders for ads, third-party inserts and other means of advertising that, by special agreement, are to be published exclusively in specific issues, specific editions or in a specific location of the publication, must be received by the publisher in such a timely manner that, if the order cannot be fulfilled in the way requested, the client can be notified before the advertising deadline has expired. Classified ads will be published in the corresponding section without an express agreement being required.

5. Identification
Ads that are not recognizable as ads due to their editorial design will be clearly labelled with the word “Advertisement” by the publisher.

6. The right of refusal
Without acknowledging a legal obligation, the publisher reserves the right to refuse advertising orders – including individual calloffs within a contract – and orders for other advertising media because of their content, origin or technical form, based on the publisher’s uniform, objectively justified guidelines, if their content violates laws or government authorities’ regulations, or if their publication cannot reasonably be expected of the publisher. This also applies to orders placed with representatives. Advertising media containing advertising from or for third parties (co-op advertising) will require a prior written acceptance declaration from the publisher in each individual case. The publisher will be entitled to charge a co-op surcharge. Orders for other advertising media will not be binding on the publisher until a sample of these advertising media has been received and the publisher’s approval has been given. The client will be promptly notified if an order is rejected.

7. Print-ready copy/artwork
7.1. The client is solely responsible for promptly providing flawless copy/artwork, third-party inserts or other advertising media that correspond to the publisher’s specifications. The publisher warrants the usual printing quality for the selected publication within the framework of the possibilities afforded by the copy/artwork. The publisher will promptly request replacements for obviously unsuitable or damaged copy/artwork. If defects in copy/artwork cannot be identified immediately and do not become obvious until during printing, the client is not entitled to any claims if printing is insufficient.
7.2. The publisher is not liable for any errors of any kind due to communication by phone.
7.3. If the published ad does not meet the contractually owed quality or performance, the client is entitled to a payment reduction or a flawless replacement ad or replacement publication of the other advertising media only to the extent to which the purpose of the ad has been impacted. The publisher is entitled to refuse to provide a replacement ad or replacement publication if the required effort on publisher’s part is, in good faith, grossly disproportionate to the client’s interest in performance, or if it would only be possible for the publisher at disproportionate cost. If the publisher misses a grace period provided for this purpose, or if the replacement ad is not flawless either, the client will be entitled to a reduction in payment or order cancellation, unless the defects are insignificant.
7.4. Complaints of any kind must be brought within four weeks from the statutory start of the limitation period.

8. Ads for electronic issues
If an e-paper includes ads suitable for electronic issues (banner, target URL, AltText and, if applicable, schedules), the following will apply:
8.1. The client must provide complete, flawless and suitable ads for electronic issues (banner, target URL, AltText and, if applicable, schedules) in their final electronic format.
8.2. If the files are stored on the client’s or a third party’s server, the client will, taking into account the above conditions, provide the URL of the ad to be published.
8.3. Any variances must be promptly coordinated with the publisher in writing. The above will also apply in analogy to the addresses provided by the client to which the ad is to be linked.
8.4. The publisher will promptly request replacements for obviously unsuitable or damaged ads. In case of improper – in particular, late – delivery or retroactive changes, the publisher cannot warrant the contractual distribution of the ad.
8.5. If the client, after expiry of the above periods, wants to substitute or modify ads, or deviate from any existing schedule, the publisher will check if such changes can still be made with regard to the originally agreed-on publication date. If this is not the case, the original agreement will apply.

9. Warranty and liability
9.1. Within the framework of the foreseeable requirements, the publisher will warrant the best possible reproduction of the ad that corresponds to the relevant usual technological standard. This warranty will not apply to non-essential errors. The client knows, however, that it is not possible in the current state of the art to achieve a completely faultless reproduction of the ad at all times. In particular, issues caused by the following will not constitute a fault in the presentation of the ad:

  • The use of unsuitable display soft- or hardware (e.g., browser) of the user or the Internet Service Provider, or if the fault in the ad’s reproduction does not impact its purpose in a significant way, or
  • Interruption of the communications networks (including, but not limited to, line or power failures) at the publisher’s or another operator’s, or
  • Computer failure caused by system crashes or line failures, or
  • Incomplete and/or non-current offerings stored for the interim on so-called proxy servers or in the local cache, or
  • A failure of the ad server used by the publisher that does not last longer than 24 hours (consecutively, or added) within a period of 30 days from the start of the contractual insertion.

9.2. Interruptions arising from defects of the client’s computer, as well as interruptions in the communication paths from the client to the publisher’s servers are exempt from warranty.
9.3. In the case of an ad server failure for a significant period of time (more than 10% of the time booked) of a time-linked fixed booking, the publisher will attempt to replace the failed media performance. If a replacement attempts fails, the client’s obligation to pay shall become void for the media services that have not been realized, or that have not been incurred on average. Further claims are excluded.
9.4. Outside its sphere of influence, the publisher will not bear the risk of data loss on the transmission path, nor will the publisher assume any warranty and/or liability for data security. The transfer of risk takes place when the ad is received on one of the publisher’s servers.
9.5. The publisher will eliminate interruptions and errors of its servers that are more than inessential as fast as possible, and will strive to eliminate inessential impairments within a reasonable period of time.
9.6. The publisher is not obliged to review the provided ads or other advertising media for their correctness, currentness, completeness, professionalism, quality, and/or freedom from errors, and will not assume any – explicit or implicit – warranty or liability for any of this.
9.7. The publisher will only pay damages
- In case of intentional misconduct, gross negligence, and lack of a warranted property;
- In all other cases, from violation of a cardinal obligation, default, or impossibility of performance for losses whose occurrence was reasonably to be expected when the contract was entered; not, however, for any special, accidentally occurring or incidental damage or consequential damage. Towards merchants, in any case, liability for gross and simple negligence – in case of vicarious agents who are not legal representatives or executive employees, also for intentional conduct – will be limited to the loss that is usually and typically foreseeable in such cases and outside of the client’s control.
To the extent a cardinal obligation in the above meaning has been violated negligently, the publisher will not be liable beyond the amount of compensation it receives, or would have received, for publishing the respective advertising medium.
9.8. Liability for losses due to bodily injury, as well as injury to life and health, as well as the German Product Liability Act shall remain unaffected.
9.9. Claims for damages on the part of the client can only be based on defects as long as the publisher is responsible for them according to Sec. 276, 278 BGB (German Civil Code).
9.10. Apart from intentional conduct and gross negligence, the publisher will not assume any liability for the access quality and option, and the display quality, for memory failure, interruption, any delay, deletion and error transmission during communication.
9.11. No. 9.10. does not apply to States or jurisdictions that do not allow the exclusion or limitation of liability for consequential or incidental damage.
9.12. The statute of limitations for all claims against the publisher from violation of contractual obligations will expire one year from the statutory start of the limitation period, unless the claims are based on intentional conduct.
9.13. In case of interruptions of operations or Force Majeure, illegal labour disputes, unlawful seizure, traffic interruptions, general raw material or energy shortages and such – both in the publisher’s operations as well as in external operations the publisher is using to perform its obligations – the publisher will be entitled to claim full payment for the published ads if the publisher’s object has been distributed at a rate of 80% of the copies sold – or warranted otherwise – by the publisher on average during the past four quarters. In case of lower sales rates, the invoice amount will be reduced at the same ratio of guaranteed sold or warranted copies vs. the actually distributed number of copies.

10. Proofs
Proofs will only be provided upon express request. The client will be responsible for the correctness of the returned proofs. The publisher will take into account all error corrections received by the deadline set when the proofs were sent out.

11. Size provision
Unless specific size requests have been specified, the invoice will be based on the actual printed height typical for the type of ad.

12. Payment term
The invoice is payable within the period specified in the rate card unless, in individual cases, a different payment term or advance payment has been agreed on in writing. Any discounts granted for early payment will be overned by the rate card.

13. Payment default
If a payment is late or the due date is extended, the customary bank interest plus collection costs will be charged. In case of default, the publisher may suspend the continued performance of the current order until payment has been made, and request prepayment for the remaining ads. In case of justified doubt about the client’s ability to pay, the publisher is entitled to tie the publishing of further ads, even during the term of a current ad order contract, to the prepayment of the amount and the settling of existing unpaid invoices by the ad submission date, regardless of the originally agreed-on payment date.

14. Tearsheets for journal ads
Upon request, the publisher will provide a tearsheet with the invoice. Depending on type and scope of the ad order, clippings, entire pages or complete issues will be delivered. If a tearsheet cannot be provided, a legally binding publisher’s certificate will take its place, stating that the ad has been published and distributed.

15. Additional costs
The client will bear the costs of generating requested drawings, films and files, as well as of any significant changes to originally agreed-on versions the client has requested or is responsible for.

16. Print run reduction
In the case of a contract for several ads, a decrease in circulation may entitle the client to claim a rate reduction if the total average circulation listed in the rate card or elsewhere –or if this figure is not published – the actual circulation for the year of insertion, which begins with the first ad, is lower than that of the previous calendar year.
A decrease in circulation will only constitute a defect entitling the client to a rate reduction if this decrease amounts to

  • 20% for a circulation of up to 50,000 copies,
  • 15% for a circulation of up to 100,000 copies.

Beyond this, claims for rate reductions are excluded from contracts if the publisher has given the client notice of the circulation decrease in such a timely manner that the latter was able to rescind the contract before publication of the ads.

17. Box number ads
For box number ads, the publisher will apply the care of a prudent merchant for the safekeeping and timely forwarding of offers. Mailings received for box number ads, including registered letters and express letters, will be retained for no more than two weeks, and sent by normal mail or email. Submissions received after a period of more than four weeks may be destroyed. The publisher will return valuable documents, without having any obligation to do so. Letters exceeding the admissible DIN C4 (weight 500 g) format, as well as goods, books, catalogue mailings and packages are exempt from forwarding and will not be accepted. However, acceptance and forwarding may be agreed on, after all, in exceptional cases, as long as the client pays for the postage/costs arising.

18. Retention obligation
If copy/artwork is, in exceptional cases, accepted as hardcopy or in another non-digital format, it will only be returned to the client upon special request. The obligation to retain it will end after a period of three months from expiry of the contract.

19. Granting and warranty of rights
19.1. The client warrants that it is the owner of all rights required for publishing the ad. The client solely will bear the responsibility for the content and the legality of the copy and image material, as well as the advertising media provided for insertion. Within the framework of the ad order, the client will indemnify and hold the publisher harmless from all third-party claims that might arise due to violation of legal regulations, or based on press law. If rebuttals are published, the reimbursable costs will be determined according to the rate card. In addition, the publisher will be indemnified and held harmless from the costs of any required legal defence. The client must support the publisher in good faith with information and documentation in any legal defence against third parties.
19.2. The legal responsibility, including, but not limited to, the responsibility for the content of any and all ads under competition law will be borne exclusively by the client. It is obliged to review carefully that the contents do not violate legal regulations, and it must warrant that the contents of the relevant ads do not violate third-party rights. The client warrants that it will not distribute or refer to illegal or immoral contents.
19.3. The client will transfer any and all rights of use, ancillary copyrights and other rights necessary for using the ads in print online media of all kinds to the publisher, including, but not limited to, the right to reproduction, distribution, transmission, broadcasting, making publicly available, retrieval from a database and call-off; and this namely – within the performance of the contract – transferable to third parties, and in the scope of time and content that is necessary for performing the contract. The preceding rights entitle to insertion by means of all known technological processes, as well as of all known formats of online media.

20. Court venue and applicable law
Ad order contracts are subject to German law, to the exclusion of international private law. The application of CISG (United Nations Convention on Contracts for the International Sale of Goods) is excluded. Unless stated otherwise in the order confirmation, the place of fulfilment is our company seat. The court venue is Offenbach am Main. The parties retain the right to bring complaints or initiate other court proceedings at the other party’s general court venue. Mandatory statutory regulations regarding exclusive court venues will remain unaffected.

21. Data privacy
21.1. According to the German Telemedia Act (TMG), Federal Data Privacy Act (BDSG), as well as other data privacy regulations, the client is herewith notified of the fact that the personal data that provided in the context of using services from the publisher, including, but not limited to placing and processing orders, will be exclusively stored in a machine-readable format, processed and used for the purpose stated by the client unless a consent for a different type of use has been provided, as well as for the purpose of accounting and compensation.
21.2. The publisher is entitled to collect, process, store and use the client’s or interested party’s personal data in the context of placing and processing orders, as well as the availability query, to the extent this is necessary in order to allow the client the publication and the use of the publishers services, and in order to be able to perform the accounting. In addition, the publisher is entitled to access these data to maintain its operations. The publisher will not share personal data with third parties. This will only occur if required by law, or with the client’s consent.
The publisher warrants confidential handling of these data.

(Date: 10/2015)

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