Terms & Conditions of ABC Marketing Solutions, LLC Advertising Orders
“Golf’s Luxury Living” and “Yachting’s Luxury Living” are publications (“Publications”) of ABC Marketing Solutions, LLC. These “Terms & Conditions” constitute the binding agreement between you (“Advertiser” or “you” or “your”) and ABC Marketing Solutions, LLC (“Publisher” or “we,” “us,” or “our”), regarding advertising promotions offered by Publisher to Advertiser. Advertiser’s placement and payment of an advertising order constitutes Advertiser’s agreement to these Terms & Conditions. If you have any questions regarding these Terms & Conditions, you may contact us by email at customerservice@ABC-Marketing.com, by fax at 954.834.2092, or by phone at 888.926.7216. The Terms & Conditions are as follows:
1. Publisher may amend these Terms & Conditions at any time. Changes to these Terms & Conditions will be in writing and will be posted on our website, www.ABC-Marketing.com, as applicable. Please check the website periodically for changes to these Terms & Conditions, which will be indicated by the date of any revision.
2. No terms, conditions, representations or warranties, whether verbal or in writing, appearing on or stated in any pre-sales materials, purchase confirmations, advertising orders, invoices, copy proofs or graphics design instructions, email or telephonic communications between Publisher (or its agents) and Advertiser, or any other communication between Publisher (or its agents) and Advertiser, which conflict with, vary, or add to these Terms & Conditions will be binding on the Publisher; and, to the extent that these Terms & Conditions are inconsistent with any such other terms, conditions, representations or warranties (all of which are expressly disclaimed herein), these Terms & Conditions shall govern and supersede any such terms, conditions, representations or warranties.
3. Rates are as quoted by Publisher and accepted by Advertiser at the time the advertising order is placed and are based, in part, on the estimated circulation of Publications as determined in Publisher’s sole discretion. All pricing information shall be the confidential information of Publisher, and Advertiser shall not disclose such information without obtaining Publisher’s prior written consent. Payment is due in full upon purchase confirmation from Advertiser to Publisher authorizing the advertisement placement within a selected Publication and otherwise in accordance with the specifications indicated on the advertising order. Sales are final upon the expiration of three (3) business days following payment, unless Publisher has received written request from Advertiser to cancel the advertising order within such three (3) business day cancellation period.
4. Advertiser is responsible for providing an advertisement copy or, if to be created in-house by Publisher’s graphics design department, all necessary advertising information and materials for a customized advertisement, to Publisher’s graphics design department in a timely manner as requested by such department. Publisher is not responsible for errors or omissions in any information or materials provided by Advertiser (including errors in key numbers) to Publisher or our graphics design department, or for any changes made after our graphics design department’s copy deadline communicated to Advertiser. Publisher may reject or cancel any advertising for any reason at any time, and Advertiser shall only be entitled to a refund of a percentage of the price paid by Advertiser under the advertising order equal to the percentage of advertising insertions remaining unplaced thereunder at the time of cancellation.
5. Advertiser understands, agrees and acknowledges that Publisher is not an affiliate of or otherwise under any contractual, express or implied, relationship with any club, association, or business identified in any pre-sales materials, purchase confirmations, advertising orders, invoices, copy proofs or graphics design instructions, email or telephonic communications between Publisher (or its agents) and Advertiser, or any other communication between Publisher (or its agents) and Advertiser, as a point of distribution for the Publications in which Advertiser’s advertisement will be placed by Publisher. Publisher makes no guaranty or warranty to Advertiser whatsoever, express or implied, relating to the display or subsequent distribution of such Publications at the time of and at any time following delivery by Publisher of the Publications to the points of distribution identified in Advertiser’s advertising order.
6. Advertisements simulating Publisher’s editorial material contained within the Publications, in appearance or style, or those that are not immediately identifiable as advertisements, are not acceptable. Advertiser agrees not to make promotional or merchandising reference to Publisher or its Publications in any way without the prior written permission of Publisher in each instance.
7. All advertisements including, without limitation, those for which Publisher has provided creative services, are accepted and published by Publisher subject to the representation by Advertiser that they are authorized to publish the content and subject matter contained therein in Publisher’s Publications (including for all purposes under these Terms & Conditions, Publisher’s website), and that such publication will not violate any law, regulation or advertising code or infringe upon any intellectual property rights or other rights of any third party. In consideration of the publication of advertisements, Advertiser shall indemnify, defend and hold Publisher and Publisher’s officers, directors, employees and agents, harmless from and against any and all losses and expenses (including, without limitation, attorney’s fees) (collectively, “Losses”) arising out of the publication of such advertisements in Publisher’s Publications
including, without limitation, Losses arising from third party claims for defamation, copyright or trademark infringement, misappropriation, unfair competition, violation of the Lanham Act or any rights of privacy or publicity, or any unfair commercial practices, misleading advertising or impermissible comparative advertising, and from any and all other claims or regulatory breaches, known or unknown, existing now or arising in the future.
8. Publisher has the right to insert the advertising anywhere within the selected Publications at its discretion, and any condition stated in any pre-sales communications, purchase confirmations, advertising orders, invoices, graphics instructions, email or telephonic communications between Publisher (or its agents) and Advertiser, or any other communication between Publisher (or its agents) and Advertiser, involving the positioning of advertising within the Publication (such as page location, competitive separation or placement facing editorial copy) will be treated as a positioning request only and cannot be guaranteed. Publisher’s inability or failure to comply with any positioning request shall not relieve the Advertiser of the obligation to pay for the advertising.
9. Publisher shall not be subject to any liability whatsoever for any failure to publish or circulate all or any part of any Publication because of strikes, work stoppages, accidents, fires, acts of God or any other circumstances not within the control of Publisher. OTHER THAN SPECIFICALLY STATED IN THESE TERMS & CONDITIONS, PUBLISHER EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND OR NATURE WHATSOEVER. UNDER NO CIRCUMSTANCES SHALL PUBLISHER’S LIABILITY TO ADVERTISER UNDER, IN CONNECTION WITH OR IN ANY WAY RELATING TO ANY ADVERTISEMENT OF ADVERTISER PLACED WITH PUBLISHER EXCEED THE AMOUNT PAID BY ADVERTISER TO PUBLISHER FOR THE ADVERTISEMENT. PUBLISHER SHALL NOT BE LIABLE TO ADVERTISER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, PROFITS, OR REVENUES), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF PUBLISHER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ADVERTISER ACKNOWLEDGES THAT THESE LIMITATIONS ARE AN ESSENTIAL ELEMENT OF PUBLISHER’S ACCEPTANCE OF ADVERTISER’S ADVERTISING ORDER, AND ABSENT SUCH LIMITATIONS, PUBLISHER WOULD NOT ACCEPT ANY ADVERTISING ORDER FROM ADVERTISER.
10. These Terms & Conditions will inure to the benefit of Publisher’s successors, assigns and licensees. If any provision of these Terms & Conditions shall be deemed unlawful, void or unenforceable, for any reason, by any court of competent jurisdiction that provision shall be modified in order to make it enforceable, while maintaining the original intent of the provision. Alternatively, if modification is not possible, such provision shall be stricken and shall not affect the validity and enforceability of the remaining terms. The failure of Publisher to exercise or enforce any right or provision of the Terms & Conditions shall not constitute a waiver of such right or provision. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to any advertising ordered by Advertiser or these Terms & Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred.
11. These Terms & Conditions are governed by the laws of the State of Florida as such laws are applied to agreements entered into and to be performed entirely in the State of Florida and between Florida residents. You agree to submit to the jurisdiction in Florida and that any claim arising under these Terms & Conditions will be brought solely in a court in Broward County, Florida, and that in connection with the litigation of any such claim, the prevailing party, in addition to any other relief to which it may be entitled, shall be entitled to recover from the non-prevailing party, its attorney’s fees, court costs and all expenses (without regard for any limitations set forth in the Statewide Guidelines for Taxation of Costs) including, without limitation, paralegal fees, investigative fees, administrative costs, expert fees and all other charges billed by the attorney of the prevailing party, incurred in the dispute and in negotiations preceding the initiation of, and during, any litigation or other legal proceeding, and all such fees and costs incident to appeals, other post-judgment proceedings, and in litigating entitlement to and the amount of such fees and costs to be awarded under this Paragraph 10.