Media Product Terms
IMPORTANT: THESE ARE THE PRODUCT TERMS PERTAINING TO FINSBURY MEDIA (“FINSBURY MEDIA” OR “WE”) PPC, DISPLAY AND Finsbury Media REMARKETING PRODUCTS (COLLECTIVELY, THE “MEDIA PRODUCTS”). THESE MEDIA PRODUCT TERMS ARE REFERRED TO IN THE FINSBURY MEDIA ADVERTISING SERVICES TERMS AND CONDITIONS (THE “ADVERTISING TERMS”) AND ARE INCORPORATED THEREIN.
PLEASE READ THIS CAREFULLY. YOUR EXECUTION OF AN BOOKING FORM FOR ADVERTISING SERVICES WHICH INCLUDES MEDIA PRODUCTS CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE MEDIA PRODUCT TERMS.
IN THE EVENT OF A CONFLICT BETWEEN THESE TERMS AND THE ADVERTISING TERMS AND/OR ANY BOOKING FORM, THESE TERMS SHALL CONTROL.
WE RESERVE THE RIGHT TO MAKE CHANGES TO THESE TERMS AND/OR THE SERVICES AT ANY TIME IN ACCORDANCE WITH THE PROCEDURE SET OUT IN THE SECOND PARAGRAPH OF THE ADVERTISING TERMS.
Terms not defined herein shall have the meaning set forth in the Advertising Terms.
1. Advertising Placement and Location
a. Placement. Finsbury Media shall determine, in its sole discretion, on which online properties (the “Publishers”) the advertising content ( “Ads”) will run and when, during the course of any Campaign involving the Media Products. Advertiser acknowledges that Finsbury Media does not operate or control the Publishers – with the exception of its own proprietary online directory or other properties owned or operated by Finsbury Media (the “Finsbury Media Properties”). Advertiser further acknowledges that at any time during a Campaign, the Publisher mix may change. Finsbury Media makes no guarantees about when or where the Ads will be displayed by the Publishers or by Finsbury Media.
b. Geotargeting. Finsbury Media will use commercially reasonable efforts to place Ads such that they will be seen by consumers searching for services in the target locales identified during the Campaign initiation process, but Finsbury Media does not guarantee that Advertiser’s Ads will only be displayed to consumers searching for services in the target locales
c. Finsbury Media Properties and Third Party Directories. Advertiser authorizes Finsbury Media to create and post online, in the Finsbury Media Properties or the directories of third parties, profile page(s) for Advertiser, which may include the following information regarding Advertiser: name, phone number, email address, physical address and information regarding the products or services to be advertised (the “Local Profile”).
2. Campaign Logistics
a. Duration. Upon receipt of Booking Form duly signed and executed by Advertiser and accepted by Finsbury Media, Finsbury Media will initiate the process of setting up the Campaign. The duration of the Campaign (the “Campaign Period”) shall run from the Actual Start Date until the Actual End Date, unless earlier terminated by the parties as set out in the Advertising Terms. The “Actual Start Date” refers to the actual commencement date of a Campaign. Advertiser acknowledges that Finsbury Media will target ten (10) business days to review and prepare the Campaign. However, this may be longer if Finsbury Media has been asked to provide creative services or if Finsbury Media experiences technical difficulties with Advertiser’s Campaign or requires further input from Advertiser before the Campaign is distributed to the Publishers. The Publishers may then take additional time to commence dissemination of the Campaign. Accordingly, the Actual Start Date will generally be later than the Estimated Start Date specified on the Booking Form. The “Actual End Date” of a Campaign will be the day when 98% or more of the CLO Fees (as defined in section 3 below) for the last Campaign Cycle (the number of Campaign Cycles committed to in a Campaign Period will be set out in the Booking Form) have been exhausted, unless the Booking Form states otherwise. Any non-exhausted CLO Fees in a Campaign Cycle (if any) will be applied to the following Campaign Cycle within the respective Campaign Period. At the end of the Campaign Period any non-exhausted CLO Fees (if any) shall accrue to Finsbury Media. Advertiser can view the amount of CLO Fees expended updated on a daily basis on the dashboard of the FM platform. Advertiser acknowledges that it may take more or less time to exhaust the CLO Fees due to, among other things, any scheduling and inventory constraints of the Publishers.
b. Campaign Cycles. Each Campaign Period consists of 1 or more Campaign Cycles. For Media Products, the Campaign Cycle is the period of time from Finsbury Media commencement of applying the CLO Fees until such time as no less than 98% of the CLO Fees has been utilized. While, on average, this is approximately a thirty (30) day period, Finsbury Media makes no guarantees for that Campaign Cycle with respect to the time it takes to fully utilize the CLO Fees. Advertiser acknowledges that all statistics provided by Finsbury Media evidencing such utilization shall be conclusive and binding on Advertiser for all purposes of this Agreement.
a. Description of Fees. Advertiser agrees to pay the following, in the amounts set forth on the Order Form:
i. Campaign Media, Management and Optimisation Fees or CLO Fees refer to the recurring amounts payable to Finsbury Media for the Media Products for each Campaign Cycle.
ii. Tracking Technology Services Fees refer to the service fees charged per Cycle, in the amounts set forth in the Order Form, in connection with the tracking technologies incorporated in the Media Products (the CLO Fees and Tracking Technology Services Fees are collectively referred to herein as “Cycle Payment/Budget or Spend”).
iii. Campaign Set-Up Fee refers to a one-time fee for the set-up of a campaign, which includes, but is not limited to, Publisher set up, keyword generation,, phone tracking set-up, creative services and other similar set-up requirements. With respect to Finsbury Search, the Campaign Set-Up Fee also includes a review of the campaign within the first 60 days of the campaign.
b. Timing of Payment. Prior to the initial Campaign Cycle, Advertiser shall pay the Cycle Payment for the initial Campaign Cycle and the Campaign Set-Up Fees, if applicable. Advertiser shall also remit the Cycle Payment in advance of each subsequent Campaign Cycle. In order to avoid any pauses in the campaign, Finsbury Media may cause payment to be made through ACH for the upcoming Campaign Cycle when 66% of the CLO Fees for the current Campaign Cycle has been exhausted (or earlier if necessary due to Bank holidays). Advertiser understands and acknowledges that all amounts owed must be paid in advance of each Campaign Cycle and that, in addition to being in breach of Advertiser’s contractual obligations, Advertiser’s campaign may be paused or terminated if timely payment is not made.
4. Advertising Content/Keywords
a. Ad Content. Advertiser will deliver all content required for any Ad to Finsbury Media. If such content does not conform to Finsbury Media or any Publisher’s specifications, then Finsbury Media or the Publisher may, in its sole discretion, modify or reject such Ad to meet Publisher’s or other technical requirements or to address Campaign performance issues. If rejected, Finsbury Media will then refund any applicable amounts paid in advance. Advertiser acknowledges that it may be limited in its ability to make further modifications to its Ads after they have been delivered to Finsbury Media. The acceptance of an Ad does not constitute approval or endorsement of the Ad by Finsbury Media or by any Publisher, for purposes of this Agreement or otherwise.
b. Keywords. With respect to Finsbury Search, Finsbury Media shall have discretion to select the individual words or phrases ( “Keywords”) to be used in connection with the Campaign. Advertiser may also request the use of certain Keywords. While Finsbury Media will use reasonable efforts to use these Keywords, Finsbury Media makes no guarantees that all such Keywords will be used. To the extent that Finsbury Media uses Keywords of its choosing, it shall be under no obligation to disclose such Keywords to Advertiser. To the extent that Advertiser elects to use Keywords that include the names of its competitors or trade marked terms ( “Competitor Keywords”), Advertiser does so at its own risk and acknowledges and agrees that it bears all liability associated with such action. Without limiting the foregoing, Advertiser further acknowledges that Finsbury Media may, at any time and in its sole discretion, remove Competitor Keywords, but will not be obliged to do so.
5. Optimised Mobile Landing Pages
Unless Advertiser is otherwise purchasing a website solution from Finsbury Media (which includes a mobile website), already has purchased a mobile website solution, or explicitly requests to NOT have an optimised mobile landing page, for so long as Advertiser has an open Booking Form for any of the Media Products, Advertiser shall be given, for no additional charge, an optimised mobile landing page (the “Mobile Landing Page”), which will be displayed if a consumer, using a mobile cell phone or smart phone (not a tablet), navigates to Advertiser’s site as the result of the Media Products. The Mobile Landing Page will not include any secure pages. The Mobile Landing Page will be drawn from Advertiser’s native website, including, without limitation, trademarks and service marks on Advertiser’s site (the “Web Content”), as determined by Finsbury Media, in its sole discretion. The Mobile Landing Page will be hosted by a third party selected by Finsbury Media in its sole discretion. In order to effectuate the foregoing, Advertiser grants Finsbury Media a non-exclusive, royalty-free, sublicensable, worldwide license to use, reproduce, publish, display, distribute, extract and modify the Advertiser Content solely in connection with the performance of its obligations pursuant to this Agreement. Advertiser retains exclusive ownership and all right, title and interest in and to all the Web Content. The format and look and feel of the Mobile Landing Page shall be owned by Finsbury Media or its third party providers. Advertiser will not (i) decompile, reverse engineer or reverse assemble any portion of the Mobile Landing Page or attempt to discover any source code or underlying ideas or algorithms of the Mobile Landing Page; (ii) sell, assign, sublicense, rent, lease, loan, distribute or otherwise transfer all of any portion of the Mobile Landing Page; (iii) make, have made, reproduce or copy the Mobile Landing Page; or (iv) cause or authorise any other party to do any of the foregoing.