Terms & Conditions

Acceptance of Terms

By registering for and/or using the Service in any manner, including but not limited to visiting or browsing the Site, you agree to all of the terms and conditions contained herein ("Terms of Use") and all other operating rules, policies and procedures that may be published from time to time on the Site by MessageSpace, each of which is incorporated by reference and each of which may be updated by MessageSpace from time to time without notice to you in accordance with the terms set out under the "Modification of Terms of Use" section below. In addition, some services offered through the Service may be subject to additional terms and conditions specified by MessageSpace from time to time; your use of such services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference. These Terms of Use apply to all users of the Service, including, without limitation, users who are contributors of content, information, and other materials or services on the Site, individual users of the Service, venues that access the Service, and users that have a page on the Service.

Access

Subject to these Terms of Use, MessageSpace may offer to provide the Service, as described more fully on the Site, and which are selected by you, solely for your own use, and not for the use or benefit of any third party. Services shall include, but not be limited to, any services MessageSpace performs for you, creates and conduct any advertising and marketing campaign on your behalf and provides collaboration and sponsorships of brands which is subject to third party sites and services wherein MessageSpace is duly authorized to promote and market such brand on its platform and to use their respective trademarks on its website.

General

All Advertisements accepted for publication by MessageSpace are accepted subject to these terms and conditions. Any other conditions proposed by the Buyer shall be void unless accepted by MessageSpace in writing.

In these conditions:

• "Advertiser" means the person whose goods or services are advertised
• "Buyer" means the person placing the order for the insertion of the Advertisement
• "Medium" means the online publication taking the booking
• "MessageSpace Site" means the affiliated MessageSpace partner website(s) onto which an Advertisement is sold.
• "Insertion Order" the emailed order details sent before the order was executed. All Advertisements are accepted subject to space being available in the Medium.

Print Advertising

Copy must be supplied by the Buyer without application from MessageSpace. If copy instructions are not received by the agreed date, no guarantee can be given that any agreed proofs will be supplied or corrections made and MessageSpace reserves the right to repeat the most appropriate recent copy or omit the Advertisement. Where a layout or proof is submitted to the Buyer, it must be returned on the date specified and MessageSpace reserves the right to publish the Advertisement in the same form as any layout or proof submitted if the layout or proof is not returned on the date specified. In any of these cases, the total price of the order will remain unaltered.

If, at its discretion, MessageSpace considers it necessary to modify the space or alter the date or position of the Advertisement or make any other alteration to an Advertisement accepted for insertion, the Buyer will have the right to cancel the publication of the Advertisement if the alterations requested are unacceptable.

Where an Advertisement has been accepted by MessageSpace and includes inserts MessageSpace reserves the right to charge the full price if the inserts fail to arrive at the agreed time and place for insertion.

Charges will be made to the Buyer where printers are involved in extra production work owing to acts or defaults of the Buyer or the Advertiser.

Directory Advertising

MessageSpace cannot guarantee the position of any printed Advertisement. Advertisements will be placed as near as possible to the selected position as the page make-up permits. MessageSpace reserves the right to modify the wording of any classification or trade heading in the Medium or the Advertisement.

Requests for cancellation or reduction of an order may be considered but only if received in writing by MessageSpace within 28 (twenty-eight) days from signing the order providing that such notification is made at least 28 (twenty-eight) days prior to the final copy date.

Changes in printed copy must be confirmed in writing by the Buyer in time for the changes to be made to the Advertisement by MessageSpace. MessageSpace reserves the right to charge for any additional expenses involved in such changes.

Online Advertising

The Buyer must deliver complete creative content to MessageSpace at least 72 hours before 09:00 on the go-live date in a format which complies with MessageSpace's online ad formats for such content. To cancel or alter an order the Buyer must inform MessageSpace by e-mail at least 24 hours before 09:00 on the go-live date Otherwise, MessageSpace may not be able to achieve the specified go-live date but the Buyer must pay the full amount irrespective of whether any delivery target for impressions have been met.

If the Buyer is supplying creative content or change of creative to be used in rotations, in the form of a redirected advertisement, the Buyer must inform MessageSpace in advance.

If an Advertisement links to another site, the Buyer is responsible for maintaining the link and for the content of the linked site. MessageSpace may remove any Advertisement which contains content or links to a site which, in MessageSpace's opinion, is defamatory or objectionable or will bring MessageSpace into disrepute. The Buyer will indemnify MessageSpace from and against any claims or liability arising from links contained in an Advertisement.

Advertisements may contain only such information and code as is necessary to run the Advertisement effectively on the relevant MessageSpace Site. Advertisements may not contain tags, cookies, beacons or similar technology which identifies users of any MessageSpace Site or enables the Buyer or any third party to serve such users with any advertising other than the Advertisement.

If an Advertisement is supplied which does not comply with these terms and conditions or MessageSpace receives complaints regarding an Advertisement, MessageSpace may, at its discretion, remove the Advertisement from display without reference or liability to the Buyer.

Where an Advertisement is sold on a cost per thousand basis (CPM or "cost per mille"), MessageSpace will provide the Buyer with delivery statistics and campaign reports on request throughout the campaign period. The statistics and other reports provided by MessageSpace shall, in the absence of manifest error, be binding on the Buyer and are in lieu of any other right of audit.

The Buyer's sole remedy if MessageSpace, or its third-party subcontractors who may host and serve Advertisements from time to time, make an error in displaying any Advertisement is the cost of re-running the relevant Advertisement. Neither MessageSpace nor its subcontractors shall be liable for failure to display the Advertisement caused by circumstances outside their control.

Buyers and Advertisers agree to deal fairly and professionally with individuals who may respond to a recruitment related Advertisement and to indemnify MessageSpace from and against any claim brought by an individual against MessageSpace arising from a breach of this obligation or any other of these terms and conditions.

Buyer to Contract as Principal

The Buyer warrants that the Buyer contracts with MessageSpace as principal notwithstanding that the Buyer may be acting directly or indirectly for the Advertiser as an advertising agent or media buyer or in some other representative capacity. Where the Buyer is the Advertiser's agency, the Buyer warrants that it is authorised by the Advertiser to place the Advertisement with MessageSpace. In the event of the Advertiser disputing payment the Buyer accepts full responsibility for payment. In the event of a dispute the Buyer and MessageSpace accept that the terms specified and mutually assented to in the Insertion Order were the contracted terms of the order.

Delivery and Ownership of Materials

Materials delivered must conform to MessageSpace's specifications. MessageSpace reserves the right to charge the Buyer for work required to amend materials to conform to its specifications but accepts no liability for such work. Any intellectual property rights in designs prepared by MessageSpace shall remain the property of MessageSpace and Advertisements including such designs may not be reproduced without MessageSpace's consent.

Booking Procedures

If an Advertisement includes a promotion, competition or a special offer of merchandise the Advertiser must provide full details to MessageSpace on request.

Payments, Pricing and Invoicing

Prices published by MessageSpace from time to time are subject to revision at any time and orders are accepted on the condition that the price binds MessageSpace only in respect of the period specified in the applicable rate card.

Series of discounts shall apply only to orders placed in advance and completed within the agreed period. MessageSpace reserves the right to adjust advance discounts and/or to surcharge in the event of a series of Advertisements not being completed within that period. If the Buyer cancels the balance of a contract to publish a series of Advertisements, except in the circumstances set out herein under these Terms and Conditions, it relinquishes any series discount and all Advertisements will be paid for at the appropriate rate.

MessageSpace acts as principal in all advertising transactions. All prices quoted by MessageSpace are selling prices and are not pass-through costs unless otherwise agreed. MessageSpace purchases advertising inventory and services from third-party platforms and resells such services to Client at MessageSpace's published rates. Pricing is based on MessageSpace's proprietary methodology and commercial arrangements with suppliers.

Prices are exclusive of applicable taxes which the Buyer shall additionally be liable to pay to MessageSpace and MessageSpace shall be entitled to deduct any applicable taxes.

All prices quoted by MessageSpace are all-inclusive and include:

• Advertising inventory and media costs
• Platform fees and technology costs
• Data and targeting costs
• Creative services (when applicable)
• Campaign management and optimisation
• Reporting and analytics
• Account management
• MessageSpace's service fees and profit margin

Client acknowledges that pricing represents the total cost for services

MessageSpace will provide Client with invoices showing:

• Description of services provided
• Campaign details and period
• Total amount due
• Payment terms and due date

Client agrees that MessageSpace's invoices are final and binding absent manifest error in calculation.

Credit accounts must be settled in accordance with the terms shown on the invoice, which are strictly net. In default, all outstanding transactions will become liable for immediate settlement. Interest will be charged monthly on overdue accounts at the rate which shall be mutually agreed between the parties.

Any personal data whether provided by you as a part of the payments process, or collected automatically when you use the Service will be governed by MessageSpace's Privacy Policy accessible at messagespace.co.uk/privacy.

You also understand and acknowledge that MessageSpace only facilitates the third-party payment gateway for processing of payments. This facility is managed by a third-party payment gateway provider and you are required to follow all the terms and conditions of such third-party payment gateway provider.

You are responsible for the accuracy and authenticity of the payment information provided by you, including the bank account number/credit card details and any other information requested during the payment process. You represent and warrant that you have the right to use any credit card or other payment information that you submit. You agree and acknowledge that MessageSpace shall not be liable and in no way be held responsible for any losses whatsoever, whether direct, indirect, incidental or consequential, including without limitation any losses due to delay in processing of payment instruction or any credit card fraud.

You can file any complaint related to payment processing on the Site and the same will be forwarded to the concerned third-party payment gateway provider for redressal.

Shipping, Returns and Refunds Policy

To the extent permitted by applicable law, payments are non-refundable and we do not provide refunds or credits for any of the Services rendered by MessageSpace.

User Submissions

The Service may provide you with the ability to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Service. Such submissions may include, without limitation, the contents of enquiry forms and contact data and may be used by the Company to contact the user further in relation to their enquiry. All of your User Submissions are subject to the terms of the Privacy Policy.

Third-Party Links

The Service may contain links to third-party materials that are not owned or controlled by MessageSpace. MessageSpace does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website from the Service, you do so at your own risk, and you understand that these Terms of Use and MessageSpace's Privacy Policy do not apply to your use of such sites. You expressly relieve MessageSpace from any and all liability arising from your use of any third-party website, service, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Service, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that MessageSpace shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

Copyright Complaints

We respect the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify MessageSpace at sales@messagespace.co.uk providing relevant details of the claims.

Indemnity

You will indemnify and hold harmless MessageSpace and its directors, officers, employees and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Service, or (ii) your violation of these Terms of Use.

Limitation of Liability

Neither MessageSpace nor its directors, employees, agents, partners, suppliers, or content providers, shall be liable under contract, tort, strict liability, negligence, or any other legal or equitable theory with respect to the Service.

In the event that any exclusion contained herein shall be held to be invalid for any reason and MessageSpace or any of its affiliate entities, officers, directors, or employees becomes liable for loss or damage that could otherwise be limited, such liability whether in contract, tort or otherwise shall not exceed the lesser of (a) the fees paid by you to MessageSpace during the 12 months prior to the claim arising or (b) the amount insured under any applicable insurance maintained by MessageSpace.

Governing Law and Jurisdiction

These Terms of Use shall be governed by and construed in accordance with the laws of England, including its conflicts of law rules, and the United Kingdom. You agree that any dispute arising from or relating to the subject matter of these Terms of Use shall be governed by the exclusive jurisdiction and venue of the courts of England.

Modification of Terms of Use

MessageSpace can, at its sole discretion, modify or replace any of the Terms of Use, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Site or by sending you notice through the Service, via e-mail, or by another appropriate means of electronic communication. MessageSpace may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability.