COMMERCIAL ADVERTISEMENT TERMS AND CONDITIONS
This Agreement is made between:
A. The entity named in Item 1 of the Schedule (the Advertiser); and
B. Buddha’s Light International Association of Victoria Inc. (ABN 66 289 037 811) of 89 Somerville Road, Yarraville, Victoria 3013, Australia (BLIA Vic).
The parties hereby acknowledge and agree:
1.1. Festivalmeans the 2019 Buddha’s Day & Multicultural Festival to be held at the Venue on 18th & 19th May 2019
1.2. Printed and Online Material means any promotional poster, banners, official programmes and brochures, maps, press releases and any other materials which are printed, or posted online, by or for BLIA Vic to promote or commemorate the Festival.
1.3. Advertiser’s Advertisement means the Advertiser’s company or association name and/or logo as submitted by the Advertiser in accordance with the Advertisement Package.
1.4. Advertisement Fee means the fee payable by the Advertiser in accordance with the Advertisement Package
1.5. Advertisement Package means the Commercial Advertisement and Advertisement Package nominated by the Advertiser in Item 2 of the Schedule.
1.6. Venue means Federation Square, corner of Flinders Street and Swanston Street, Melbourne.
1.7. Naming Rights (for Vegetarian Cooking Demonstration) means the presentation of the Advertiser’s logo on two (2) banners with the title” Vegetarian Cooking Demonstration presented by [the Advertiser]”.
1.8. Social Media means the official Festival Facebook and Instagram page.
2. Advertisement Package
2.1. BLIA Vic will provide the Advertisement Package by presenting the Advertiser’s Advertisement in Printed and Online Materials in accordance with the terms of the Advertisement Package.
2.2. BLIA Vic will provide the Advertisement Package on condition that the Advertiser provides all details of the Advertiser’s Advertisement in accordance with the specifications set out in this Agreement on or before the deadline(s) specified in this Agreement.
3. Advertisement Fee
3.1. The Advertiser must pay a 50% deposit upon signing this Agreement which will be refunded only if BLIA Vic elects not to proceed with the Advertisement application pursuant to Clause 10 or terminates this Agreement pursuant to Clause 11. The remaining balance of the Advertisement Fee is due in full no later than 30 days prior to the Festival.
4. Content and Design of Printed and Online Material and/or Screen Signage
4.1. The Advertiser consents to BLIA Vic’s absolute and unfettered control over the design and creation of the Printed and Online Material based on the Advertiser’s Advertisement and consents to BLIA Vic’s selection, representation, reproduction, dimensions, sizing and use of the Advertiser’s Advertisement in the Printed and Online Material.
5. Logo Specifications for Printed and Online Material
5.1. Technical requirements: logo file to be in EPS or PDF format or high resolution JPG or TIFF format with minimum size 120mm x 120mm and 300dpi
5.2. The size of printed logos will be determined by the requirements of each printed material produced by or for BLIA Vic but the logo will not be greater than 5% of the printed material source.
5.3. BLIA Vic will determine the size of the logo for all online material in accordance to the requirements of the online material.
5.4. The Advertiser must submit its logo to BLIA Vic in accordance with Clause 5.1 within 7 days following its submission of this application but in any event no later than 60 days prior to the Festival.
6. Print Media Coverage
6.1. BLIA Vic will use reasonable efforts for the Advertiser to be promoted in any press release material which BLIA Vic publishes in any newspaper or other printed media source.
6.2. BLIA Vic reserves the right to use material to promote the Advertiser that it considers is appropriate for the type of media coverage.
7. Intellectual Property
7.1. The Advertiser acknowledges and agrees that BLIA Vic will be the owner of all right, title and interest including but not limited to copyright in and to the content of the Printed and Online Material except for any existing trade mark, service marks and copyright lawfully owned by the Advertiser or any other third party.
The Advertiser warrants to BLIA Vic that:
8.1. inclusion of the Advertiser’s Advertisement in the Printed and Online Material will not infringe any trademark, service mark, copyright, business name or any other intellectual property rights of any third party nor will its inclusion in the Printed and Online Material result in BLIA Vic breaching any statutory provision or regulation; and
8.2. the Advertiser’s Advertisement is not defamatory, false, misleading or deceptive and conforms with all statutory requirements and its inclusion in the Printed and Online Material will not be in breach of any statutory or contractual obligation to which the Advertiser and/or BLIA Vic is subject.
9.1. BLIA Vic is not liable for any errors or omissions in the material included either in the Advertiser’s Advertisement or in the Printed and Online Material, regardless of whether such errors or omissions arose due to any breach, carelessness or negligent act or omission by BLIA Vic. The Advertiser hereby releases BLIA Vic, its officers, servants, agents, assigns and licensees from all claims which the Advertiser has or may have or but for this Agreement may have had for negligence, defamation, infringement of copyright or trade mark or any other cause of action arising out of the inclusion or omission (whether in part or whole) of the Advertiser’s Advertisement in the Printed and Online Material or the use, misuse, adaptation, reproduction, distribution or publication of the Advertiser’s Advertisement.
9.2. The Advertiser accepts full and complete responsibility and liability for the content of any material or information submitted by Advertiser pursuant to this Agreement including responsibility and liability for defamatory material, false, misleading or deceptive statements, misrepresentations, infringement of trademark, business names, service mark or copyright or other intellectual property of any party and breaches of any statutory provisions. The Advertiser will indemnify and hold BLIA Vic, its officers, servants, agents, assigns and licensees harmless from all actions, claims, proceedings, losses, liabilities, damages, costs, fines and expenses including consequential damage incurred directly or indirectly by BLIA Vic, its officers, servants, agents, assigns and licensees by reason of the inclusion or omission (whether in whole or in part) of the Advertiser’s Advertisement in the Printed and Online Material and this indemnity will survive the termination or expiration or termination of this Agreement.
9.3. Without limiting any of the foregoing, BLIA Vic will not be liable for any loss or damage of revenue, profits, other economic loss of the Advertiser or of any party claiming through the Advertiser or for any special indirect or consequential damage of any kind resulting from the performance, termination, or any failure or omission by BLIA Vic to perform any obligation pursuant to the terms of this Agreement and whether resulting from breach of contract, negligence or otherwise howsoever even if BLIA Vic should have been aware that such loss or damage would or could possibly be incurred or sustained.
10. BLIA Vic may refuse Advertiser or Advertiser’s Advertisement
11.1. BLIA Vic may immediately terminate this Agreement by written notice to the Advertiser if:
(a) the Advertiser breaches a material term of this Agreement; and
(i) it cannot be remedied; or
(ii) if capable of being remedied, such breach is not remedied within 7 business days of a written request by BLIA Vic to remedy that failure;
(b) the name or reputation of BLIA Vic and/or the Festival is, in its opinion, brought into disrepute by the Advertiser or by being associated with the Advertiser or the Advertiser’s Advertisement;
(c) any warranty, representation or statement by the Advertiser becomes false or incorrect; or (d) BLIA Vic is unable to carry out its obligations under this agreement due to circumstances beyond its
11.2. If this Agreement is terminated under Clause 11.1(a)(b) or (c), all monies paid by the Advertiser to BLIA Vic will be forfeited and BLIA Vic is not liable to refund any monies.
11.3. If this Agreement is terminated under Clause 11.1(d) or Clause 10.2, BLIA Vic will refund any monies paid by the Advertiser to BLIA Vic less any costs incurred or owing by BLIA Vic to a third party as a result of its provision of the Advertisement Package up until the date of termination.
12.1. No amendment or variation of this Agreement is valid or binding on a party unless in writing and executed by both parties.
13.1. The terms and conditions of this agreement shall not be disclosed to any third parties without the prior written consent of both parties.
14.1. The rights of either party under this agreement shall not be transferable or assignable either in whole or in part.
15. Entire Agreement
15.1. This Agreement contains the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to the subject matter is replaced by this Agreement and has no further effect.