As used in this section, “Top Shelf Music” and to each and any of the owners of web sites represented by Top Shelf Music; “Advertiser” shall refer to the Advertiser and its Advertising Agency or Agent, if there is one.
The Advertiser represents that it is the owner or is licensed to use the entire contents and subject matter contained in its advertising and collateral information, including: (a) the names and/or pictures of persons; (b) any copyrighted material, trademarks, and/or depiction of trademarked goods or services; (c) any testimonials or endorsements contained in any advertisement submitted to Top Shelf Music and published. In consideration of Top Shelf Music’s acceptance of such advertisements and information for publication, the advertiser and its agency will indemnify and save harmless Top Shelf Music against all loss, liability, damage and expense of any nature (including reasonable attorney’s fees) arising out of the copying, printing distribution or publishing of its advertisements. Advertiser and its agency acknowledges that all copyright interests in the published or distributed material shall remain with Top Shelf Music. If the Advertiser possesses any preexisting copyright interests in the advertisements, it grants Top Shelf Music the right to use, reproduce and distribute the advertisements.
Top Shelf Music reserves the right, without liability, to reject, omit or exclude any advertisement for any reason at any time, with or without notice to the Advertiser, and whether or not such advertisement was previously acknowledged, accepted or published.
Top Shelf Music shall not be held liable for errors in content or omissions. Should an error appear in an advertisement, Top Shelf Music’s liability will be limited to the cost of the advertisement (prorated for that portion of the schedule that has been completed). Under no circumstances will Top Shelf Music be liable for loss of income or profits or any consequential damages.
Advertising accepted for publishing must be accompanied by a contract signed by the authorizing parties.
Cancellation of an advertising contract can only be made after the advertising has appeared on Top Shelf Music sites for a minimum of thirty (30) days and with two weeks prior written notice from the Advertiser of their intention to cancel the advertising.
Advertiser understands that all frequency discounts are based on the Advertiser’s commitment to fulfilling the schedule indicated on this contract. If for any reason, this schedule is not met by the time of expiration or cancellation of this contract, the Advertiser agrees to pay a short rate charge on all advertising run. This charge will be equal to the difference between the rate shown in the contract and the rate earned based on the applicable rate card for the actual frequency completed.
No conditions other than those set forth herein shall be binding on Top Shelf Music unless specifically agreed to in writing by Top Shelf Music. Top Shelf Music will not be bound by conditions printed or appearing on order blanks or copy instructions submitted by or on behalf of the Advertiser.
Top Shelf Music will not be liable for any delays in delivery and/or non-delivery in the event of an act of God, action by any government entity, transportation, strike, network difficulties, electronic malfunction, etc. or any condition beyond the control of Top Shelf Music affecting production or delivery in any manner.
Invoices are due and payable upon receipt. Top Shelf Music shall have the right to hold the Advertiser and/or its Agency or Agent jointly and severally liable for such monies Top Shelf Music is due and payable on publication of advertising. If payments are not timely made within 90 days, Top Shelf Music at its option, may terminate this contract.