Terms and Conditions
This agreement is governed by the laws of Victoria and the parties submit to the non-exclusive jurisdiction of the courts of that state. In the interpretation of this agreement:
- Parties must perform their obligations on the dates and times fixed by reference to the capital city of Victoria;
- Reference to an amount of money is a reference to the amount in the lawful currency of the Commonwealth of Australia;
- If the day on or by which anything is to be done is a Saturday, a Sunday or a public holiday in the place in which it is to be done, then it must be done on the next business day;
- References to a party are intended to bind their executors, administrators and permitted transferees; and
- Obligations under this agreement affecting more than one party bind them jointly and each of them severally.
2. Operative provisions
Equine Eazy agrees to publish the Advertisement on the equineazy.com.au website (“the Website”) for a period the period agreed between the parties. If the Advertiser desires to remove the Advertisement from the Website prior to the end of this period, the Advertiser must request Equine Eazy in writing. No refund will be made for such early withdrawal of Advertisement.
The Advertiser shall pay Equine Eazy for publication of the Advertisement on the Website at the rates disclosed to the Advertiser prior to publication.
Advertiser shall deliver the Advertisements to Equine Eazy digitally at least five (5) business days before the scheduled start date. Advertiser shall be solely responsible for providing the Advertisement in the format required for display. Advertiser acknowledges that Equine Eazy will not be responsible or liable for the quality of any portion of the Advertisement that does not meet the established mechanical criteria. If at any time Advertiser desires to modify its content, it shall provide a written request to Equine Eazy specifying in detail the modification desired. Equine Eazy shall, within a reasonable time, effectuate the modifications to the content.
Advertiser shall be fully responsible and liable for the content contained in the Advertisement. Equine Eazy is not responsible for, and in no way warrants, guarantees, or ratifies, the representations made or implied in the contents.
6. Prohibited Content
Advertisements shall not contain:
- any content promoting the use of alcohol, tobacco or illegal substances; nudity, sex, pornography, or adult-oriented content;
- any content which is explicative or inappropriate language;
- content promoting illegal activity, racism, hate, "spam", mail fraud, pyramid schemes, or investment opportunities or advice which is not permitted under law;
- content that is libellous, defamatory, contrary to public policy or otherwise unlawful or any other content deemed inappropriate by Equine Eazy in its sole discretion. Use of any such inappropriate content by the Advertiser will result in the suspension, termination and removal of the Advertisement or any other action deemed necessary by Equine Eazy in its sole discretion.
Equine Eazy reserves the right to review and approve the suitability of the Advertisement submitted. Website Equine Eazy may reject or cancel any Advertisement for any reason which it believes in good-faith to be detrimental. If Equine Eazy so rejects Advertiser's Advertisement or terminates its display, then this Agreement shall be terminated, and Website Equine Eazy will return any prepaid advertising fees to Advertiser.
Advertiser grants Equine Eazy a limited, non transferable, nonexclusive license to copy, use, store, set up, publicly display, publicly perform and transmit the Advertiser’s Advertisement (including any tradenames, trademarks and service marks shown) during the term of this Agreement and solely in connection with this Agreement. Upon termination of this Agreement, Equine Eazy will remove the Advertiser’s Advertisement, destroy all copies of it and cease further display of the Advertisement.
Nothing in this Agreement grantsAdvertiser any right to use the name, trademark, or service mark of Equine Eazy in any advertisement, sales promotion, or press release without Equine Eazy’s prior written approval.
9. Proprietary Rights
Advertiser acknowledges that the contents of Equine Eazy Website, including, without limitation, all trade names, trademarks, service marks, content, text, images, software, functionality, page and other design and layout, media and other materials therein, is proprietary to or licensed by Equine Eazy, protected under copyright, trademark and other intellectual property laws and such contents may not be reproduced without the consent of Equine Eazy.
Advertiser retains all right, title and interest including copyright and other proprietary or intellectual property rights in the content of the Advertisement, Advertiser’s trade names, trademarks and service marks therein.
10. Advertiser Warranty
Advertiser warrants to Equine Eazy that:
- Advertiser has the right and authority to enter into and perform its obligations under this Agreement;
- the Advertisement shall conform to the description and specifications set forth by Equine Eazy;
- the Advertisement shall not constitute or be the subject of a notice or claim of any false designation of origin, false advertising or unfair competition under the law of any country;
- the Advertisement does not and shall not contain or be alleged to contain any content, work, name, mark, designation, materials or link that actually or potentially violates any applicable law or regulation, or infringes any proprietary, intellectual property, contract or tort right of any person or misappropriates a person's trade secret, name, likeness or identity;
- the Advertisement contains no viruses, worms, malicious code, trap doors, back doors, timers, clocks, counters, FTP servers, or other limiting routines, instructions or designs, and no web beacons, web bugs, spy ware or other similar hidden or transparent code, script, or routine designed to gather, track or transmit information about Equine Eazy or the users of the Website; and
The services and site are provided “as is” without warranty of any kind, express or implied and any use of the services or Website are at Advertiser’s sole risk. Equine Eazy does not warrant that the services or Website will be uninterrupted or error free, nor does Equine Eazy make any warranty as to the performance or any results that may be obtained by use of the services or Website. Equine Eazy makes no other warranties, express or implied, including, without limitation, any implied warranties of merchantability and fitness for a particular purpose, concerning the subject matter of this agreement.
(a) Either party may terminate this Agreement for convenience by providing fifteen (15) days written notice (“Termination Notice”) to the other party. (b) If a party violates its obligations to be performed under this Agreement, the other party may terminate the Agreement by sending a fifteen (15) days notice in writing. Upon receiving such notice, the defaulting party shall have fifteen (15) days from the date of such notice to cure any such default. If the default is not cured within the required fifteen (15) day period, the party providing notice shall have the right to terminate this Agreement.
13. Limitation of Liability
In no event shall Equine Eazy be liable to the Advertiser for any indirect, incidental, consequential, special or exemplary damages, including without limitation, business interruption, loss of or unauthorized access to information, damages for loss of profits, incurred by any party arising out of the services provided under this agreement. In no event will Equine Ezy’s liability on any claim, loss or liability arising out of or connected with this agreement exceed the amounts paid to Equine Eazy by Advertiser.
The Advertiser shall at its own expense indemnify and hold harmless, and at the Equine Eazy’s request defend it and its affiliates, subsidiaries, successors and assigns officers, directors, employees, sublicensees, and agents from and against any and all claims, losses, liabilities, damages, demand, settlements, loss, expenses and costs (including legal fees and court costs) which arise directly or indirectly out of or relate to (a) any breach of this Agreement, or (b) the gross negligence or willful misconduct of the Advertiser’s employees or agents;
15. Entire agreement
This agreement is the entire agreement and understanding between the parties on everything connected with the subject matter of this agreement, and supersedes any prior understanding, arrangement, representation or agreements between the parties as to the subject matter contained in this agreement.
16. Waiver and amendments
Any waiver by any party to a breach of this agreement shall not be deemed to be a waiver of a subsequent breach of the same or of a different kind.
17. Events beyond control
Neither party shall be liable to the other party for any loss caused by any failure to observe the terms and conditions of this agreement, where such failure is occasioned by causes beyond its reasonable control including but not limited to by fire, flood, riot, strike, war, restrictions and prohibitions or any other actions by any government or semi government authorities.
If anything in this agreement is unenforceable, illegal or void, it is severed and the rest of the agreement remains in force.