Terms and Conditions
- Agreement and Rate Card
This agreement is subject to and incorporates by reference all applicable terms and conditions contained in Publisher’s current rate card.
Advertiser and its agency understand that any frequency discounts are based upon Advertiser’s commitment to fulfilling the frequency indicated in this agreement. If, for any reason, the agreed frequency is not fulfilled by the expiration or cancellation of this agreement, Advertiser agrees that Publisher may recalculate charges at the applicable rate actually earned and invoice Advertiser for the difference (“short-rate”).
This agreement, together with any insertion order, proposal, rate card, or other document expressly incorporated into it, constitutes the entire agreement between the parties concerning the advertising purchased and supersedes prior oral or written discussions, representations, or agreements concerning the same advertising.
No provision of this agreement may be waived, altered, or modified except in writing and approved by Publisher.
- Billing, Payment, Credits and Refunds
Advertising and marketing services must be paid in advance before campaigns begin unless Publisher has approved other payment arrangements in writing.
Publisher may extend invoicing terms to established advertisers and/or their agencies at its discretion.
Once an advertising contract or campaign has been paid and Publisher has begun providing services, reserved advertising inventory, incurred costs, performed creative or production work, paid sales commissions, or otherwise begun fulfilling the order, payments are non-refundable except where required by law or expressly agreed by Publisher in writing.
If Publisher determines that Advertiser is entitled to compensation for unused or undelivered advertising, Publisher may, at its discretion and to the extent permitted by applicable law, provide replacement advertising, comparable placement, a make-good, or an account credit toward future advertising rather than a cash refund.
Credits have no cash value and may be subject to reasonable expiration dates or usage restrictions communicated by Publisher.
For past-due amounts, Advertiser agrees to pay late charges of 1.5% per month or the highest rate permitted by applicable law, whichever is less. Nothing in this agreement authorizes the charging or collection of interest or late charges exceeding the maximum amount permitted by law.
If an account is referred for collection, Advertiser agrees to pay reasonable costs of collection, including reasonable attorneys’ fees and court costs, to the extent permitted by law.
If Advertiser terminates an advertising commitment before completion, all amounts for services already provided, reserved inventory, non-cancelable costs incurred by Publisher, and any applicable short-rate adjustment become immediately due and payable.
- Advertiser Representations and Responsibilities
Advertiser represents and warrants that all advertising materials, claims, statements, offers, promotions, photographs, graphics, logos, trademarks, testimonials, endorsements, and other materials supplied or approved by Advertiser are truthful, accurate, lawful, and authorized for publication.
Advertiser represents that it possesses all licenses, permits, certifications, permissions, releases, intellectual property rights, and other authorizations required by applicable law to operate its business, provide its advertised products or services, and publish the advertising materials provided to Publisher.
Advertiser is solely responsible for its business and for the products, services, programs, events, facilities, activities, employees, contractors, representatives, practices, and operations being advertised.
Advertiser agrees to promptly notify Publisher if any material claim, offer, qualification, license, accreditation, business status, or other information contained in its advertising becomes inaccurate or misleading during the advertising campaign.
- No Endorsement, Recommendation or Verification by Publisher
The purchase, acceptance, publication, distribution, or promotion of advertising by Raising Arizona Kids does not constitute an endorsement, recommendation, certification, approval, investigation, or guarantee by Publisher of Advertiser or any product, service, program, school, childcare provider, healthcare provider, professional, facility, event, activity, employee, contractor, representative, or organization advertised.
Publisher does not undertake a duty to investigate, screen, supervise, monitor, inspect, license, certify, perform background checks upon, or independently verify Advertiser or its owners, employees, contractors, representatives, facilities, products, services, safety practices, qualifications, credentials, licensing, business practices, or other operations.
Advertiser acknowledges that Publisher is providing advertising and marketing services only. Publisher does not participate in, control, operate, supervise, or assume responsibility for Advertiser’s business or Advertiser’s relationships or transactions with customers, patients, students, parents, children, families, attendees, participants, or other third parties.
A reader’s decision to contact, visit, hire, enroll with, purchase from, participate with, or otherwise engage with an Advertiser is a transaction solely between the reader and Advertiser.
- Products, Services, Programs and Activities
Advertiser is solely responsible for the safety, quality, legality, effectiveness, suitability, fulfillment, delivery, and performance of its products, services, programs, events, facilities, promotions, and activities.
Publisher assumes no responsibility for injury, illness, death, property damage, financial loss, dissatisfaction, misconduct, abuse, neglect, discrimination, professional malpractice, failure to perform, breach of contract, or other alleged act or omission arising from or relating to Advertiser, its owners, employees, contractors, representatives, products, services, facilities, programs, events, or activities.
Publisher’s acceptance or publication of an advertisement shall not be construed as a representation that Publisher has investigated or verified the safety, qualifications, suitability, reputation, licensing, background, personnel, practices, products, or services of Advertiser.
- Advertiser Indemnification and Hold Harmless
To the fullest extent permitted by applicable law, Advertiser agrees to defend, indemnify, and hold harmless Raising Arizona Kids and its owners, officers, employees, contractors, representatives, affiliates, successors, and agents from and against third-party claims, demands, actions, proceedings, damages, liabilities, judgments, settlements, losses, costs, and reasonable attorneys’ fees arising out of or relating to:
- Advertiser’s products, services, programs, events, facilities, activities, operations, acts, or omissions;
- acts or omissions of Advertiser’s owners, officers, employees, contractors, agents, representatives, volunteers, or other personnel;
- injury, illness, death, abuse, neglect, misconduct, property damage, financial loss, or other harm allegedly arising from Advertiser or its products, services, programs, personnel, facilities, events, or activities;
- advertising copy, photographs, graphics, claims, offers, promotions, trademarks, logos, testimonials, endorsements, or other materials supplied or approved by Advertiser;
- claims of copyright or trademark infringement, defamation, invasion of privacy, violation of publicity rights, false or misleading advertising, unfair competition, or other violation of third-party rights arising from materials or claims supplied or approved by Advertiser;
- Advertiser’s failure to maintain required licenses, permits, certifications, permissions, releases, or legal compliance; or
- Advertiser’s breach of any representation, warranty, or obligation under this agreement.
These obligations apply when the applicable claim arises from or relates to Advertiser, Advertiser-supplied or Advertiser-approved materials, or Advertiser’s products, services, personnel, operations, programs, facilities, events, or activities, including when Publisher published, promoted, distributed, linked to, or otherwise displayed advertising for Advertiser.
Nothing in this provision requires Advertiser to indemnify Publisher for claims arising solely from Publisher’s independently created material that materially changes Advertiser’s approved advertising or from Publisher’s own wrongful acts or omissions unrelated to Advertiser.
- Publisher’s Right to Reject, Suspend, Remove or Terminate Advertising
Publisher reserves the right, in its discretion, to reject, suspend, remove, cancel, terminate, or require modification of advertising that Publisher reasonably believes may be unlawful, false, misleading, inappropriate, inconsistent with its editorial standards or audience, damaging to Publisher’s reputation, or otherwise unsuitable for publication.
Publisher may also suspend, remove, or terminate advertising if Publisher becomes aware of credible allegations, legal proceedings, regulatory action, safety concerns, significant public controversy, or other circumstances that Publisher reasonably believes could create legal, safety, ethical, or reputational concerns for Publisher or its audience.
Publisher’s decision to accept, reject, suspend, continue, remove, or terminate advertising does not constitute a determination regarding the truth or falsity of any allegation concerning Advertiser.
If Publisher elects to terminate an advertising agreement for its own business or editorial reasons and not because of Advertiser’s conduct, advertising materials, breach of this agreement, legal or regulatory issues, safety concerns, or other circumstances attributable to Advertiser, Publisher may provide an appropriate make-good, replacement advertising, account credit, or refund for advertising paid for but not provided. Advertiser will not be subject to a short-rate adjustment solely because Publisher elected to terminate the agreement under these circumstances.
If Publisher rejects, suspends, removes, or terminates advertising because of Advertiser’s conduct; false, misleading, unlawful, inappropriate, or unacceptable advertising or content; breach of this agreement; failure to provide required or accurate materials; legal or regulatory concerns; safety concerns; allegations of misconduct; or other circumstances attributable to Advertiser, no refund, credit, replacement advertising, or make-good is automatically due. Advertiser remains responsible for advertising and services already provided, reserved inventory, work performed, commissions paid, non-cancelable expenses incurred by Publisher, and any other amounts due under this agreement. Any accommodation offered by Publisher under such circumstances will be at Publisher’s discretion, subject to applicable law.
- Sponsored Content, Advertorial and Native Advertising
Publisher may identify advertising, sponsored content, advertorials, paid partnerships, or similar material using labels Publisher considers appropriate, including “Advertisement,” “Sponsored,” “Sponsored Content,” “Presented By,” or similar disclosures.
Advertiser may not require Publisher to present paid advertising in a manner that Publisher believes could mislead readers into believing the material is independent editorial content.
Advertiser remains responsible for the accuracy of factual claims, names, dates, prices, contact information, offers, representations, recommendations, statistics, product or service information, and other information supplied or approved by Advertiser for sponsored or native advertising.
Publisher may edit sponsored content for grammar, clarity, length, style, formatting, headlines, and consistency with Publisher’s editorial standards. Publisher is not responsible for identifying or correcting factual errors contained in information or materials supplied by Advertiser, its employees, representatives, or advertising agency.
When a final proof is provided, Advertiser is responsible for reviewing the proof for accuracy and notifying Publisher of requested corrections by the deadline provided. Approval of the final proof constitutes authorization to publish the content as approved.
If Advertiser does not respond by the stated approval deadline, Publisher may proceed with publication using the most recent version or proof provided to Advertiser.
- Advertiser Links and Third-Party Destinations
Publisher may include links, QR codes, telephone numbers, email addresses, promotional codes, or other methods directing readers to Advertiser or a third-party platform at Advertiser’s request.
Publisher is not responsible for the content, security, privacy practices, accessibility, availability, transactions, representations, products, services, or activities occurring on Advertiser’s website, social media accounts, registration systems, ticketing platforms, online stores, or other third-party destinations.
- Proofs, Advertiser-Supplied Materials, Errors and Omissions
Advertiser is responsible for reviewing all advertising and sponsored-content proofs provided by Publisher, including copy, images, names, dates, prices, offers, contact information, URLs, QR codes, and other factual information.
Advertiser is also responsible for the accuracy and completeness of all advertising materials and information supplied by Advertiser, its employees, representatives, contractors, or advertising agency. Publisher is not responsible for detecting or correcting errors contained in materials supplied by or on behalf of Advertiser.
When Publisher provides a final proof, Advertiser must submit corrections or approval by the deadline specified by Publisher. Advertiser’s approval constitutes authorization to publish the material as presented.
If Advertiser does not respond by the stated proof deadline, Publisher may consider the most recent proof authorized for publication and proceed as scheduled.
Advertiser understands that print advertising and content become final once Publisher’s applicable production or printing deadline has passed. After that point, Publisher may be unable to make changes, substitutions, corrections, or cancellations. Publisher is not responsible for reprinting a publication because of an error contained in materials supplied or previously approved by Advertiser.
For digital advertising or content, Publisher will make reasonable efforts to correct or replace materials after receiving updated information from Advertiser. Such corrections apply prospectively and do not create liability for impressions, emails, views, clicks, or distributions occurring before the correction was made.
Publisher will use commercially reasonable efforts to accurately reproduce approved advertising materials. Publisher is not responsible for minor typographical, formatting, placement, color, sizing, or production variations that do not materially affect the advertisement.
If Publisher independently introduces a material error that was not contained in Advertiser-supplied or Advertiser-approved materials, Publisher’s liability shall be limited, to the extent permitted by applicable law, to correction, republication, replacement advertising, a make-good, or an account credit not exceeding the amount paid for the affected advertising.
To the fullest extent permitted by applicable law, Publisher shall not be liable for consequential, incidental, indirect, special, exemplary, punitive, or lost-profit damages arising from an advertising error, omission, delay, interruption, or failure to publish.
- Advertising Deliverables and Results
Publisher’s responsibility is to provide the advertising, marketing services, placements, distribution, or access to Publisher’s audience described in the applicable agreement. Publisher does not control how readers or users respond to an advertisement or whether they ultimately contact, visit, purchase from, enroll with, attend, hire, or otherwise engage with Advertiser.
Advertiser acknowledges that the success of an advertising campaign depends on many factors outside Publisher’s control, including Advertiser’s creative materials, messaging, offer, pricing, reputation, products or services, availability, customer service, sales process, website or landing page, and overall market demand.
Accordingly, Publisher makes no guarantee regarding inquiries, leads, sales, enrollment, attendance, appointments, customers, revenue, return on investment, or other business results.
Where Publisher has expressly agreed in writing to provide a specific quantity of advertising, distribution, impressions, placements, sends, or other measurable deliverables, Publisher will be responsible for providing those deliverables as specified in the applicable agreement, subject to these Terms and Conditions and circumstances reasonably outside Publisher’s control.
Estimates, averages, or historical information regarding circulation, readership, website traffic, impressions, email subscribers, open rates, clicks, engagement, social media reach, or similar metrics are provided for informational purposes and are not guarantees of future performance.
- Circumstances Beyond Publisher’s Control
Publisher shall not be liable for delays, interruptions, missed publication or distribution dates, website outages, email-delivery issues, social media platform interruptions or changes, printing or distribution disruptions, acts of God, emergencies, governmental actions, labor disruptions, vendor failures, supply interruptions, or other circumstances beyond Publisher’s reasonable control.
When reasonably practical, Publisher may reschedule affected advertising or provide comparable placement or advertising value at Publisher’s discretion.
- Cancellation by Advertiser
Advertising reservations, campaigns, and services may be subject to cancellation deadlines specified in the applicable proposal, insertion order, rate card, or agreement.
If Advertiser cancels or terminates an advertising commitment before completion, Advertiser remains responsible for advertising and services already provided, work already performed, reserved inventory that cannot reasonably be resold, non-cancelable expenses incurred by Publisher, commissions paid, and any applicable short-rate adjustment.
Payments already made are non-refundable as provided in Section 2. Publisher may, at its discretion, provide an account credit, make-good, or other accommodation for unused advertising when appropriate, but no such credit or accommodation is guaranteed.
- Authorized Agent and Advertising Agencies
The individual signing this agreement represents and warrants that they are legally authorized to enter into this agreement on behalf of Advertiser.
If an advertising agency enters into this agreement on behalf of Advertiser, the agency represents that it has authority to do so.
Unless Publisher expressly agrees otherwise in writing, Advertiser remains responsible for amounts due under this agreement regardless of whether Advertiser uses an advertising agency or other representative.
- Severability and Governing Law
If any provision of this agreement is determined to be invalid or unenforceable, the remaining provisions shall remain in effect to the fullest extent permitted by law.
This agreement shall be governed by and interpreted according to the laws of the State of Arizona.
- Acceptance
By signing the applicable advertising agreement, insertion order, proposal, or other document incorporating these Terms and Conditions, Advertiser acknowledges that it has read, understands, and agrees to these Terms and Conditions.
