1. Payment to Peak Media Properties, LLC (“Peak Media”) must be made within 30 days of date of invoice. A 1.5% per month carrying charge will be added to delinquent accounts. In the event the account is turned over to an attorney or to a collection agency for collection, the reasonable cost of collection will be charged to the advertiser and the advertising agency, including without limitation attorney’s fees, collection agency fees, and court costs.
2. Peak Media will not be bound by any conditions printed or otherwise appearing on contracts, insertion orders, or copy instructions when such conditions conflict with the terms and conditions set forth herein and in the rate card. Contracts, insertion orders, or copy changes will not be accepted without written confirmation by an authorized Peak Media representative. Insertion orders must specifically state magazine, issue(s) and space to be used.
3. All advertisements are published upon the understanding that the advertiser and the advertising agency (if any) assume full and complete responsibility and liability for the content, including without limitation, all text, metadata, images, audio, video, and/or embedded files, of all advertisements submitted for publication. It is the responsibility of the advertiser and the advertising agency to ensure that all advertisements comply with all applicable federal and state laws and regulations both as to format and substance. The advertiser and the advertising agency each represent and warrant that the advertisements will not contain any matter that is deceptive, misleading, obscene, disparaging or libelous, or that violates any person’s right of privacy, or constitutes copyright infringement, trademark infringement, is otherwise contrary to law, or will otherwise corrupt, harm, infect, or otherwise result in a breach of Peak Media or end user systems or data. Peak Media is not responsible for errors in key numbers or any other typesetting done by Peak Media. The advertiser and the advertising agency each agree to defend, indemnify, and hold harmless Peak Media and its employees, agents, and representatives from any and all claims, damages, losses, costs, fines, penalties, expenses, or other liability, including attorney’s fees, arising from any claims based on a breach or alleged breach of the foregoing representations and warranties.
4. Peak Media reserves the right, without liability, to reject, omit, or exclude any advertising order for any reason at any time with or without notice to the advertiser or advertising agency, and whether or not such advertising was previously acknowledged or published. Without limiting the generality of the foregoing, Peak Media may alter or reject any advertisement that contravenes its general rules for the acceptance of advertising or that in its opinion is or may be misleading or may expose Peak Media to any liability, regardless of Peak Media’s indemnification rights. Peak Media’s failure to exercise this right shall not constitute a waiver of any advertiser obligations nor relieve advertiser of its obligations under paragraph 3 above.
5. In the event an order is placed by an agency on behalf of the advertiser, such agency warrants and represents that it has full right and authority to place such order on behalf of the advertiser. The advertiser and its agency, if there be one, each agrees to be jointly and severally liable for Peak Media’s charge for each advertisement placed. Thus, Peak Media may recover its advertising charges from either the advertiser or the agency, regardless of the relationship between the advertiser and the agency and without regard to any contrary provision in any insertion order, purchase order, or other document.
6. Print advertising must be canceled by published close date of issue. Print advertising canceled after the published close date for the issue will be charged at earned rate to the advertiser with an additional fee of up to $500 for remake of the page. Digital advertising must be cancelled at least 30 days prior to the start date. Digital advertising canceled less than 30 days before the start date or any time afterwards will be charged at earned rate to the advertiser. All cancellations must be made in writing. Advertisers that fail to achieve contracted number of insertions within the year will be short rated to the applicable frequency on rate card for all advertising products that have run during the time of the contract.
7. LIMITATION OF LIABILITY. ADVERTISER AND/OR ADVERTISING AGENCY SHALL BE LIMITED TO AN ACTION FOR MONEY DAMAGES AND SPECIFICALLY ACKNOWLEDGE THAT ADVERTISER AND/OR ADVERTISING AGENCY SHALL NOT BE ENTITLED TO EQUITABLE OR INJUNCTIVE RELIEF, ALL OF WHICH ADVERTISER AND/OR ADVERTISING AGENCY KNOWINGLY WAIVE. ADVERTISER AND/OR ADVERTISING AGENCY FURTHER AGREES THAT (A) UNDER NO CIRCUMSTANCES WILL PEAK MEDIA BE LIABLE TO ADVERTISER AND/OR ADVERTISING AGENCY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, OR ATTORNEYS’ FEES, AND (B) IN NO EVENT SHALL PEAK’S MAXIMUM, AGGREGATE, CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS EXCEED THE TOTAL AMOUNT TO BE PAID UNDER ANY APPLICABLE INSERTION ORDER.
8. This Agreement shall be construed and enforced in accordance with the laws of the state of New York, and both parties hereby irrevocably submit to the exclusive jurisdiction and venue of the federal and state courts located in New York County, New York.
9. For critical color reproduction, a SWOP proof generated from the ad file must be supplied. If a SWOP proof is not provided, the ad will run within SWOP ink density specifications to “pleasing color”. If a SWOP proof is not provided, Peak Media is not responsible for quality of reproduction.
