SALES ADVERTISING – TERMS AND CONDITIONS
By submitting the Advertisement Contract (“the Contract”) for advertising on the New Media Group (“NMG”) platform, each advertiser and advertising agency agrees to the following standard advertising terms and conditions:
1.1 The terms and conditions set out below (“Terms”) apply to the placement of advertising text, content or graphical advertisements in any or all of the print and digital media under the NMG network (namely Weekend Weekly, Oriental Sunday, NM+新Monday, 新假期JetSo, GOtrip, Sunday MORE, Sunday KISS, Economic Digest, SSwagger, Madame Figaro HK and all NMG unbranded network) and its digital platforms. Together with the Advertising Contract, this constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all previous agreements and understandings between the parties with respect thereto, and may not be modified except by an instrument in writing signed by the duly authorized representatives of the parties.
1.2 Except for a written request by the Advertiser being duly served to NMG, where an Advertisement is ordered for publication on any NMG platform, the same Advertisement may be published simultaneously on the respective digital platform.
1.3 By placing an order, the Advertiser (means the person or company placing the order for the Advertisement whether they are the advertiser of the product or service referred to in the Advertisement or the advertising agency, public relations agency, production agency or media buyer for such advertiser) accepts and agrees to be bound by these Terms in full.
1.4 Advertisement materials provided to NMG for production must conform to the production and quality specifications and any other requirements stipulated or referred to in NMG’s rate card. Materials submitted by the Advertiser which require extra processing will be subject to extra charge. There will be additional fees for copyright buyout and extra rounds of revisions beyond 2 times within the timeline provided to the Advertiser on the kick-off call. Such additional fee will be charged based on the scope of work required and will be presented to the Advertiser for confirmation before any copyright works are released or revisions are made.
1.5 If NMG does not receive amendment of copy instructions before the material deadline as provided by NMG, it reserves the right to repeat the copy last used. Late delivery of materials after the material deadline may incur forfeiture of the space.
1.6 NMG cannot guarantee the time, dates and/or position of Advertisements and all such decisions will be at the sole discretion of NMG. However, NMG will use reasonable efforts to comply with the wishes of the Advertiser. The Advertiser submitting the Advertisement shall indemnify NMG in respect of costs, damages or other charges falling upon it as a result of legal actions or threatened legal actions arising from the publication of the Advertisement published in accordance with the copy instruction or advertising contract supplied to NMG by the Advertiser.
1.7 Discrepancies of up to 15% in relation to the number of impressions served (as set out in the rate card) are common due to a variety of technical reasons and such discrepancies shall be acceptable to the Advertiser. In the event of any disagreement regarding the number of impressions served, the Advertiser agrees that the figures provided by NMG will be final and conclusive.
1.8 NMG does not make any representations or warranties about engagement, reach, deliverability or open rates in relation to the Advertisement.
1.9 NMG shall have creative control over all Native Content / editor driven content; however, Advertiser shall have the right to approve their products’ factual information, provided that such approval is not to be unreasonably withheld or delayed.
1 – A CPC Model
1-A-1 Definition of CPC Model
1-A-1.1 Advertisers only pay when a user actually clicks on a NMG generated Advertisement or Content (in any format and through any channel) to visit the Advertiser’s website.
1-A-1.2 Cost per click to be charged (please refer to the Contract)
1-A-1.3 Contract period (please refer to the Contract)
1-A-2 Performance Tracking System
1-A-2.1 Performance tracking system : Google Analytics (“GA”)
1-A-2.2 Based on the tracking code, Advertisers and NMG can access and monitor the performance through the agreed performance tracking system in real time
1-A-2.3 Both the tracking code and NMG Google Tag Manager (“GTM”) shall be placed in agreed locations on advertiser’s website:
– Respective product page
– Shopping cart page
– Thank you for the payment page
1-A-3 Advertiser warrants that for the duration of this Contract, it will not remove any tracking code and NMG GTM, if provided, that enables NMG to track the transfer of customers to Advertiser’s website. Any removal by Advertiser of the tracking code is considered a material breach of the Agreement and shall result in payment of liquidated damages: HK$xxx (double the CPC in the Contract) CPC fine for each click directed from NMG Network to Advertiser website during the period while tracking code was removed. Advertiser has the burden of proof that the removal of the tracking code is not caused by an act or omission of Advertiser. Obligation on the part of Advertiser to pay liquidated damages does not preclude NMG from claiming actual damages in addition to liquidated damages.
1-A-4 NMG will not refund any payment in case no results were delivered during the Contract period.
1-A-5 Monthly Cost-to-be-charged Report
1-A-5.1 The number of clicks : The summation of GA “sessions” recorded with the referral source from NMG digital platform (For example, use NMG websites’ “UTM” (Urchin Traffic Definition) link as referral source identifier), which refer to the traffic of unique clicks in a session brought from NMG digital platform to Advertiser’s website. Also, the “goals and funnel” in GA will be used to track user flow, which help to measure the effectiveness of the traffic brought to the conversion
1-A-5.2 NMG shall send a monthly Cost-to-be-charged Report in 10 days of the following month. The Cost-to-be-charged will be based on cost per click to be charged and the number of clicks calculation.
1-A-5.3 NMG will invoice for the number of results delivered, up to 7 days after the Contract end date. Invoices will be issued according to the “monthly cost-to-be-charged Report”.
1 – B CPA Model
1-B-1 Definition of CPA Model
1-B-1.1 Advertisers only pay for each specified acquisition made by a user after clicking on a NMG generated Advertisement or Content (in any format and through any channel) to visit the Advertiser’s website.
1-B-1.2 Cost-to-be-charged will be based on the transaction revenue sharing % (mentioned in the Contract) x the transaction amount received through NMG platform.
1-B-1.3 Contract period (please refer to the Contract)
1-B-2 Performance Tracking System
1-B-2.1 Performance tracking system : Google Analytics (“GA”)
1-B-2.2 Based on the tracking code, Advertisers and NMG can access and monitor the performance through the agreed performance tracking system in real time
1-B-2.3 Both the tracking code and NMG Google Tag Manager (“GTM”) shall be placed in advertiser’s full website
1-B-3 Advertiser warrants that for the duration of this Contract, it will not remove any tracking code and NMG GTM, if provided, that enables NMG to track the transfer of customers to Advertiser’s website. Any removal by Advertiser of the tracking code is considered a material breach of the Agreement and shall result in payment of liquidated damages: HK$xxx (1.5 times the Cost-to-be-charged) Advertiser has the burden of proof that the removal of the tracking code is not caused by an act or omission of Advertiser. Obligation on the part of Advertiser to pay liquidated damages does not preclude NMG from claiming actual damages in addition to liquidated damages.
1-B-4 NMG will not refund any payment in case no results were delivered during the Contract period.
1-B-5 Monthly Cost-to-be-charged Report
1-B-5.1 The numbers of acquisition: The summation of GA “sessions” recorded under NMG websites’ “UTM” (Urchin Traffic Monitor) tin the performance tracking system
1-B-5.2 NMG shall send a monthly Cost-to-be-charged Report in 10 days of the following month.
2. Changes, Cancellations and Rejections
2.1 The Advertiser shall not cancel the Advertising Contract after the booking deadline provided by NMG. In the event of a cancellation or reschedule by Advertiser after the booking deadline provided by NMG, NMG reserves the right to levy a cancellation/reschedule fee of up to the full amount as specified in the Advertising Contract.
2.2 NMG reserves the right at its absolute discretion to reject, cancel or decline to publish, or to omit, suspend or change the position of any Advertisement otherwise accepted for insertion if it considers necessary and desirable without giving any reasons whatsoever.
2.3 Rescheduling of any content (including but not limited to Facebook feeds, IG feeds, videos, website articles, etc.) must be made within 14 days from the original launch date, otherwise NMG reserves the right to levy handling fee of up to the full amount as specified in the Advertising Contract. For rescheduling within such period, no supplementary contract is required.
2.4 No cancellation will be accepted after the Advertising Contract is signed off. The Advertiser can postpone a placement ONCE before the booking deadline (5 days before original launch date for all formats other than quarterly magazines, 60 days before original launch date for quarterly magazines). The Advertiser cannot postpone any placement on or after the booking deadline. The Advertiser cannot postpone any placement on quarterly magazines once the Advertising Contract is signed. In the event of a cancellation or reschedule by the Advertiser after the booking deadline, NMG reserves the right to levy a cancellation/reschedule fee of up to the full amount as specified in the Advertising Contract.
2.5 Content Buy Video (if applicable)
The Advertiser may discuss the video flow with editor by riding on existing content programs, however editor has the right to make the final decision on how to deliver the brand / product messages. During the production process, the Advertiser has no right to comment on the program content, structure and video flow. The Advertiser is only allowed to conduct fact check on brand / product information once, otherwise NMG reserves the right to levy extra fees for any extra amendment, shooting, or video cuts incurred due to the request of the Advertiser.
2.6 Weather Contingency Arrangement for Video Production or Event (if applicable)
In case of bad weather, extra costs (including but not limited to extra transportation fee, extra charge on talents) may be charged to the Advertiser to complete the production. Rescheduling of shooting or scheduled event must be confirmed by the Advertiser 48 hours before the scheduled production / event time, for no rescheduling fee. However, some costs (including but not limited to location rental, production items, manpower cost, talent transportation fee) incurred due to such reschedule will be charged to the Advertiser. If the Advertiser confirms to reschedule the production / event within 48 hours before the scheduled production / event time, NMG reserves the right to levy extra fees of up to 2 times of the production / event amount as specified in the Advertising Contract.
2.7 Influencer Network (if applicable)
The Advertiser can comment 1 time on the 5 influencer samples provided. After confirmation on the samples, the Advertiser is not allowed to comment on the remaining influencers and only allowed to conduct fact check once on brand / product information delivered before the feed launch.
3.1 Payment of account shall be made according to the credit terms stated in the Contract. Late payment will be subject to overdue interest at the rate of 5% per month.
3.2 In the event the Advertiser is in breach of any terms and/or conditions stipulated herein, the net total amount or any part thereof which remains outstanding shall become due and payable. NMG shall have the right to claim for the immediate payment of the same, notwithstanding paragraph 5.8 herein provided to the contrary.
4. Frequency and Discount
4.1 Advertiser/agency understands that all frequency discounts are based on the advertiser’s/agency’s commitment to fulfilling the frequency indicated in the Contract. If, for any reason, this frequency is not met by the time of expiration or cancellation of the Contract, advertiser/agency agrees to pay a short rate charge on all ads run. This charge will be equal to the difference between the rate shown in the advertising rate card (i.e. Gross rate) and the rate earned based on the applicable rate card for the actual frequency completed.
5. Licenses and Indemnification
The Advertiser warrants to NMG that :
5.1 Any information supplied to NMG in connection with the Advertisement is accurate, complete, true and not misleading;
5.2 It has obtained the consent of any living person whose name or image (in whole or in part) is contained in any Advertisement;
5.3 The Advertisement will not be prejudicial to the image or reputation of NMG or its websites.
5.4 The Advertiser contracts with NMG as a principal (irrespective of whether it is an advertiser or an advertising agent or a media buyer. In case it is an agent, valid authorization has been obtained from the advertiser for Advertisement);
5.5 The publication of the Advertisement by NMG will not breach any contract or violate any copyright, trademark, applicable laws and rules, or any other personal or proprietary right of any person.
5.6 The Advertiser warrants and undertakes with NMG that the Advertisement will not provide/contain any incomplete, false, misleading or misleading omission information/description and bait advertising. The Advertiser will indemnify NMG and to keep NMG fully and effectually indemnified from and against any claims, suits, proceedings, losses or damages against NMG, its affiliate(s) and/or associate(s) arising from or causes or occasioned howsoever by or incurred in connection with the Advertisement for any violation of third party intellectual property rights or failure to comply with and/or in breach of the relevant applicable laws/rules/regulations including but not limited to the Trade Descriptions Ordinance.
5.7 The Advertiser grants NMG the right (free of charge) to use such names, trademarks and/or logos of the Advertiser as NMG may consider necessary for the purposes of carrying out its duties under the Advertising Contract including but not limited to publishing the Advertisements.
5.8 NMG will not entertain any claim made by the Advertiser in respect of any error in the Advertisement if such claim is made fourteen days after the relevant Advertisement is published. The liability of NMG shall be limited to a maximum amount equivalent to the total fee charge for the relevant Advertisement under the Advertising Contract. Such complaints or claims shall not affect the liability of the Advertiser to make payment by the due time for that and all other advertisements placed with NMG.
6. Limitation of Liability
6.1 NMG shall not be held liable for any loss, damage or claim resulting from the failure of any Advertisement to appear from any cause whatsoever, nor will it be held responsible for any errors in published Advertisement, nor for the failure of an Advertisement to appear on a specified date.
6.2 Facebook has the final decision and means to decide on how to deliver clients’ ads and how to spend the budgets. NMG will not bear any responsibility or any loss due to Facebook’s delivery system. For more details, please refer to their website on “lifetime budget” and “daily budget”.
6.3 Survey reports are prepared solely for the Purpose for which they are provided. NMG does not accept any liability if the reports are used for any alternative purposes from which they are intended, nor to any person as a consequence of any reliance upon the information contained in the survey reports. The findings of the survey reports are meant to collect the general opinions from the target participants in the survey and are neither results of objective appraisals nor professional assessments. NMG does not bear any responsibilities in respect of the truthfulness and/or reliability of the survey results.
7. Choice of Law and Forum
7.1 This Contract shall be interpreted and construed in accordance with the laws of Hong Kong Special Administrative Region and each party hereby submits to the non-exclusive jurisdiction of the Hong Kong SAR courts.
8.1 Any terms and conditions stipulated on an Advertiser’s order form or elsewhere by an Advertiser shall be void so far as they are in conflict with the above Terms.
Last Update: 2021 Mar