Advertiser Terms and Conditions
The following conditions relate to advertisers in The Thomson Local, or on ThomsonLocal.com, and our managed search products (Total Search and Search). For terms relating to Web Builder packages please see our Web Builder terms. For terms relating to Keyword Consultancy please see our Keyword Consultancy Product terms. For terms relating to Rolling Total Search please see our Rolling Packages terms.
Important: Please read these Standard Conditions carefully before you sign the Order and the Credit Agreement (if applicable). Pay particular attention to those conditions highlighted, which limit our liability or affect your obligations to us.
- the advert specified in the Order including any Online Advert.
- Advertiser Website
- the website which you wish to be linked to the Keyword Search Listing.
- the binding agreement between you and us comprising the Order, the Credit Agreement (if applicable), any direct debit form (if applicable) and these Standard Conditions and any variations or special terms agreed in accordance with Condition 2. These Standard Conditions shall apply to each discrete Advert contained in the Order.
- Classified Search Listing
- a directory-style listing containing name of business and contact details which links to an information page for that business.
- any and all of the text, graphics, images, logos, photographs and video clips in an Advert and includes its layout and design.
- Credit Agreement
- the credit agreement (if any) between you and us.
- the edition(s) of the print Thomson Local Directory as specified on the Order.
- Directory Close Date
- the date shown on the Order which is the latest date by which we can accept your Content, amendments or notice of Cancellation for a print Advert.
- Intellectual Property Rights
- all intellectual property rights wherever in the world arising whether registered or unregistered, including copyright, know-how, trade marks, service marks, trade names, patents, database rights, design rights, trade secrets, business names, domain names and confidential information and all rights in the nature of unfair competition rights or rights to sue for passing off.
- Keyword Search Listing
- a descriptive-style search listing containing a title and description and linking to a website or webpage.
- Online Advert
- the advert specified in the Order being either a Classified Search Listing or a Keyword Search Listing.
- Online Directory
- a classified database of business listings which can be searched by name or subject and location and is available on Thomsonlocal.com.
- the form and copysheet, if relevant, which shows details of the Advert.
- Partner Sites
- third party websites to which we have agreed to provide either Classified Search Listings or Keyword Search Listings which websites will change from time to time.
- Thomson Directories Limited whose head office and registered office is at: Thomson House, 296 Farnborough Road, Farnborough, Hants GU14 7NU.
- the person, firm or company named on the Order who wishes to purchase the Advert.
Variations to the Conditions
Any variations to this Agreement and any special terms will only be effective if set out in a printed form issued by us or agreed by a director of Thomson Directories. Only such a director is authorised by us to make any representations about the Agreement or any matter relating to it.
Commencement and Duration
- The Agreement shall not come into existence until we have sent you a written acceptance of your Order and it shall continue for the duration of the Advert. Our acceptance will be conditional on your meeting relevant credit criteria.
- We do not give or make any warranty, condition or undertaking as to the duration of the lifetime of any Directory or Online Advert.
Our rights and responsibilities
- We agree to publish the Advert in accordance with generally accepted printing standards and directory policies, but we can make any changes to the Advert we consider necessary.
- We will supply a copy of the Directory, free of charge, to households and businesses within the area covered by the Directory. The number of copies we distribute will not be less than the minimum circulation number shown on the Order.
- In the Directory the Advert will be in alphabetical order (according to our policy) in the Thomson Business Phone Book section and, in the Thomson Classified section, under the heading specified in the Order. Apart from this, the position of the Advert within each section of the Directory will be at our discretion.
- Your name, address and telephone details as shown at the top of the Order will be published as a listing in the Directory and Online Directory.
- We will incorporate your Classified Search Listing into our Online Directory. If relevant to the Classified Search Listing ordered, we will arrange for it to be made available for presentation in results to classified directory type searches on Partner Sites.
- We will arrange for your Keyword Search Listing to be made available for presentation in results to keyword searches on Partner Sites.
- You acknowledge and accept that we do not make any representations or warranties that your Online Advert will appear on any particular Partner Site, or in any particular position or priority or the frequency in which it may appear, all of which depend on rules set by the Partner Sites.
- With regard to Online Adverts, you acknowledge and accept that computer and telecommunications systems may sometimes require periods of downtime for repair, maintenance and upgrading and, therefore, we cannot guarantee uninterrupted availability. However, where it is in our control, we will try to keep any periods of downtime to a minimum. The Online Directory and the compilation of any video clip contained in it are provided with reasonable skill and care, but are otherwise provided on an “AS IS” and “AS AVAILABLE” basis without warranties of any kind either express or implied.
- We make no representations or warranties with regard to the availability or accessibility of Partner Sites.
- We can decide not to publish the Directory. In this situation you will be entitled to a full refund of any money you have paid for any Advert which would have appeared in the Directory, but you will not be entitled to any other compensation or damages.
- We do not have to publish or display the whole or any part of the Advert if you have not supplied any part of the Content by the Directory Close Date or, in the case of an Online Advert, within 14 days of the date of the Order or if we consider that the Content does not meet the standards of the Advertising Standards Authority or is unacceptable for publication for some other reason including that it may infringe the legal rights of others or subject us to claims, prosecution, criticism or cause us embarrassment. In respect of the Keyword Search Listing, we reserve the right to edit, refuse or remove any listing or search term or keyword at any time in our absolute discretion.
- We will be entitled to prevent the display of your Online Advert if you fail to make any payment in respect of it or in respect of any Advert which is purchased with the Online Advert as part of the Order.
- We will not be liable for any disruption or delay in producing or distributing the Directory, in making the Online Directory available or in distributing the Online Advert to Partner Sites or for failing to perform our duties under this Agreement if the failure is caused by circumstances beyond our control.
- We accept the Content from you on the understanding that you have unconditionally approved the Content for publication.
Your rights and responsibilities
- The Content you provide must be accurate, approved, legal, decent, honest and truthful and it must comply with the standards, codes or other regulations made available by any competent authority having responsibility for the regulation of advertising including the Advertising Standards Authority, Ofcom and PhonePayPlus.
- You must ensure that you have authority to use any British Standard Mark or other quality assurance mark, any logo or name of any trade association you use in the Content or contained in the Advertiser Website and be a paid up member of the trade association.
- You agree not to transmit in the Advert or at the Advertiser Website any unlawful, defamatory, abusive, pornographic, vulgar, harmful, racist or otherwise offensive material of any kind in respect of the Keyword Search Listing.
- If your activities, conduct or advertising and promotion fall within the regime regulated by the Financial Services Authority, you undertake and warrant to us that you are registered in the conduct of your business by the Financial Services Authority if you are required to be so registered and that the content of each Advert has been approved by a person authorised to approve Adverts under the financial services regulatory regime.
- You confirm and warrant that (i) the business you are advertising is lawful, (ii) you have obtained all appropriate licences, permits or any other regulatory consents required to operate the business you are advertising, and (iii) advertising your business in the manner agreed with us will not result in a breach of any law or regulation by you, us or any third party.
- If you want to change part of the Content you must send written details of the change to the Publishing Department at our Head Office. The Publishing Department must receive the details (i) before the Directory Close Date in the case of the Directory; (ii) within 14 days of the date of the Order in the case of an Online Advert that does not include a video clip; and (iii) where an Online Advert includes a video clip, within 14 days of the issue of the proof of the video clip.
- You must notify us if the Advertiser Website results in error pages or dead links at any time. We reserve the right to suspend, without liability, the distribution of the Keyword Search Listing that links to such Advertiser Website.
- We cannot guarantee a proof of your Advert, but we will endeavour to provide one in respect of display unit advertising in the Directory where we receive the Copy at least three working weeks before the Directory Close Date.
- Subject to payment of a deposit in accordance with Condition 5H below, payment under this Agreement is due on the date of publication of your Advert. If you have chosen to pay by the instalment payment method, payments will be made in accordance with the Credit Agreement.
- After signing the Order, you must pay us the deposit (inclusive of VAT) applicable to the payment method chosen and which is set out in the Order. The deposit is not refunded if you then cancel the Order under Condition 6B or if we cancel the Order under Condition 5I. The deposit may be the initial credit card payment we take from you, or if the instalment payment method is used, the deposit may be the first direct debit payment.
- You must pay the amount we invoice you for, using the payment method specified
in the Order.
If you do not make any payment or instalment due under this Agreement or any other contract between us, we can keep all sums you have already paid and you will immediately have to pay us all outstanding amounts. We may also (without prejudice to our other rights) immediately terminate this Agreement or any other order from you, in which event a cancellation fee will be payable by you equal to 10% of the charge for the Advert plus VAT or the deposit paid, whichever is higher. Interest at a rate of 1.5% per month will be applied to any amount you have not paid after 30 days from the due date of payment (unless the law prevents us from charging interest). We can charge you any reasonable administration and legal costs for recovering the amounts you owe. If you owe us any sum of money, we may deduct that amount from any sum which we may owe you at any time under this Agreement or any other agreement we have with you.
- You shall indemnify us, our employees and agents against all proceedings, claims, demands, expenses, losses and/or damages arising from any breach of this Agreement by you or from processing or publishing any information or material you gave us or from distributing your Online Advert including any claims arising as a result of defamation, illegality, false description or breach of any third party rights.
- The Order must be placed in the ordinary course of your business and the Advert must be for your own business. You must not sell or transfer your rights to the provision of advertising under this Agreement to any other party.
- In addition to any statutory rights you may have to cancel your Order, you may cancel part or all of your Order by giving notice in writing to Customer Services at our head office. We must receive this notice by the Directory Close Date or within 14 days of the date of the Order, whichever is earlier, in the case of an Advert in the Directory. In the case of an Online Advert we must receive this notice within 14 days of the date of the Order.
- If we receive written notice to cancel an order more than 14 days after the date of the Order we will only act on this notice to cancel an Advert in the Directory (not an Online Advert) if you pay a cancellation fee which will be equal to 10% of the charge for the Advert plus VAT or the deposit paid, whichever is higher. We cannot accept a request to cancel the Order if we receive the request after the Directory Close Date. Online Adverts may not be cancelled after the 14 day period. Condition 6B will not apply if you cancel this Order pursuant to any statutory rights you have.
- If cancelling part of the Order means that you no longer qualify for a discount for multiple advertising or an advertising package, then we can adjust the rate on the remaining advertising to reflect the price appropriate for the reduced level of advertising in accordance with the appropriate rate card.
- If there is an error in, or omission from, the published or displayed Advert, or the Advert is not published in the Directory, you will be entitled to a refund of part or all of the sum you have paid for the Advert concerned and it will be a fair and reasonable amount considering the nature of the error in line with our service guarantee and, in the case of an Online Advert, the period of time that the error was uncorrected.
- You will not be entitled to a refund for any mistake that was apparent from any proof we sent you unless you corrected the proof and told us about the mistake in writing before the Directory Close Date or, in the case of an Online Advert, upon receipt of the proof.
- If you become entitled to a full refund under Condition 7A, instead of taking the refund, you could insist that we provide the correct Advert free of charge in the next edition of the Directory.
- If the Classified Search Listing is not incorporated into the Online Directory or, if relevant to the Advert concerned, the Online Advert is not made available to any Partner Sites, other than as a result of a breach by you of this Agreement, you will be entitled to a refund of all or part of the sum you paid for the Online Advert concerned and it will be a fair and reasonable amount taking into account all the circumstances.
- Our only liability (if any) under this Agreement will be to provide a refund under Condition 7A or 7D or to publish the correct Advert under Condition 7C. We will not be liable for any direct or indirect or consequential loss or damage including loss of business, revenue or profits or financial loss of any kind arising from any mistake in or material missing from the published Advert, or from not printing, displaying or arranging for the distribution of the Advert, even if resulting from our negligence.
- We do not exclude or restrict liability for death or personal injury arising from our negligence.
- If you have ordered an Online Advert under this Agreement, you accept that we shall be under no obligation to continue the distribution on Partner Sites of any previous Online Advert ordered by you.
The colour(s) in your Advert may not match the colour(s) in any proof provided of your Advert. This does not constitute an error and you will not be entitled to any refund or other remedy in respect of any such difference in colour(s).
Intellectual property Rights
- You warrant that you own or are authorised to use (and to allow us to use) all Intellectual Property Rights in the Content you provide to us.
- You grant us a worldwide, perpetual, non-exclusive licence of such Intellectual Property Rights to permit us to use, reproduce, publish, display, adapt, distribute, transmit and stream the Content for the purposes of making available and displaying your Advert by any means and across any media on the services and products we offer to third parties.
- We own all Intellectual Property Rights in all artwork, copy, video content and other material which we, our agents or employees have created, whether or not the material is derived or developed from material supplied as Content and whether or not a charge has been paid by you in respect of it. You do not gain any intellectual property rights in that artwork, copy, video content or other material and you will not be entitled to use it in any other form or in any other media.
- Certain products may require us to create a landing page for users to click through to. We retain all rights, including Intellectual Property Rights, in and control over such landing pages including the domain names associated with them.
You agree not to use or promote the allocated unique telephone number in any Advert participating in our Nectar scheme in any other manner or in any other medium whatsoever otherwise this may result in a disconnection of the service.
This Agreement sets out the entire agreement and understanding between you and us and it replaces all previous agreements, arrangements and understandings between us. You are not entering into the Agreement or any part of the arrangements by relying upon the statements or warranties that are not set out in the Agreement. This Agreement shall be construed in accordance with and governed by the Laws of England and the parties hereto submit to the non-exclusive jurisdiction of the English Courts.