1). INSERTION ORDERS AND LEADS AVAILABILITY
1.1. The parties, from time to time, may negotiate Insertion Orders, under
which IT GLOBAL CONSULTING LTD. will deliver in accordance with terms agreed to
herein and within Insertion Orders, advertisements to its affiliated site(s)
for the benefit of Advertiser. At IT GLOBAL CONSULTING LTD.’s discretion, an
“Insertion Order” (IO) may either be submitted by IT GLOBAL CONSULTING LTD. or
signed by the Advertiser/Agency or be submitted by the Advertiser/Agency and signed
by IT GLOBAL CONSULTING LTD.. Each IO shall specify:
(a) The type(s) of leads to be delivered (e.g., impressions, clicks or other
desired actions);
(b) The price(s) for such leads;
(c) The maximum amount of money to be spent pursuant to the IO (the “Total
Spend”)
(d) The start and end dates of the campaign.
Other items that may be included are: reporting performance criteria; and
specifications concerning ownership of data collected.
In the clauses that follow, the term agency refers to agency / advertiser/
Finance Broker; depending upon the form of Insertion Order received.
1.2. IT GLOBAL CONSULTING LTD. will make best efforts to notify Agency within
two business days of receipt of an insertion order (IO) if the specified leads
are not available. Acceptance of the IO and these Terms and Conditions will be
made upon written or electronic approval of the IO by the IT GLOBAL CONSULTING
LTD. and Agency.
2). TECHNICAL SPECS
2.1. IT GLOBAL CONSULTING LTD.’s technical
specifications shall be made available to the Agency upon request. Unless
otherwise agreed to in writing, IT GLOBAL CONSULTING LTD. shall not be
obligated to display any advertising which does not meet the published
technical specifications.
2.2. The IT GLOBAL CONSULTING LTD. will comply with the IO, including making
best efforts to schedule a balanced delivery schedule. Unless otherwise
specified in the IO, all campaigns are “pre-emptible”
and IT GLOBAL CONSULTING LTD. makes no guarantee of delivery or even delivery.
3). PAYMENT/PAYMENT LIABILITY
3.1. Invoices
Invoices are to be sent to: Agency’s billing address or contact provided for
account’s payable as set forth in the IO and should include the IO number, the
Advertiser name, the Brand name, and any Campaign name, number or other identifiable
reference as stated on the IO. IT GLOBAL CONSULTING LTD. shall invoice the
Agency for the actual amount and cost of leads delivered to the Agency in any
give Calendar month. Invoices should be accompanied by proof of performance,
which may include access to online reporting or manual reporting, as addressed
in this document. IT GLOBAL CONSULTING LTD. should invoice Agency for the
services provided not less often than a calendar month basis with the net cost
equaling the cost of actual impressions delivered in the preceding calendar
month.
3.2. Payment Date
Unless otherwise agreed to in writing by the parties,
all payments for advertising are to be made in advance. In the event that IT
GLOBAL CONSULTING LTD., in its sole discretion should elect to offer credit
terms to the Agency, payments will be made within 3 days of receipt by the
Agency of IT GLOBAL CONSULTING LTD.’s invoice.
3.3. Pricing
IT GLOBAL CONSULTING LTD. reserves the right, by giving notice to the Agency at
any time before carrying out the Services, to increase the price of the
Services to reflect any increase in the cost to IT GLOBAL CONSULTING LTD.
1. Which is due to any factor beyond the control of IT GLOBAL CONSULTING LTD.
(including without limitation, increase in the costs of the media provided via
IT GLOBAL CONSULTING LTD.
2. Any foreign exchange fluctuation, currency regulation, alteration of duties,
materials or other costs of service), any change in Service delivery dates,
3. Quantities specifications for the Services which is requested by the Agency
or any delay caused by any instructions of the Agency or
4. Failure of the Agency to give IT GLOBAL CONSULTING LTD.
adequate information or instructions.
4). REPORTING
In order that Advertiser may monitor its campaign, IT GLOBAL CONSULTING LTD.
agrees to provide the advertiser with daily reporting.
1. For the information of the Campaign adhering to the specifics mentioned in
the Insertion Order and
2. To optimize the Campaign for the exclusive benefit of
Agency/ Advertiser.
The parties agree that IT GLOBAL CONSULTING LTD.’s shall be reporting the
numbers which will be the sole basis for billing Agency hereunder.
5). CANCELLATION
Either party may terminate this Agreement by giving a written notice to the
other by any of the following conditions
1. Giving the other party a 72 hour notice period or as
specified in the IO
2. 50 % of the IO value is subjected to being already used in the
Campaign
6). FORCE MAJEURE
Neither party shall be liable for delay or default in the performance of its
obligations under this Agreement if such delay or default is caused by
conditions beyond its reasonable control, including but not limited to, fire,
flood, earthquakes, telecommunications line failures, electrical outages,
network failures, acts of God.
7). INDEMNIFICATION
7.1. IT GLOBAL CONSULTING LTD. shall defend, indemnify and hold harmless
Advertiser and Advertiser’s respective agents, affiliates, subsidiaries,
directors, officers and employees against any claim, action, liability, loss
and expense including reasonable attorneys’ fees (collectively “Loss”) relating
to or arising out of IT GLOBAL CONSULTING LTD.’s breach of this agreement or IT
GLOBAL CONSULTING LTD.’s display or sending of any Advertisement other than as
approved by Advertiser.
7.2. The Agency shall defend, indemnify, and hold harmless IT GLOBAL CONSULTING
LTD. and its respective agents, affiliates, subsidiaries, directors, officers,
and employees against any Loss relating to or arising out of Advertiser’s
product or the content of any Advertisement delivered accurately, including but
not limited to materials that violate the right of a third party; materials
that are defamatory or obscene; or materials that would constitute a criminal
offense.
8). NON-DISCLOSURE, DATA OWNERSHIP, AND PRIVACY
8.1. Any confidential information and proprietary data provided by one party,
including the Advertisement description, and the pricing of the Advertisement,
set forth in the IO, shall be deemed “Confidential Information” of the
disclosing party. Confidential Information shall be kept in the strictest
confidence and shall be protected by all reasonable and necessary security
measures. Confidential Information shall not be released by the receiving party
to anyone except an employee, or agent who has a need to know same, and who is
bound by confidentiality obligations. Neither party will use any portion of
Confidential Information provided by the other party hereunder for any purpose
other than those provided for under this Agreement.
8.2. All personally identifiable information initially gathered pursuant to the
IO regarding individual web users is the property of Advertiser, and is
considered Confidential Information. Advertiser and IT GLOBAL CONSULTING LTD.
may use such information on an aggregated, non-identifiable basis. IT GLOBAL
CONSULTING LTD. acknowledges that all statistical information resulting from
the advertisements placed pursuant to the Insertion Order (including without
limitation the number of page views, number of viewers, responses,
“click-through rates” or similar data) will remain the property of Advertiser,
will be held in confidence by IT GLOBAL CONSULTING LTD. and will not be
disclosed to any third party without the express written permission of
Advertiser. Further, IT GLOBAL CONSULTING LTD. shall utilize such statistical
information solely for the purpose of performing its responsibilities under the
Insertion Order and otherwise for the exclusive benefit of Advertiser.
8.3. Advertiser shall post a privacy policy on its Web sites and adhere to the
terms thereof. Advertiser’s failure to continue to post a privacy policy or its
failure to adhere to its privacy policy shall constitute grounds for immediate
cancellation of the IO by IT GLOBAL CONSULTING LTD..
9). MISCELLANEOUS
9.1. www.financeleadhouse.com is an Online Division of IT Global Consulting,
specifically in the area of Finance Leads Generation
9.2. IT GLOBAL CONSULTING LTD.( Company Registration # 5981396, Registered in
United Kingdom
Office Address: 35 St Leonard's Road, Far Cotton, Northampton,
Northamptonshire, NN4 8DL, United Kingdom) represents and warrants that the IT
GLOBAL CONSULTING LTD. has all necessary permits, licenses, and clearances to
operate www.financeleadhouse.com .
Service and post all content contained therein or as given for use outside the
Site. Agency represents and warrants that the Agency has all necessary licenses
and clearances to use the content contained in their advertising material.
9.3. These Terms and Conditions and the related IO constitute the entire
agreement of the parties with respect to the subject matter and supersede all
previous communications, representations, understandings, and agreements,
either oral or written, between the parties with respect to said subject matter
and may not be modified except by an instrument in writing signed by the duly
authorized representatives of the other party.
9.4. If any provision of this Agreement is held by any court or other competent
authority to be invalid or unenforceable in whole or in part, the other
provisions of this Agreement and the remainder of the affected provision shall
continue to be valid.
9.5 This Agreement shall be governed by the laws of India and jurisdiction of
the Courts in United Kingdom.