Wisegroup Technologies Limited – Advertising and Editorial Terms of Use
1. Definitions
1.1 “Advertiser” means any individual or entity purchasing advertising or sponsored content from Wisegroup Technologies (“GFMR”).
1.2 “Agreement” means these Terms of Use and any related insertion order or booking confirmation.
1.3 “Data Protection Laws” means all applicable data protection and privacy legislation, including the UK GDPR, Data Protection Act 2018, and the Privacy and Electronic Communications Regulations (PECR).
1.4 “Advertisement” means any advertising, sponsored content, or promotional material supplied by or on behalf of the Advertiser for publication by GFMR.
2. Acceptance and Delivery of Advertisements
2.1 All Advertisements are subject to acceptance by GFMR, which reserves the right to reject, cancel, or require amendments to any Advertisement at its sole discretion, without liability.
2.2 The Advertiser is responsible for ensuring all Advertisements comply with applicable laws, regulations, and industry codes, including but not limited to those of the Advertising Standards Authority (ASA) and the Committee of Advertising Practice (CAP).
2.3 The Advertiser shall deliver all creative materials in the format and by the deadline specified by GFMR. Late delivery may result in a penalty of £250 per day and/or cancellation without refund if not delivered at least three (3) days prior to the scheduled publication date.
2.4 If initial deadlines are not met, GFMR reserves the right to publish the Advertisement or sponsored content at a reasonable later date, as determined by GFMR, and the Advertiser shall not be entitled to any refund or damages for such delay.
3. Editorial Rights and Discretion
3.1 GFMR and its appointed editors retain sole and absolute discretion over all editorial matters, including but not limited to the acceptance, timing, placement, editing, revision, and publication of all Advertisements and sponsored content.
3.2 GFMR may edit, revise, or refuse to publish any material at any time, for any reason, including but not limited to legal, ethical, stylistic, or reputational concerns.
3.3 The Advertiser acknowledges and agrees that GFMR’s editorial discretion is final and binding. GFMR is under no obligation to publish any Advertisement or content by a specific date or in a specific format, and reserves the right to make minor or substantial edits as deemed necessary.
3.4 If, in GFMR’s reasonable opinion, publication of any Advertisement or content would expose GFMR to legal, reputational, or regulatory risk, GFMR may refuse, postpone, or withdraw publication without liability.
4. Publication Timing and Deadlines
4.1 GFMR will use reasonable efforts to publish Advertisements and sponsored content in accordance with agreed deadlines, but time shall not be of the essence unless expressly stated in writing.
4.2 If the Advertiser fails to deliver materials by the agreed deadline, GFMR may, at its discretion, extend the deadline, reschedule publication within a reasonable period, or cancel the Advertisement without refund.
4.3 In the event of unforeseen circumstances or force majeure (including but not limited to pandemics, strikes, or technical failures), GFMR may delay publication or terminate this Agreement without liability.
4.4 GFMR is not liable for any loss or damage resulting from delays in publication or failure to publish any Advertisement or content.
5. Editing and Revision Rights
5.1 GFMR reserves the right to edit, revise, or otherwise alter any Advertisement or sponsored content at its sole discretion to conform to GFMR’s editorial standards, style, and applicable law.
5.2 The Advertiser acknowledges that GFMR may make changes to content for clarity, accuracy, style, or compliance, and that such changes may be made without prior notice to or approval from the Advertiser.
5.3 GFMR is not obliged to seek or obtain the Advertiser’s approval before making edits or revisions, and the Advertiser waives any right to object to such changes.
6. Data Protection, Cookies, and Compliance
6.1 The Advertiser shall ensure all Advertisements and related technologies (including cookies, trackers, and scripts) comply with all applicable Data Protection Laws, including the requirement for PECR-compliant consent mechanisms for non-essential cookies.
6.2 The Advertiser shall indemnify GFMR against any loss, damage, or expense arising from any breach of Data Protection Laws or PECR by the Advertiser or its agents.
7. Payment Terms
7.1 All fees must be paid in full by the date specified on the invoice, by BACS, CHAPS, or secure online transfer.
7.2 All fees are exclusive of VAT unless otherwise stated.
7.3 If payment is not received by the due date, GFMR may suspend or cancel publication and charge interest at 4% above the Bank of England base rate.
8. Cancellation and Refunds
8.1 The Advertiser may cancel an Advertisement by written notice. If cancellation occurs 15 or more days before the scheduled publication date, a fee equal to 30% of the total charge is payable. If cancelled within 14 days, 70% of the fee is payable.
8.2 No refund is due if the Advertisement is cancelled after publication or if GFMR cancels due to the Advertiser’s breach of this Agreement.
8.3 In the event of force majeure, either party may terminate the Agreement without liability.
9. Warranties, Indemnities, and Insurance
9.1 The Advertiser warrants that all Advertisements and content:
(a) Are legal, decent, honest, and truthful;
(b) Do not infringe any third-party rights;
(c) Comply with all applicable laws and regulations, including Data Protection Laws and PECR;
(d) Do not contain viruses or malicious code.
9.2 The Advertiser shall indemnify GFMR against all claims, losses, damages, and expenses arising from breach of these warranties.
9.3 The Advertiser shall maintain public liability and cyber insurance of at least £2 million.
10. Limitation of Liability
10.1 GFMR’s liability for any claim arising out of or in connection with this Agreement is limited to the total fees paid by the Advertiser for the relevant Advertisement, except in cases of gross negligence or willful misconduct.
10.2 GFMR is not liable for indirect, consequential, or special damages, including loss of profit, data, or reputation.
11. Dispute Resolution
11.1 The parties shall attempt to resolve any dispute amicably.
11.2 If unresolved, the parties agree to mediate through the Centre for Effective Dispute Resolution (CEDR) before litigation.
11.3 This Agreement is governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
12. General
12.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements.
12.2 Amendments must be in writing and signed by both parties.
12.3 If any provision is found invalid, the remainder shall remain in full force and effect.
12.4 Notices must be in writing and delivered to the addresses specified in the insertion order or booking confirmation.