Terms & Conditions

1. General. A signed order form with full payment included must be submitted to Incentives Magazine "Incentives" by the closing date of the publication. By submitting advertising for inclusion in any of Incentives publications or websites, advertiser/agency agrees to be bound by these terms and conditions. No conditions other than those set forth herein shall be binding on Incentives unless specifically agreed to in writing by Incentives. These terms and conditions supersede any and all other terms and/or conditions, oral or written, on any material, and any previous agreements between Incentives and advertiser/agency relating to the subject matter set forth herein.


2. Changes and Cancellations. All orders and artwork must be received by the closing date. Cancellations or copy changes will not be accepted after the closing date of the publication. Incentives advertising specifications are accessible through the website. Incentives reserves the right to change any of its advertising specifications at any time. Any cancellations or change orders must be made in writing and both acknowledged and approved by Incentives. Payment in full is required prior to graphic development by Incentives. All ad orders must be paid and ads proofed by the closing date. All payments are final no refunds will be issued. If approved by Incentives, print credits only will be issued where appropriate. Please note that closing dates are subject to change, without notice, and are based on space availability in each issue.


3. Payment. Unless otherwise agreed in writing, all fees are due in full at the time of order. Ad proofs will be created only after the order is signed and paid in full. If payment is not made timely, Incentives, at its option, may immediately terminate the order without refund and may issue a print credit for future issue(s). In addition, advertiser and/or agency shall be jointly and severally liable to Incentives for all graphic fees, collection fees, attorney's fees and any other costs of collection.


4. Redesigning of Incentives publications. Advertiser/agency acknowledges that, consistent with Incentives' need for editorial discretion, Incentives may redesign, delete or replace the page(s) on which the advertisement will be displayed or transmitted or may redesign or replace the type of advertisement purchased by advertiser/agency; provided, that Incentives will use good faith efforts to provide advertiser/agency with comparable or better exposure.


5. Prohibited Advertising; Incentives reserves the right, without liability, to reject, omit or exclude any ad or to reject or terminate any ad for any reason at any time, with or without notice to the advertiser/agency, and whether or not such ad, was previously acknowledged, accepted, or published.


6. Licenses and Indemnification. Advertiser/agency grants Incentives the right to use, reproduce, publicly display and distribute advertiser's advertisements and collateral information and warrants that advertiser/agency has the right to grant such license. Advertiser/Agency represents that the advertiser is the owner or is licensed to use the entire contents and subject matter contained in its advertisements and collateral information, including, without limitation, (a) the names and/or pictures of persons; (b) any copyrighted material, trademarks, service marks, logos, and/or depictions of trademarked or service marked goods or services; and (c) any testimonials or endorsements contained in any advertisement submitted to Incentives. In addition, advertiser/agency represents that the advertiser's advertisements and collateral information do not violate any applicable local, state or federal law or regulation. In consideration of Incentives' acceptance of such advertisements and information for publication, the advertiser and agency will jointly and severally indemnify and hold harmless Incentives and its officers, directors, shareholders, employees, accountants, attorneys, agents, parent(s), affiliates, subsidiaries, successors and assigns from and against any and all third party claims, damages, liabilities, costs and expenses, including reasonable legal fees and expenses, arising out of or related to: (i) advertiser/agency's breach of any covenants, representations and warranties made therein, (ii) Incentives' performance under this contract, and (iii) the copying, printing, distributing, transmitting or publishing of advertiser's/agency's advertisements or collateral information by Incentives.


7. Limitation of Liability. In the event (i) Incentives fails to publish an advertisement in accordance with the schedule provided in the Insertion Order, or (ii) of any other failure, technical of otherwise, of such advertisement to appear or be transmitted as provided in the Order, the sole liability of Incentives to advertiser/agency shall be limited to, at Incentives' sole discretion, a pro rata refund of the advertising fee representing the undelivered advertisement, placement of the advertisement at a later time in a comparable position, or extension of the term of the Order until total exposure is delivered. In addition, Incentives is not responsible for the quality and/or clarity of any printed advertisements. UNDER NO CIRCUMSTANCES WILL Incentives BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATON, FOR LOST INCOME OR PROFITS, IN ANY WAY ARISING OUT OF OR RELATED TO ANY ORDER, EVEN IF INCENTIVES HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.


8. Choice of Law and Forum. This contract shall be interpreted and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflicts of laws provision, and with the same force and effect as if fully executed and performed therein. Each party hereby consents to the exclusive personal jurisdiction of the Commonwealth of Virginia, acknowledges that venue is proper only in any state or Federal court in the Commonwealth of Virginia, agrees that any action related to this contract must be brought in a state or Federal court in the Commonwealth of Virginia, and waives any objection that may exist, now or in the future, with respect to any of the foregoing.


9. Credit Cards. In the event that advertiser/agency pays any amounts due hereunder with a credit card and the issuer of the credit card fails to pay the amounts authorized by advertiser/agency, advertiser/agency shall immediately remit full payment to Incentives plus any interest or fees due on the outstanding amounts. In addition, if advertiser/agency pays any amounts due hereunder with a credit card and the issuer of the credit card seeks to recover from Incentives any amounts received by Incentives from the issuer, advertiser/agency shall immediately remit to Incentives all amounts necessary to comply with the issuer's request and any costs, fees, and expenses incurred by Incentives.


10. Miscellaneous. No public statements concerning the existence or terms of this contract will be made or released to any medium except with the prior approval of both parties or as required by law. Advertiser/agency may not resell, assign or transfer any of its rights hereunder, and any attempt to resell, assign or transfer such rights shall result in immediate termination of this contract, without liability to Incentives. If any portion of the contract is found unenforceable for any reason, the reminder will remain in full force and effect. No waiver by Incentives shall operate as a waiver of any other provision or any subsequent default. This document represents the entire agreement of the parties; Incentives will not be bound by the representations of any agents, brokers, or other third parties. Any modifications must be in writing and signed by an authorized representative of Incentives. All terms of this contract, which by their nature extend beyond its termination, remain in effect until fulfilled and apply to the respective successors and assigns.