Terms and conditions for media sales by Alma Media Group
Unless otherwise agreed, these terms and conditions apply to all media sales agreements concerning Alma Media Group’s products and services.
Alma Media Group’s products and services hereinafter refer to all products and services that operate and appear in print and electronic format and that are owned and represented by Alma Media Corporation and its Group companies (hereinafter collectively “Alma” and separately the “Publisher”). Such products and services include printed magazines, digital editions, websites, online services, mobile sites and services, newsletters, direct email marketing and other Alma media outlets (“Media”). These terms and conditions do not concern distribution, advertisements placed by readers or Kärkimedia advertising. With regard to Alma’s online marketplaces (e.g. etuovi.com, vuokraovi.com, autotalli.com, monster.fi, gofinland.fi, toimitilat.kauppalehti.fi), these terms and conditions apply to advertisements other than the actual marketplace advertisements. With regard to programmatic buying, these terms and conditions apply to the extent that the terms and conditions of the marketplace or the market practice do not require otherwise (however, the terms and conditions specified in sections 3, 11, 13–23 and 28 always apply to agreements regarding programmatic buying).
These terms and conditions apply when Alma sells advertising and announcement space and solutions in its Media for advertisements, announcements, images, video clips, contact information and other advertising material (“Material”) submitted by advertisers, advertising agencies, media agencies or other advertising service companies or their representatives (“Client”). If the advertisement is submitted by an agent, such as an advertising or media agency or other advertising service company or a representative of the advertiser, on behalf of the advertiser, the agent is responsible for ensuring compliance with all aspects of the agreed terms and conditions, as well as these terms and conditions, in the same manner as they are responsible for fulfilling their own obligations (including responsibility for the content of the Material and for the advertising fee with full liability for any credit losses). With regard to the content of and fees related to joint Material from two or more Clients, the responsibility lies with the Client who placed the order.
These terms and conditions apply to the publication of individual advertisements as well as campaigns. A campaign refers to a whole consisting of several advertisements that are booked at the same time to advertise the same product or service in one Medium or several Media. Separate campaigns run by the same Client are regarded as a single campaign if the break between the campaigns is no more than seven (7) days and the Material and/or target group remains the same.
2. Establishment of an agreement
An agreement to publish the Material submitted by the Client is established once the Client places an order with the Publisher verbally or in writing. The Publisher seeks to send an order confirmation to the Client separately for each order. However, the order is binding upon the Client even without confirmation. The order confirmation does not need to be signed or returned, unless otherwise agreed. The Material will be published in the Media specified in the order confirmation or otherwise agreed, in accordance with these terms and conditions and with the Publisher’s implementation practices and special terms and conditions concerning the Media in question as they stand at any given time.
3. Deviating and conflicting terms and conditions
Any terms and conditions concerning an individual media sales agreement that deviate from these terms and conditions must be specified by means of a written agreement. In the event of conflicting terms and conditions, the terms and conditions of the agreement between the parties and/or the terms and conditions in the order confirmation have first priority (with the document with the later date taking precedence), the medium-specific terms and conditions have second priority, and these terms and conditions have the lowest priority.
The prices (excl. VAT) for publishing advertisements in various Media are specified in the order confirmation, if any, and in the agreement and the offer, as well as on the website of the Medium concerned. The prices are also available from the media sales department for each Medium. In the event of conflicting prices, the prices specified in the agreement between the parties and/or the order confirmation have first priority (with the document with the later date taking precedence), the prices specified in the offer have second priority, and the general price list presented on the medium-specific website has the lowest priority. Any special advertising solutions, additional elements and their effect on the price are always negotiated separately.
The Publisher has the right to change its prices at any given time. The Publisher will seek to announce any changes on its medium-specific website and in its media sales bulletins. Any changes in prices will take effect no sooner than during the calendar month that follows thirty (30) days after the date of the announcement concerning the price changes to be implemented by the Publisher. The price changes will concern agreements that are made after the publication of the price announcement.
The prices announced are exclusive of VAT. The Publisher will add VAT to the prices according to the VAT rate as it stands at any given time, in addition to any statutory taxes and fees related to publishing operations and revenues from advertisements and announcements. These will be specified as separate items on the invoice.
Cost increases arising from laws, regulations or measures implemented by the authorities will be added to the prices correspondingly, effective from the date on which they come into effect. Such increases also concern orders that were placed earlier but have not been invoiced.
If the advertising copy or other Material requires a larger size than that specified in the order, the advertisement will be published in accordance with the size required for the copy or Material and invoiced in accordance with this larger size. In the event that the advertising copy or other Material requires a smaller size than that specified in the order, the price charged for the advertisement will be based on the space reserved.
In addition to the price specified for the advertisement, any preparatory work that does not fall within the scope of the agreement will be charged for in accordance with a separate price list. Changes to the draft and advertising copy will be charged for in accordance with the time required for implementing the changes. If the Publisher changes the advertisement in a manner that affects its price, the Publisher must have the changes approved by the Client before implementing them. If the Client cannot be reached, the Publisher must inform the Client about the changes no later than three (3) days after the advertisement is published.
5. Terms of payment
The Client will be invoiced at the end of the campaign at the latest. The term of payment for clients with an account with Alma is fourteen (14) days from the invoice date. Complaints concerning invoices must be filed within eight (8) days of the invoice date. Penalty interest will be charged on overdue payments in accordance with the law. In addition, the Publisher is entitled to charge the Client for any collection fees related to the overdue payment.
For media sales on credit, the Publisher requires corporate customers to submit their Business IDs and private customers to submit their personal identity number. Credit histories will be checked for all new customers. If requested, the Client must provide the Publisher with collateral. Payment defaults are processed on a case-by-case basis. In the event of payment defaults, the Publisher has the right not to publish the Material. In such situations, the Client will not be entitled to a refund.
Cash customers must pay the amount requested to a bank account provided by the Publisher no later than three (3) days before the date of publication. A receipt for the payment must be submitted to the Publisher by fax or email.
The Publisher reserves the right to amend the terms of payment.
General terms and conditions for discounts
Alma issues discounts on various grounds. Discounts are exclusive of one another, unless otherwise agreed by means of an agreement between the parties. The order of application for any multiple discounts varies according to the Medium.
An agreement that entitles the Client to a discount must be made before the beginning of the advertising included in the agreement. Advertising carried out before the agreement on a discount was made does not qualify for the discount and will not be included in the agreement total. The agreement must specify the Media that it concerns.
The agreement total will include all advertising in all of the Media specified in the agreement. It will also include any fees for additional work, as well as net invoicing related to the Media specified in the agreement submitted via Kärkimedia and an advertising or media agency. Performance-based advertising, programmatic buying or network products will not be included in the agreement total. The net agreement total is the total amount invoiced exclusive of VAT, taking into account all discounts, including the media agency discounts.
The discount rate and the total amount to be paid by the Client are determined in accordance with the agreement total. The discount rate will not apply to all purchases included in the agreement total.
The agreement total and discount tables are specific to each Client and do not apply to other companies belonging to the same group of companies as the Client. However, they can be applied to companies in which the Client has a majority holding (more than 50%), provided that these companies are specified in the agreement made with the Client.
Separate discount tables apply to print and electronic Media.
The discount only applies to advertisements submitted or transferred via the Media specified in the agreement.
If the Client fails to comply with the terms and conditions of the agreement, the Publisher reserves the right to claim the discount back.
Discounts related to media sales never concern distribution, advertisements placed by readers, Kärkimedia advertisements or actual marketplace visibility. Furthermore, discounts do not apply to any fees for additional work, performance-based advertising or programmatic buying.
Advertising and media agency discount
Media agency discounts on gross prices may be granted to media agencies that have made an agreement with Alma. In such cases, the media agency is responsible for the content of the Material and for paying for the advertising. Other operational and qualitative criteria for the discount:
1. Advertising space is reserved on schedule. The reservations must include all of the information that is required to provide the Client with a smoothly running service with regard to media services and the related invoicing.
2. The advertising material must be submitted in accordance with the related schedules and technical requirements.
3. The content of the advertising material must comply with the International Code of Advertising Practice, the law, good practice and statutory regulations.
4. The advertising or media agency must adhere to the agreed terms and conditions of the agreement, as well as these terms and conditions, and assume full liability for any credit losses arising from the advertisements it submits. Creditworthiness requires the agency to file collateral with the Finnish Joint Advertising Committee (IYN) or Alma and to pay its advertising invoices in accordance with the terms of payment.
7. Reservations and confirmation
Advertising space must be reserved before the publication date. Each Medium has its own reservation schedule for print advertising. Concerning online campaigns a preliminary reservation is valid for 14 days, after which the inventory is released automatically, if a reservation has not been confirmed. If the reservation is made less than five (5) days before the start of the campaign, we will no longer accept preliminary reservations, but reservations must be made confirmed.
8. Cancellation of campaigns
The terms and conditions for cancelling confirmed print campaigns vary according to the Medium. The termes and conditions for cancelling confirmed online campaigns are as follows:
- If a confirmed online campaign is cancelled 6-10 working days prior to its start, 25 % of the net price of the campaign will be charged.
- If a confirmed online campaign is cancelled 4-5 working days prior to its start, 50 % of the net price of the campaign will be charged.
- If a confirmed campaign is cancelled 3 working days prior to its start or later, 100 % of the net price of the campaign will be charged.
9. Instructions for submitting materials
All Material must be submitted in accordance with the medium-specific schedules and instructions for submitting materials. All material for online campaigns must be submitted three (3) working days prior to campaign start, materials for special solutions five (5) working days prior to campaign start in accordance with the medium-specific instructions for submitting materials.
If the Material for print advertising is not submitted or prepared in line with the instructions, if it is delayed or if it is technically unsuitable or questionable in terms of content, the Publisher will not guarantee that the advertisement will be published or that the campaign will begin at the desired time. In such cases, the visibility of the campaign will be reduced proportionately to the length of the delay.
If the Publisher does not have access to the Material at the time required by the schedule but nevertheless decides to publish the advertisement, the Publisher will not be liable for any deficiencies in the appearance of the advertisement. In such cases, the Publisher is also entitled to place the advertisement in a space different from what was agreed.
The Publisher will not be liable for any damage arising from the decision not to publish an erroneous advertisement or from the publication of the advertisement on a date other than the agreed publication date due to deficient Material.
The Publisher cannot guarantee that a report can be generated for an online campaign if the Material is submitted late or if deficient Material is submitted.
In above described cases, the full price (100%) will be invoiced even if the visibility of the advertisement or campaign is limited, its appearance is deficient or it is placed in a space different from what was agreed. An additional fee for expedited processing will be charged if the Material is submitted after the time limit specified for materials. In addition, any cost of adjustment concerning the Material will be charged. If the Publisher needs to make changes or corrections to the Material submitted, the work will be charged in accordance with the medium-specific price list.
If the Material causes technical problems during an online campaign in a Medium or Media of Alma, the Publisher has the right to replace the Material with a GIF version or completely remove it from the Medium or Media.
The customer has the right to receive a proof sheet of the prepared print ad, if the material is delivered according to the material schedule.
10. Campaign duration
A media visibility campaign will be valid for the agreed period of time but no longer than one (1) calendar year. The advertisements will be placed in their spaces by 10 a.m. on the first day of the agreed media visibility period, unless otherwise agreed. Weekly campaigns run from Monday to Sunday, unless otherwise agreed.
When making a reservation for a campaign, it must be specified how many advertisements the campaign will include and when they should be changed. The Publisher will change the advertisements once during the campaign free of charge. More frequent changes will be charged at an hourly rate, as will any unexpected changes during the campaign. The fees are medium-specific.
11. Verification of and display guarantee for online campaigns
Alma sells display-based, time-based and click-based online campaigns. The campaigns are verified using Alma’s advertising management system. The system does not take account of cookie errors.
Display guarantee for display-based campaigns: If the total number of displays for the campaign is lower than 95% of the number of displays purchased, either the campaign will be continued until the required number of displays is reached or the Client will be refunded for the missing displays in the form of advertising displays in their next campaign. If the number of displays is less than five (5) per cent lower than the targeted number of displays, the Client will not be refunded for the missing displays. If the Client’s Material is submitted late, Alma will not be required to fulfil the display guarantee.
12. Changes in advertising spaces
If the Client wishes to remove a campaign or change its placement during a campaign due to topical news content, for example, the Publisher will primarily seek to move the campaign to another section of the Medium in question in accordance with availability of space. The campaign will be moved to another section free of charge, but the guarantee display for the online campaign will cease to be valid and the campaign will be transferred to a section with available space. If the Client wishes to completely remove the campaign from the Medium in question during the campaign period, the Publisher will charge the Client for the full value (100%) of the campaign in accordance with the cancellation policy.
With regard to campaign packages, Alma does not guarantee visibility in all of the Media specified in the package. Campaigns purchased to be carried out in a specific Medium take precedence over campaign packages, and advertisements included in campaign packages will be published in Media with available space.
13. Right of use of Material
The Client entitles the Publisher to use the Material and to make changes to the Material, if necessary, so as to publish the material in the Media specified in the order confirmation or otherwise agreed. The Material submitted to the Publisher by the Client will not be returned. In case the Material is prepared with the help of Celtra system (by the Client, this representative or the Publisher), the Material will not be delivered to the Client but stays in the system.
14. Intellectual property rights
The Publisher has the right of ownership and all rights to the Media and any part of the Media that it publishes. These rights cover the copyright to software and databases consisting of the Clients’ Material, for example. The Client’s advertisements will be integrated into the Publisher’s databases with no additional compensation. The advertisements may be published as part of a database when such databases are published. The Publisher has the right of ownership and copyright to the Material it prepares for the Client, such as the original copy of the advertisement, and the Client is not entitled to transfer the Material to a third party or otherwise make use of the Material in similar products or services without written consent from the Publisher.
15. Liability for the content of advertisements
The Client is responsible for ensuring that the Material submitted to the Publisher is not in conflict with current laws, regulations issued by the authorities and self-regulatory advertising bodies, instructions provided by the Publisher, these terms and conditions, other terms and conditions of agreement or good practice. The Client commits to taking account of restrictions concerning, among other aspects, advertising targeted at children and young people aged under 18 and advertising concerning the following products: alcohol, tobacco, gambling, pharmaceuticals, counterfeit products and pirated products. Without liability for compensation, the Publisher is entitled to refuse to publish an advertisement if the Publisher deems the advertisement to be in conflict with the requirements mentioned above.
The Client is responsible for securing the rights of ownership and/or the rights of the use of the Material and for ensuring that the Material can be published without compromising the copyright, patent or other intellectual rights or other rights of anyone. The Client is responsible for obtaining all of the rights mentioned above and for any cost arising from using the rights. The Client is responsible for any damage incurred by third parties and any claims based on such damage with regard to compromised or missing copyright, patent and other intellectual property rights and other rights. The Publisher must inform the Client about any such claims, and thereafter the Client will be solely responsible for responding to such claims and bearing their consequences.
The Client is responsible for ensuring that the Material submitted by the Client or the systems or advertising tags used by the Client will not cause technical damage or interruptions for the network, Alma, other clients or the users of the Media. The Client is liable for compensation for any damage caused by its Material, systems or advertising tags. The Publisher has the right undertake necessary actions and use necessary tools in order to make sure that the Material corresponds to the instructions on the Material and does not include prohibited content or functionalities.
The Publisher is not liable for any cost or damage in relation to the Client or a third party that the Client or a third party incurs due to a violation of the terms and conditions specified in this section.
16. Publisher’s rights
The Publisher reserves the right not to approve a campaign if the Client, Material or campaign fails to meet the terms and conditions for the advertising space. The Media may have certain client-specific restrictions.
The Publisher has the right to make changes to its range of services, content, operations and descriptions. The Client will not be entitled to compensation on the grounds described here.
17. Competing advertisements in Media
The Publisher is entitled to place advertisements by competing companies in the same section of the Medium without prior announcement. Due to the confidentiality of customer relationships and the limited number of advertising spaces, the Publisher cannot provide advance information about competitors’ campaigns. Clients will not be refunded for any overlapping campaigns.
18. Data privacy and online behavioural advertising
With regard to the users of the Media, data privacy and the user experience are of primary importance to Alma. In this and other respects, the Client is responsible for the systems it uses and for the operations of its representatives and subcontractors in the same manner as it is responsible for its own operations. The Client must ensure that its cooperation partners are aware of and comply with the restrictions mentioned in these terms and conditions.
The Client must operate in accordance with the law, particularly with the Personal Data Act, the Information Society Code and other laws related to data privacy, and with the self-regulation in the field. The Client is entitled to carry out online behavioural advertising only in line with the European Framework for Online Behavioural Advertising (OBA) of the Interactive Advertising Bureau (IAB), and the Client must take all technological and other measures to ensure compliance with these principles.
The Client must note that processing personal data concerning a user of a Medium or combining personal data with data collected with cookies or other technologies from Alma’s Media requires express consent from the user of the Medium or other legal grounds for processing personal data, in addition to written consent from Alma.
Advertising may be targeted based on the location of a user’s terminal device only with prior consent from Alma. In addition, location-based advertising requires express consent from the user of the target medium for using their location data or making the location data anonymous in a manner that prevents the data from being connected to the user as such or combined with other data.
If the Client violates the terms and conditions mentioned here, Alma has the right to discontinue the Client’s campaign that the violations concern and any other of the Client’s campaigns in any Medium with immediate effect and to terminate all agreements between the Client and Publishers of Alma Group with no liability for compensation. The Client must pay the full price for the campaign and compensate Alma and/or the users of its Media in full for any direct and indirect damage arising from the Client’s violation of these terms and conditions.
The Client agrees to remove the advertising tags used in its campaigns from Alma’s website once the campaign has ended. If the removal of the advertising tags is delayed for a reason related to the Client, the Client must pay the Publisher EUR 10,000 in compensation for the delay for each week that begins during the delay.
19. Storage of campaign results
The results of online campaigns (including mobile and video campaigns) are stored in Alma’s databank of online advertising. Alma is entitled to use the results retrieved from its databank for its operational development, marketing and sales.
20. Complaints and liability for errors
The Publisher has the right to temporarily discontinue an electronic service for maintenance purposes or a similar reason. The Publisher will not be liable for any damage caused by interruptions in service.
The Publisher will not be liable for errors in digital or other Material submitted by the Client or for errors arising from the transfer of such Material.
The Publisher will be liable for errors and delays only with regard to error-free Material submitted in accordance with the schedule for materials. The maximum liability of the Publisher for not publishing an approved advertisement, a delay in publishing or an error during publishing is limited to the price of the advertisement. Minor deviations from the advertising copy, draft or desired printing quality are not considered to be errors. The Publisher’s liability for Material submitted to other newspapers or magazines is limited to its preparation value.
Under no circumstances will the Publisher be liable for any indirect damages incurred by the Client or third parties.
Complaints concerning erroneous advertisements must be filed no later than eight (8) days after the advertisement is published in a newspaper or magazine or after an electronic campaign ends. Complaints regarding invoicing errors must be filed within eight (8) days of the invoicing date.
21. Force majeure
Advertisements are displayed subject to force majeure, meaning that the Publisher will not be liable for damage caused by any unpredictable factors, such as strikes, technical problems, delays caused by subcontractors and other similar developments that are beyond the Publisher’s reasonable control and independent of the Publisher.
The terms and conditions for cooperation other than those published by the Publisher, including prices deviating from the general price list and the discount rates applied, will be confidential over the duration of the agreement and for two (2) years beyond the end of the agreement period. The parties must not disclose information about the content of the agreement to third parties.
23. Validity of terms and conditions
If any of the aspects included in these terms and conditions is deemed invalid by means of a legally valid decision, such an aspect will not otherwise affect these terms and conditions, and the term that has been deemed invalid will be replaced with the valid term that is the closest to the purpose of these terms and conditions.
24. Transfer of agreement and advertising space
The Publisher is entitled to transfer the agreement and the related rights and obligations to another company within Alma Group or, in conjunction with a sale of business or other business transaction, to the company to which the Publisher’s business operations related to the agreement are transferred. Without prior written consent, the Client is not entitled to transfer the agreement or the advertising space it has reserved to a third party.
25. Validity of the agreement
A one-off advertising agreement will end without termination once the service has been provided.
Fixed-term agreements will remain in force for the specified period of time and end without notice on the last day of the agreement period. However, regardless of their specified period, annual agreements may be terminated by either party with three (3) months’ notice in writing at any given time during the agreement period, in which case the final discount rate will be determined in accordance with the accumulated agreement total.
Agreements with an indefinite period of validity may be terminated by either party by written notice, in which case the agreement will be terminated three (3) months from the date of giving notice.
26. Termination of agreement
The agreement may be terminated if one of the parties is in material breach of the agreement or fails to meet the terms and conditions of the agreement and fails to rectify the breach within thirty (30) days of receiving notice thereof. The Publisher has the right to terminate the agreement with immediate effect if the Client is in default of payment with regard to a company of Alma Group or is subject to bankruptcy, corporate reorganisation or liquidation proceedings or is declared insolvent.
27. Applicable law and dispute resolution
The laws of Finland apply to cooperation between the Publisher and the Client. All disputes and differences of opinion between the Publisher and the Client will be resolved by the District Court of Helsinki.
28. Validity of terms and conditions
These terms and conditions will come into effect on 18 October 2016 and will replace the previous terms and conditions concerning Alma’s media sales. These terms and conditions will be valid until further notice. The Publisher has the right to amend the general terms and conditions for the Media, these terms and conditions for media sales and the medium-specific terms and conditions and practices, as well as prices and the grounds for payment, at any given time. The amended terms and conditions will apply to all agreements made after the announcement of the amended terms and conditions.