Terms and Conditions

Background information

CXM is an online magazine that covers customer experience (CX) and employee experience (EX) topics and current issues in a vast array of different industries, excluding gambling and casino industries.

It has been published online for more than a decade and has established itself as a prime source of relevant and competent resources on everything CX and EX.

1. Definitions

“Advertisement” means any advertisements and material provided by the Advertiser to the Operator for publication through the Advertisement Services and Legal Generation Services;

“Advertisement Services” means the ongoing hosting and publication of the advertisements by the Operator on behalf of the Advertiser on the Advertising Platform by these Terms and Conditions;

“Lead Generation Services” means the provision of Third-party information to the Advertiser based on the Operator’s form for collection of that information;

“Advertiser” means the person or entity identified as such in the Purchase Order;

“Advertising Platform” means the website cxm.co.uk and the Operator’s social media pages;

“Confirmation letter” means the written notice provided to the Advertiser by the Operator in regard to the receiver Purchase Order;

“Contract” means a particular contract made under these Terms and Conditions between the Operator and the Advertiser under which the Operator is obligated to provide the Advertiser the Advertising services suited to its needs that will be further determined through the provision of a Purchase order;

“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights, and these “intellectual property rights” include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trademarks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);

“Operator” means CXM Magazine as an online magazine owned and published by Awards International Ltd, registered in England and Wales, company number 6707388 having its registered office at Acacia Farm, Lower Road, SG8 0EE;

“Purchase Order” means a written order form provided to the Operator by the Advertiser which details the Advertiser’s needs regarding the Advertising Services; and

“Terms and Conditions” means these terms and conditions, including any amendments to these terms and conditions from time to time.

2. Term

2.1. The Contract shall come into force upon the moment the Purchase Order is submitted to the Operator provided that the Confirmation letter is sent out to the Advertiser.

2.2. The Contract shall continue in force during the period of the provision of Advertising Services, but no longer than one year from the moment of the submission of the Purchase Order, subject to termination by the provisions of these terms and Conditions.

2.3. Unless the parties expressly agree otherwise in writing, each Purchase Order shall create a distinct contract under these Terms and Conditions which will determine the particulars of each contract

2.4 Contrary to the provisions stipulated in section 2.1 the Contract shall not come into force if the Purchase Order is submitted by the interested party engaged in or otherwise connected and/or associated with the gambling and casino activities.

3. Purchase Order submission date

3.1. The Purchase Order will be deemed submitted in the following instances:

a) when the Operator receives the Purchase Order via email from the Advertiser; or

b) when the Advertiser has signed the Purchase Order via ZohoSign service.

4. Advertisement Services

4.1. The Operator shall provide the Advertisement Services to the Advertiser during the Term with reasonable skill and care and in accordance with these Terms and Conditions.

4.2. Having in mind that the Advertisement Service is being provided in an online environment the Operator will use reasonable effort to keep Advertisements online and accessible to Advertising Platform visitors.

4.3. Any inability of the Operator to keep the Advertisements online caused directly or indirectly by any of the following shall not be considered a breach of the Contract by the Operator:

A) a Force Majeure Event;

B) an outage of Internet connection or any other reason that would result in the downtime of the Operator’s website as part of the Advertising Platform;

C) an outage of any social media platform where the Operator is posting the Advertisement as part of the Advertising Platform;

D) any breach of the Contract by the Advertiser; or

E) scheduled maintenance of any of the Operator’s systems in connection with the Advertising Platform.

4.4. In case the Advertiser does not comply with its obligations in accordance with these Terms and Conditions, as well as the provisions of the Purchase Order, the Operator is entitled to suspend the provision of the Advertisement Service until the Advertiser is in compliance.

4.5. In case as presented in the art. 4.4 of these Terms and Conditions the Operator shall provide a written statement to the Advertiser notifying it of the fact that it is in breach of its obligation to the Operator and provide it a 5 working days deadline to comply with the stated incompliance.

4.6. In case the Advertiser does not remedy the breach of the obligation as determined in the art. 4.4 and 4.5 of these Terms and Conditions the Operator may terminate the Contract that it has with the Advertiser immediately.

5. Advertisements

5.1. The Advertiser shall supply to the Operator the Advertisements that are specified in the Purchase Order or that the parties otherwise agree in writing.

5.2. The Advertisements will be provided in accordance with deadlines set in the Purchase Order, or in accordance with the written agreement between the Parties.

5.3. The Operator shall not be liable to the Advertiser in respect of any failure of the Operator to comply with its obligations under the Contract to the extent that such failure arises out of any breach by the Advertiser included in this article of these Terms and Conditions.

5.4. The Advertiser hereby grants to the Operator a non-exclusive license to copy, reproduce, store, distribute, publish, export, adapt, edit, and translate the Advertisements to the extent reasonably required for the performance of the Operator’s obligations and the exercise of the Operator’s rights under the Contract, together with the right to sub-license these rights to its intermediary service providers (which include hosting, connectivity and telecommunications service providers) for the purposes of the performance of the Operator’s obligations.

5.5. The Advertiser warrants to the Operator that the Advertisements will not infringe the Intellectual Property Rights or other legal rights of any person.

5.6. The Advertiser warrants to the Operator that the Advertisements will not breach the provisions of any applicable law, statute, regulation, or applicable code of conduct.

5.7. The Advertiser shall indemnify the Operator against all claims, demands, suits, liabilities, costs, expenses (including reasonably incurred legal fees), damages, and losses suffered or incurred by the Operator arising out of a third-party claim against the Operator in respect of:

– infringement of a third party intellectual property rights;

arising out of the Operator’s provision of Advertisement Services in respect to the Advertisement.

5.7 The Operator shall be liable to the Advertiser in respect of any loss and/or damages caused as a result of the contents provided by the Operator.

6. No transfer of Intellectual Property Rights

6.1. Nothing in these Terms and Conditions shall be construed as to indicate that either Operator or Advertiser has transferred or assigned any Intellectual Property Rights to the Advertiser or Operator.

7. Charges

7.1. The Advertiser will be obligated to pay the charges to the Operator in the amount determined in the Order or in other written agreements that the Parties have entered into for the provision of the Advertisement Services.

7.2. The Operator shall issue an invoice to the Advertiser in the period of 5 days after the Purchase Order has been submitted in accordance with the provisions of these Terms and Conditions.

7.3. The Advertiser is obligated to pay the charges stated in the invoice within the period of 30 (thirty) days following the issuance of the invoice.

7.4. The Operator reserves the right to change its standard rates and these Terms and Conditions, for which the Operator shall inform the Advertiser promptly.

7.5. In the event of a change in Advertisement Service rates or any change in any of these Terms and Conditions, the Advertiser shall, by serving written notice on the Operator within 14 days of the date of the Operator’s notice of such change, be entitled to cancel any order for an Advertisement to which the changed rates or Terms and Conditions would otherwise be applicable.

8. Termination

8.1. Parties may terminate their Agreement at any time, for any reason, by providing the other Party with the 15 (fifteen) days written notice.

9. Force Majeure

9.1. The Operator shall not be liable to the Advertiser or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of the Operator’s obligations under these Terms and Conditions, if the delay or failure was due to any causes beyond the Operator’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Media Owner’s reasonable control:

a) act of God, acts of terrorism, explosion, inclement weather, tempest, fire or accident.

b) war or threat of war, sabotage, insurrection, civil disturbance, or requisition.

c) acts, restrictions, regulations, by-laws prohibitions, or measures of any kind on the part of any governmental, parliamentary, or local authority.

d) strikes, lock-outs, or other industrial actions or trade disputes (whether involving employees of the Operator or of a third party).

9.2. The advertiser shall be entitled to be paid in full by the Operator any moneys due and owing by the Operator to the Advertiser but shall not be liable to pay any damages, costs, or expenses to the Advertiser as a result or in respect of such suspension, variation or cancellation.

10. No partnership

10.1. Nothing in these terms and conditions and no action taken by the parties pursuant to these terms and conditions shall create, or be interpreted or construed as creating a partnership, agency, association, joint venture, or, other cooperative entity between the parties.

10.2. Neither party shall have any right, power, or authority to enter into any agreements, or act on behalf of, or to act as, or to be an agent or representative of, or to otherwise bind other parties unless expressly provided otherwise in these Terms and Conditions.

11. Variation

11.1. Not terms and conditions other than these Terms and Conditions shall be binding on the Operator unless agreed by him in writing, but nothing in these Terms and Conditions shall preclude the Operator and Advertiser from varying any of these Terms and Conditions in respect of any specific Agreement if they mutually agree to do so.

12. Controlling law, jurisdiction, and venue

12.1. These Terms and Conditions are governed by the English laws regardless of the laws that might otherwise govern under applicable principles of conflicts of laws thereof. Any disputes arising in connection with these Terms and Conditions not settled between the Parties shall be deferred to be resolved in arbitration under the rules of the English Arbitration Act. If requested by either Party, the Courts of England and Wales will have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms and Conditions.

13. Severability

13.1. If any provision of these terms and Conditions is held invalid under any law applicable to the Parties, that provision shall be considered severable and its invalidity shall not affect the remainder of these Terms and conditions, which shall continue in full force and effect.