Magicalia Ltd Advertising Terms and Conditions.
Last updated January 2004

You shall deliver advertising content ("Advertisement") for inclusion in one of our websites ("Website") or e-mails to us in compliance with the requirements ("Requirements") outlined on our booking form ("Booking Form"). We shall have no obligation to publish any Advertisement that is not received in accordance with these Requirements, and reserve the right, where we have reasonable objections, to decline to publish, reject, cancel, modify or edit any Advertisement or Booking Form and remove any Advertisement from any page or position on the Website without incurring any liability or obligation to you.

Without limitation, you shall deliver your Advertisements to us no later than 3 days before their intended date of publication or transmission via e-mail, in the file formats and media which we specify and have obtained all necessary permissions, consents and authorisations in respect of the content of your Advertisements.

If we elect not to publish any Advertisement, we shall notify you that this is the case and you must supply alternative copy at your cost as soon as possible and in any case no later than 3 days prior to the intended date of publication or transmission. You shall remain liable to pay in full for any advertising space you have booked, irrespective of whether or not such alternative copy has been supplied to or accepted by us within the above timeframe.

Invoicing and payment
We shall invoice you for the Fees on the date on which payment is due, as specified in the Booking Form ("Due Date") and payment shall be made directly to us within 30 days from the Due Date. All sums invoiced shall be exclusive of any Value Added Tax properly chargeable which shall remain payable by you, where applicable. Amounts paid after the Due Date shall bear interest at the rate of 4 % per annum above the base lending rate of Barclays Bank plc from time to time from the date when payment should have been paid until the date of actual payment, whether before or after judgment.

Liability and warranties
Nothing in this document shall exclude or limit our liability for death or personal injury resulting from our negligence or that of our servants, agents or employees. We shall not be liable in contract, tort (including, without limitation, negligence), pre-contract or other representations (other than fraudulent or negligent representations) or otherwise arising out of or in connection with this document for any economic losses (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings), any loss of goodwill or reputation, or any special, indirect or consequential losses in any case, whether or not such losses were within the contemplation of the parties at the date of this document, suffered or incurred by that party arising out of or in connection with the provisions of any matter under this document. We exclude all conditions, terms, representations (other than fraudulent or negligent representations) and warranties relating to our provision of services under this document, whether imposed by statute or by operation of law or otherwise, that are not expressly stated in this document, including without limitation, the implied warranties of satisfactory quality and fitness for a particular purpose.

You represent, warrant and undertake to us that the Advertisement complies with all applicable statutes, rules, regulations, guidelines and codes in respect of electronic and on-line advertising and all other relevant industry codes of practice and any other regulations or statutes which may apply and that no Advertisement contains any material which is defamatory or otherwise likely to cause offence or harm to any party.

You shall fully indemnify us forthwith on demand and hold us harmless against any and all expenses, costs, damages and losses of any kind (including reasonable legal fees and costs) incurred by us in connection with any claims, actual or threatened, of any kind (including without limitation any claim of trademark or copyright infringement, libel, defamation, breach of confidentiality, false or misleading advertising or sales practices) arising from any Advertisement.

Without prejudice to any other provision of this Agreement, we shall have no liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, explosion, embargo, strikes whether legal or illegal, labour or material shortage, transportation interruption of any kind, work slowdown, transmitter or satellite degradation, failure of the Internet, interruption or failure or any other condition beyond our control affecting production or delivery of the Website and any Advertisements incorporated in it in any manner.

General
You may not resell, assign or transfer any of your rights under this document without our prior written consent. Unless specifically agreed otherwise in the applicable Booking Form, bookings for advertisements are non-cancellable and non-refundable, and we shall destroy Advertisement copy without further reference to you if it is not published or transmitted for a continuous period of three months.

Unless otherwise expressly stated, nothing in this document shall create or confer any rights or any other benefits whether pursuant to the Contracts (Rights of Third Parties) Act 1999 or otherwise in favour of any person other than the parties to this Agreement. This document constitutes the complete and entire agreement between the parties, and (except for any negligent or fraudulent representations) shall supercede any and all other prior understandings, commitments, representations or agreements, whether written or oral, between the parties.

This document shall be governed by and construed in accordance with the laws of England and Wales and you submit to the non-exclusive jurisdiction of the English Courts.