Terms and Conditions for Web Seminar, White Paper, Custom Publishing
These terms and conditions are part of your agreement with Edgell Communications, Inc. and Edgell Publications, Inc. (Publisher) to provide the above services.
The terms Sponsor and Advertiser have the same meaning in this agreement
To the extent that Sponsor provides any content to Publisher (collectively, the “Content”) for any reason, including for distribution at web seminars, inclusion in newsletters, white papers, research reports, custom publishing projects, on websites or distribution at trade shows, conferences or similar events, Sponsor hereby warrants that it has all rights (including any applicable digital and electronic rights) and permission necessary to provide the Content to Publisher for its intended use, and Sponsor (and/or advertising agency, if a party to this agreement) hereby agrees to defend, hold harmless and indemnify Publisher, including the payment of any costs, attorney fees, liabilities or expenses, against any claims arising from its use of the Content ( including text, illustrations, representations, sketches, maps, trademark, labels, recordings or other copyrighted matter or the unauthorized use of any person’s name or photograph). The Publisher reserves the right to reject Content or advertising, which Publisher believes in its sole discretion, is not in keeping with its standards. Each party shall retain sole and exclusive ownership of its pre-existing intellectual property including, but not limited to, its trademarks and logos and nothing in this agreement shall be construed as transferring ownership of any such property or rights. However, each party provides the other party with a limited right to display their trademark and logo for the express purpose set forth in this agreement.
Unless otherwise agreed to in writing by the Publisher, the Publisher retains ownership of all rights (including any applicable digital, audio and electronic rights) to the content and the finished product. This excludes electronic White Papers (e-whitepapers) supplied complete by the advertiser, for which the Publisher's responsibility is limited solely to the agreed posting and promoting per the terms of agreement between the parties.
Unless otherwise agreed to in writing by the Publisher and except as stated below, Sponsor understands and agrees that this agreement is non cancelable. However, Publisher shall not be liable for failure to perform its obligations under this Agreement as a result of acts of war or terrorism, government regulation, curtailment of travel or transportation, interruption of telephone or internet services, strikes, riots, acts of God, or any other cause beyond its reasonable control or if Publisher determines it is not practical to proceed or reschedule the project or advertising that is the subject of this agreement. In the event of cancellation by the Publisher, it will refund to the Sponsor any fees already paid to Publisher. In no event shall Publishers liability under this agreement exceed any fees paid by the Sponsor.
For any print or other adverting insertions included under this agreement the Edgell Communications, Inc. Print terms and Conditions as specified at www.edgellcommunications.com/TNC-print-web.html. Sponsor agrees to pay any sales and use taxes, if any, which may be imposed by taxing authorities.
January 2010