IMC FZ LLC

General terms and conditions of contract. This terms and conditions statement sets forth the acceptance of the terms of the use of the services provided by IMC FZ LLC. By using the services of IMC FZ LLC, you are agreeing to all terms set forth in this statement.

1. Definitions
(a) The expression 'The Company shall herein after mean IMC FZ LLC and shall include the successor's title and assigns of the Company.

(b) The expression 'The Advertiser ' wherever it here in after appears shall mean the person , firm or company by whom an order for an advertisement booking is placed and shall also mean and include the Advertiser's successors in title and assigns.

(c) The expression 'Advertising Agency ' shall mean a firm or a company who places business on behalf of the advertiser and is appointed by the advertiser on his behalf to deal in media buying.

(d) The expression 'Advertisement Copy ' shall mean any advertising material intended for telecast / broadcast by the company.

2. Advertising Agencies and Commissions
(a) An Advertising Agency acting on behalf of the Advertiser shall be deemed to be responsible for the contract as principle, and will accordingly be responsible for payment of accounts and will be deemed to have full authority in all matters connected with the placing of orders and the approval or amendment copy.

(b) An Advertising Agency will be entitled to the normal agency commission payable to all advertising agencies recognised by the Company, provided such business is routed through them. This will be calculated on the basis of the rates applicable less discounts allowed and less any surcharge payable under the local laws.

c) No agency commission will be payable by the Company to an Advertiser or allowed to be shared by any client. Any Advertising Agency not recognised under Condition 2(b) or in the case of overseas agency, not recognised by the appropriate media organization in its own country will not be entitled to any agency commissions.

3. Acceptance of Terms and Conditions
(a) The placing of an order with the Company by an Advertiser/Advertising Agency will be deemed as acceptance of these terms and conditions by the Advertiser.

(b) No terms or conditions, other than those set forth here in, or any variation there of, shall be binding upon the Company or the Advertiser unless reduced to writing and signed by, on behalf of both the Company and the Advertiser.

4. Acceptance of Advertisements
(a) All advertisements will be telecast/broadcast subject only to approval by the Company and to their compliance with the local communications Act.

(b) Advertisement copy must be delivered no less than four clear working days before schedules telecast/broadcast date unless the company shall, in any particular case, agree to accept a shorter period. Delivery of advertisement copy shall not be deemed to have been made until the Company's technical requirements and submissions procedures have been complied with and the relevant telecast/broadcast instructions have been given. If the advertiser fails to deliver advertisement copy in accordance with the provision of this paragraph, he may be subject to a surcharge of USD 200- and remain liable to pay for the advertisement whether or not it is telecast/Broadcast.

(c) The form in which advertisement copy must be submitted and the procedure for the approval and or rejection thereof changes or alternative copy use and like matters shall be dealt with in accordance with the 'submission procedures'. (as shall be published by the company from time to time) prevailing at the date of submission of the advertisement copy.

(d) The Company, at any time, may without incurring any liability whatsoever to the Advertiser:-

(i) Add to, delete, change or otherwise amend advertisement copy if so required by the local broadcast regulatory authority or if in the opinion of the Company the advertisement contains unsuitable material or copy, but the Advertiser shall remain liable to pay for such advertisements.

(ii) Decline to telecast/broadcast any advertisements without giving a reason for so declining but the Advertiser shall not be liable to pay for such advertisements.

(iii) Restrict any repeat telecast/broadcast of the same advertisement.

(e) Subject to the provisions of Condition 11 below all booking are accepted on the understanding that they will be paid for at the rates in force at the date of telecast/broadcast.

5. Dates/Times of Telecast
(a) The Company does not guarantee that the scheduled times and or dates of telecast will be adhered to, but if for any reason whatsoever an advertisement is:

(i) Not telecast during the period arranged, or

(ii) Not telecast at all, or

(iii) Telecast so that a material part there of is omitted, or

(iv) Telecast containing a material error made by the company. the Company will endeavour to offer a make good telecast/broadcast during some other similar period, which may be accepted by the Advertiser provided, that if any offer of such a telecast is not accepted,(or is not made), the Advertiser shall have no claim against the Company and or the local broadcast regulatory authority in respect of IMC FZ LLC or for any expense or damage whatsoever in contract or tort incurred as a result thereof, and the company shall be entitled to be paid by the Advertiser any agreed fees or such expenses as the Company has incurred in respect of any facilities arranged or provided.

(b) If, as a result of transmission failure, an advertisement is not telecast, the Company shall compensate the advertiser in such manner as the Company shall deem reasonable which shall in no case be in excess of the revenue from that particular failed telecast.

(c) In the event of the Company's activities being restricted, curtailed or prevented by any law or any other act or thing beyond the Company's control. The Company may, at anytime, notwithstanding anything herein before contained forthwith determine any contract without prejudice to the Company's right to be paid by the Advertiser any monies due and owing by the Advertiser to the Company at the time of such determination.

6. Cancellations
Subject to the provision of condition 11, any booking may be cancelled by either side, provided that notice in writing is received by the Company or the Advertiser, as the case may be, not less than 96 hours before the schedule telecast date.

If the cancellation is made by the Advertiser, the campaign will be charged at the rate appropriate to the number of advertisements actually telecast before such a cancellation becomes effective.

7. Material and Property Liability
While every care will be taken in respect of recordings, scripts or other material, the Company cannot accept liability for the loss, damage or delay in delivery thereof whether in the studio or transit and whether or not such recordings, scripts or other material are supplied by the Company.

8. Accounts
(a) Accounts payable by an advertising agency recognised by the Company or any other approved credit customer of the Company, shall be paid no later than 15th day of the month, following the month of telecast whether or not invoices are issued and without demur or deductions. Other accounts shall be paid no later than seven clear days before the scheduled first telecast date and in default of such payment, the Company shall be entitled to refuse to telecast the advertisement or charge late payment fee at 3% per month.

(b) The existence of a query on any individual item in an account shall not effect the date of Payment of balance of the account.

9. Warranties and Indemnities
The Advertisers warrants and undertakes that:

(a) He will be responsible for obtaining and paying for all necessary licences and consents for the telecast of any advertising copyright material contained, or the inclusion of any person in his advertisement.

(b) No Advertisement Copy will breach the copy right, other intellectual property rights and/or any such other rights of, or be defamatory of any third party.

(c) He will indemnify and keep the Company indemnified against all cost, damages, expense penalties, claims, demands and liabilities arising from any breach of the above warranties or in any manner whatsoever in consequence of the use, recording or telecasting of any Advertisement Copy or matter supplied by or telecast for the Advertiser.
10. The Advertiser shall only publish any information in connection with any advertisement which has been telecast/ broadcast or is scheduled for telecast/broadcast if the Company has given its prior written consent.

11. Change of Rates and Conditions
(a) The Company reserves the right to change the advertisement rates, time segments, classifications and any of these terms and conditions by not less than 28 clear days notice. In the event of such change, the rates applicable shall be those in force at the time of telecast, the Advertiser concerned shall, (by serving written notice on the Company within 10 clear days or receiving notice of such change), be entitled to cancel any order for an advertisement to which the changed rates of terms and conditions would otherwise be applicable.

(b) The Company may from time to time make special charges and or conditions for certain types of advertisements or for bookings at certain specified periods.

12. No Resale of Service
The Advertiser agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Advertisement Copy.

13. INDEMNITY
The Advertisers agree to indemnify and hold the Company and its subsidiaries, affiliates, officers, agents, co-branders, or other partners and employees, harmless from any claim or demand, including reasonable solicitors' fees made by any third party due to or arising out of content submitted by the Advertiser, in connection to the services provided by the Company. The Advertisers violation of the terms and conditions stated herein or the Advertisers violation of any rights of another.

14. Disclaimer
The Advertiser expressly understands and agrees that:

(a) The Advertisers use of the service is provided by the Company is at the Advertisers' risk. The service is provided on "as is" and "as available" basis. The Company expressly disclaims all warranties of any kind, whether express or implied, including but not limited to the implied warranties, warranties of merchantability, fitness for a particular purpose and non-infringement.

(b)The Company makes no warranty that,

(i) The service provided by the Company will meet the advertiser's requirements.

(ii) The service provided by the Company will be interrupted, timely, and secure and error free.

(iii) The results that May be obtained from the use of the Company's services will be accurate or reliable.

(iv) The quality of any recordings, products, services, information or other material supplied by the Company will meet the Advertiser's expectations.

(v) Any such service will be remedied/corrected.

15. Notices
Any notices may be made via either e-mail or regular mail.

16. Trademark Information
IMC FZ LLC, the Company's logo are trademarks of the Company and the Advertiser agrees that he will not infringe in any manner, the Company's trademark without prior written permission /consent.