1. Definitions and Interpretation
“MOBSTA” means MOBSTA Ltd (97 Charlotte Street, London, W1T 4QA, UK, registration number (08108260);
“Advertiser” means the advertiser or media-buying agency that signs an Advertising Order;
“Advertising Order” means an order in MOBSTA’s prescribed format for the placement of an Advertisement signed by the Advertiser and MOBSTA;
“Advertising Space” means the space available for the placement of advertisements on the Media Vehicle;
“Agreement” means the agreement between the Advertiser and MOBSTA for the purchase of Advertising Space on the Media Vehicle consisting of an Advertising Order and the general terms and conditions contained in this document;
“Charges” means the charges to be paid by the Advertiser to MOBSTA for placing or procuring the placement of the Advertisement on the Media Vehicle in accordance with the Advertising Order;
“Force Majeure” means any event beyond the reasonable control of a Party, including but not limited to lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving that Party’s employees), an Insolvency Event in relation to a Publisher or acts of local or central Government or other competent authorities. For the avoidance of doubt, any incidents linked to the failure of any IT equipment, software or services, including but not limited to Internet availability, that prevents MOBSTA from carrying out the momentary, full or partial disclosure of the Advertisement shall be deemed an event of Force Majeure;
“Insolvency Event” means, in relation to an entity, that it becomes insolvent or unable to pay its debts as they fall due or becomes subject to, or itself takes any steps to invoke, any law, proceedings, procedure or third party action preliminary or relating to its insolvency, winding-up, liquidation, administration or receivership (or any analogous proceedings in any jurisdiction) or any enforcement of any security against it, or to a rescheduling, composition or arrangement in respect of any of its debts;
“Intellectual Property Rights” means all copyrights, patents, utility models, trademarks, service marks, design rights (whether registered or unregistered), database rights, semiconductor topography rights, proprietary information rights and all other similar proprietary rights as any exist anywhere in the world;
“Linked Website” means a website which is accessible through any hyperlink (or other method of linking pages on the World Wide Web) embodied in an Advertisement;
“Media Vehicle”means the medium on which the Advertisement(s) are to be placed, as set out in the Advertising Order;
“Parties” means the Advertiser and MOBSTA, and “Party” means either of them;
“Payment Date” means the date for payment of the Charges being the date thirty (30) days from the date of MOBSTA’s invoice for the Charges;
“Publisher” means the person that is responsible for the operation of the Media Vehicle from time to time; and “Start Date” means the date on which it is intended that the Advertisement will first be placed on the Media Vehicle as set out in the Advertising Order or as otherwise agreed between MOBSTA and the Advertiser.
(b) a reference to any legislation is a reference to that legislation as amended, replaced or re-enacted from time to time and any subordinate legislation made under it;
(c) a reference to a person includes an individual, a firm, a body corporate, an unincorporated association or an authority and that person’s executors, administrators, successors, substitutes (including but not limited to persons taking by notation) and assigns; and
(d) references to the single include the plural and vice versa and a reference to one gender includes all genders as the context admits or requires.
2. Scope of Agreement
3. Submission of Orders
3.3 MOBSTA will have no liability to procure the placement of an Advertisement on the Media Vehicle until it has countersigned the relevant Advertising Order and returned it to the Advertiser.
3.4 Classifications on the Advertising order must be ticked and agreed by both parties to ensure correct placement of advertising. A Site may fall into more than one category. All categories are, however, intended to be entirely self-contained and avoid all duplication. Insertion Order Permissions for Sites vetted as belonging to more than one category need to match ALL categories of the site. Explanations of the classifications are below:
3.5 MOBSTA does not represent any sites which contain barred content, please see definitions below.
A sub-set of Spyware is malware (malicious code). A defining characteristic of malware is that it is intended to cause harm or be used for criminal purposes. Examples of malware include keystroke loggers, password sniffers, spam launchers, remote access tools (RATs) or screen capture utilities. Malware may deliver viruses, worms or Trojans.
4. MOBSTA’s Rights and Obligations
5. Delivery of the Advertisement
6. Advertiser’s Cancellation Option and Responsibilities
The Advertiser may cancel an Advertising Order after that Advertising Order has been accepted by MOBSTA provided that:
7. Financial Terms
8. Intellectual Property Rights
9. Warranties and Indemnities
10. Right to withdraw Advertisement
12. Limitation of liability
13. Usage Statistics
Without prejudice to any other rights or remedies MOBSTA may have at law, MOBSTA may terminate this Agreement (or at its election suspend fulfillment of all or any part(s) of any Advertising Order) immediately by giving written notice if:
18. Rights of Third Parties