Product Specific Terms and Conditions
Digital Direct Marketing Terms & Conditions
"Content" means any and all content, data, advertisements, creatives and materials (including property details and any intellectual property rights of whatsoever nature) supplied or made available by, on behalf or on the instruction of, You to ZPG or any Group Company for the purposes of carrying out the Services;
"Delivery Date" has the meaning set out in clause 3.1 below;
"Effective Date" means the date both Parties have signed the Order Form;
"End Date" means the date ZPG shall cease to provide the Services to you as set out in the Order Form;
"Fees" means the fees, rates and charges due to ZPG (or any Group Companies) by you as agreed in the Order Form (which shall include email or as varied from time to time in accordance with Clause 4.9);
"Start Date" means the date ZPG has confirmed the Services will go live;
"Member Terms and Conditions" has the meaning set out in set out in Clause 1 of these Marketing Terms and Conditions;
"Marketing Terms and Conditions" means these terms and conditions;
"Services" means advertising services specified in the Order Form. The Services will be provided by ZPG (or its Group Companies):
"You" means the Company or entity set out in the Order Form; and
"ZPG" or "the Company" means Zoopla Limited, a company incorporated in England and Wales with Company No. 06074771 whose Registered Office is at The Cooperage, 5 Copper Row, London, SE1 2LH.
- These Marketing Terms and Conditions shall be between You and ZPG shall incorporate the Order Form and the Member Terms and Conditions, found at www.zoopla.co.uk/members/terms ("Agreement") In the event of conflict, the terms of the Order Form then these Marketing Terms and Conditions shall take precedence over the Member Terms and Conditions. The Agreement shall take effect from the Effective Date.
- Subject to these Marketing Terms and Conditions, ZPG (or any Group Company as ZPG may determine) will provide You with the Services from the Start Date to the End Date. ZPG may vary the Services (including amending the advertising campaign criteria, length of the advertising campaign or target audience in order to maximise performance) from time to time with or without notice to You.
- Cancellation or Delay
- You will ensure that all Content is finalised and sent to ZPG in a format agreed with ZPG (in writing) at least 5 working days prior to the Start Date ("Delivery Date"). If You fail to deliver the Content by the Delivery Date, all Fees shall become immediately due and payable and ZPG may, at its absolute discretion, terminate this Agreement or delay the Start Date.
- You may elect to cancel the Services and terminate this Agreement prior to the Start Date provided that you give written notice to ZPG and subject to Your payment of the following Fees in accordance with the terms of the Member Terms and Conditions:
Date of Termination Notice Percentage of Fees Payable* 25+ days prior to Start Date 25% 15-24 days prior to Start Date 50% 0-14 days prior to Start Date 100%
- You hereby acknowledge and agree that the Cancellation Fees are fair and reasonable and are an accurate reflection of the loss suffered by ZPG as a result of Your cancellation.
- You warrant and represent that:
- Any Content you provide shall comply with the Member Terms and Conditions;
- You own the copyright and/or possess all relevant rights to the Content to be used by ZPG to carry out the Services;
- Content will comply with all applicable laws, regulations and codes of practice in the United Kingdom and will not be defamatory or infringe any copyright, trademark or other intellectual property rights or rights of any third party whatsoever;
- You will not provide any Content which is deliberately intended to upset other users, to breach confidence, to compromise privacy or to process personal data in an unauthorised manner;
- You will not provide any Content which may encourage criminal conduct or which may give rise to civil liability;
- You will not place within any Content any links which will take users to unlawful material or material that contravenes these Marketing Terms and Conditions;
- You will not provide any Content which contravenes the relevant codes of conduct imposed by the Advertising Standards Authority.
- You agree not to use the Service for:
- the posting, uploading, emailing or other transmission of any unsolicited or unauthorised advertising, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", "affiliate schemes", or any other so called "business opportunity" or any other form of solicitation or commercial exploitation;
- for the posting, uploading, emailing or other transmission of any material that contains software viruses or any other computer code, files or programs designed to interrupt, restrict, destroy, limit the functionality of or compromise the integrity of any computer software or hardware or telecommunications equipment.
- If Your Content links to another website, You are responsible for maintaining the links to the linked website. ZPG may remove from the Site any Content which is, or contains links to a website which is, in ZPG’s opinion, defamatory, illegal or objectionable or will bring ZPG into disrepute. You will indemnify ZPG from and against any claims or liability arising from the content of websites that are linked to from Your Content.
- ZPG reserves the right to remove Your Content completely if it believes that You are abusing the Service in any way.
- Subject to clause 3, the Fees (plus VAT and any other taxes or duties thereon) for each the Services and any other charges due shall be paid by You in accordance with the Member Terms and Conditions.
- This Agreement shall terminate on the End Date. Clauses 4 and 7 of these Marketing Terms and Conditions shall survive termination of this Agreement.
- ZPG may publish and make available to the public by any means any Content that You submit, post, upload, email or otherwise transmit to it at its sole discretion and it shall not amend any such material prior to publication.