These terms apply to all advertising services provided to any Customer (“You, Your”) by Karryon Pty Ltd (“We, Us, Our”).
Publication of Advertising and Editorial Content
1.1 Subject to these terms, we will use reasonable endeavours to publish advertising submitted by you in the format submitted and in accordance with your instructions.
1.2 We may republish advertising in our other publications at our discretion and without further cost to you.
Right to Refuse or Withdraw Advertising
2.1 Neither these Terms nor any written or verbal quotation by us represents an offer to publish advertising. A binding contract will only be formed when we accept the signed booking form or generate a GST-compliant invoice for that advertising.
2.2 We reserve the right to refuse or withdraw from publication any advertising at any time without notice or giving a reason. We will exercise this right fairly and reasonably.
Right to Vary Format and Placements
3.1 We reserve the right to make the following changes and will endeavour to notify you if any such changes occur:
a) vary the placement of advertising;
b) change the format or layout of advertising.
Submissions of Advertising
4.1 You warrant to us that the advertising does not breach or infringe:
a) the Australian Consumer Law;
b) any copyright or trademark;
c) any law of defamation, obscenity, or contempt of court, tribunal or commission;
d) State or Commonwealth anti-discrimination legislation;
e) the Privacy Act 1988 (Cth); or
f) any other applicable law.
4.2 You warrant that any advertising that contains the name or photograph of any person that can be identified has obtained the authority of that person.
4.3 We reserve the right to remove, without notice, any content posted to our websites, social channels, or eDM channels that is illegal, or may offend, harass, discriminate, defame, or infringe on the rights or safety of others.
4.4 You acknowledge that, while we will make reasonable efforts to adhere to your preferred ad placement, we cannot guarantee the exclusivity of the ad space. We reserve the right to include additional content, such as third-party advertisements, in or near the designated advertising area at our discretion.
Electronic Direct Mail (eDM) & Website Advertising
5.1 For eDM or website advertising, the Customer must submit creative materials at least five (5) working days before the scheduled publication date or by the date specified by your campaign manager.
5.2 If creative materials are not supplied within the specified timeframe or by the date specified by your campaign manager, the booking shall be deemed cancelled and will be charged at the full rate.
5.3 All artwork you supply must be in the correct dimensions as per the Karryon advertising specifications. We may charge an additional design fee for materials that do not comply with our specifications.
5.4 The eDM is not published on NSW public holidays.
Sponsored Editorial Content
6.1 Neither these Terms nor any written or verbal quotation by us represents an offer to publish editorial content. A binding contract will only be formed when we accept the completed Editorial Briefing Document or generate a GST-compliant invoice for that editorial.
6.2 You must submit a completed Editorial Briefing Document at least ten (10) working days before the scheduled publishing date or by the date specified by your campaign manager. For editorials with bespoke components (e.g., competitions, embedded maps), the Editorial Briefing Document may be required 20-30 working days prior.
6.3 If the Editorial Briefing Document is not returned within the specified timeframe, the booking shall be deemed cancelled and charged at the full rate.
6.4 We reserve the right to set the tone of voice in headlines, copy, and images with your approval.
6.5 Sponsored editorials allow for two (2) rounds of changes as part of the package. Any additional rounds of changes beyond the included two (2) rounds may incur fees as outlined in the “Amendment Fees” section (Clause 11.2).
Sponsored PR Content
7.1 Neither these Terms nor any written or verbal quotation by us represents an offer to publish PR content. A binding contract will only be formed when we accept the press release (PR) content or generate a GST-compliant invoice for that PR content.
7.2 You must provide a press release (PR) or other similar formats of pre-written copy at least ten (10) working days before the scheduled publishing date or by the date specified by your campaign manager. Please note that eDMs, website links, promotional flyers, or similar formats will not be accepted.
7.3 If the provided content is not submitted within the specified timeframe, the booking shall be deemed cancelled and charged at the full rate.
7.4 Karryon reserves the right to copy and paste the written content provided with only minimal changes as we see fit to align with our tone and style guide.
7.5 Sponsored PR content allows for one (1) round of free amendments as part of the package. Any additional rounds of changes beyond the included one (1) round may incur fees as outlined in the “Amendment Fees” section (Clause 11.2).
Sponsored Social Content
8.1 Neither these Terms nor any written or verbal quotation by us represents an offer to publish social content. A binding contract will only be formed when we accept the completed Social Briefing Document or generate a GST-compliant invoice for that social content.
8.2 You must provide a completed Social Briefing Document at least ten (10) working days before the scheduled publication date or by the date specified by your campaign manager.
8.3 If the provided content is not submitted within the specified timeframe, the booking shall be deemed cancelled and charged at the full rate.
8.4 Sponsored Social content allows for one (1) round of free amendments as part of the package. Any additional rounds of changes beyond the included one (1) round may incur fees as outlined in the “Amendment Fees” section (Clause 11.2).
8.5 We monitor comments on our social media channels and will make reasonable efforts to remove any defamatory or unlawful comments in a timely manner. However, we do not engage in censorship of lawful speech and are not liable for any negative or adverse comments made by third parties on public platforms.
8.6 We reserve the right to set the tone of voice in headlines, copy, and images with your approval.
8.7 We do not necessarily endorse or agree with the views expressed in social media posts. We are not liable for any loss or damages related to your use of our website, and you indemnify us from any claims arising from the publication and use of content on our platforms.
Videography / Photography
9.1 Payment for videography and photography may be required upfront and/or before the exchange of content files.
9.2 You may apply to use our content on your channels; however, Karryon must be credited and/or tagged, where applicable, in accordance with our usage guidelines.
9.3 All usage of our videography and/or photography content must comply with any applicable copyright and licensing agreements.
Third-Party Provider Additional Terms
10.1 You agree to comply with all applicable third-party provider terms, including but not limited to the terms and conditions of the following businesses: Facebook, Instagram, LinkedIn, Campaign Monitor, HubSpot, Google Ad Manager, Woobox, Typeform, YouTube, Alpaca Maps.
10.2 It is your responsibility to ensure that your content and advertising comply with the terms, policies, and guidelines of these third-party platforms. We will not be responsible for any issues, delays, or failures arising from non-compliance with these terms.
10.3 We will not be liable for any losses or damages arising from actions or changes in terms by third-party providers. Any interruptions or issues with these platforms may affect the delivery or performance of services, for which we are not responsible.
10.4 Third-party provider terms and conditions are subject to change, and it is your responsibility to stay informed of any updates or changes to their policies.
Amendment Fees
11.1 You must promptly:
a) check proofs of advertising, editorials, and sponsored PRs;
b) notify us of any changes or amendments within the set timeframe provided by your campaign manager. Delays in providing approvals or requested changes may result in our inability to guarantee the agreed live date for your content.
11.2 Karryon reserves the right to charge amendment fees of AU$200 per additional round of changes that exceeds the allotted amount as part of your package (e.g. two rounds for editorials, one round for sponsored PR content or social content, etc).
Campaign Reporting
12.1 Karryon’s standard reporting includes the following metrics:
Open rate/impressions and click-through rate (CTR) for website and EDM display advertising.
Page views for editorials and sponsored PR content.
Impressions, CTR, engagements, and video views (if applicable) for social media posts.
12.2 Karryon will provide final campaign reports within two (2) to four (4) weeks after the final activation date or upon request. Please note that any reports provided upon request will only include data from activities that have already concluded. We cannot provide results for any campaign activity that is still running or has not yet commenced.
12.3 Any requests to supply interim reports or additional analytics not agreed upon before the campaign commences may incur additional fees.
Deliverables
13.1 All advertising bookings are subject to availability and are to be used within a 12-month period.
13.2 We are not liable for any circumstances that may impact the delivery or performance of advertising services that are beyond our control, including but not limited to platform outages, changes in third-party terms, or technical failures.
13.3 A 100% cancellation fee will apply to any advertising/media booked with Karryon following submission of a signed booking form, including electronic signatures or verbal/email agreements, which are considered acceptance of these terms.
13.4 We reserve the right to reschedule or amend advertising placements in accordance with operational requirements or due to circumstances beyond our control, including third-party platform changes or technical issues.
13.5 If the Customer needs to postpone confirmed advertising dates, we will assess availability and make efforts to accommodate the request. However, the following minimum notice periods will apply:
- Eight (8) weeks for competition video projects.
- Six (6) weeks for daily eDM display advertising, website display advertising, Solus eDMs, and Spotlight eDMs.
- Four (4) weeks for sponsored editorials and sponsored social posts.
- Three (3) weeks for partner advertorials.
13.6 Requests made within these timeframes will be considered a cancellation and subject to Clause 13.3.
Advertising Rates, Taxes and Commission
14.1 You must pay for advertising in accordance with our “Services Guide” or any written quotation provided to you.
14.2 We reserve the right to vary advertising rates at any time. However, any changes will not affect advertising already booked and confirmed before the rate variation.
14.3 All rates are exclusive of Australian GST unless otherwise specified.
Payment
15.1 A new Karryon Customer may be required to pay 50% in advance to secure the agreed campaign dates or as stated in this contract. For approved Customers, our terms are 21 days after the invoice date unless otherwise specified. If the campaign commencement date is within 21 days, then full payment is due within 48 hours of the commencement date.
15.2 Payment is accepted via EFT and credit card (Visa, MasterCard, American Express, and JCB). Any credit card or payment processing fees are your responsibility.
15.3 Advertising, once paid, is non-refundable.
Failure to Pay
16.1 If you fail to pay for advertising in accordance with these Terms, we may, at our discretion:
a) Cancel any scheduled or ongoing advertising.
b) Require full prepayment for any future advertising bookings.
c) Charge a late payment fee, which will be specified in the invoice or contract.
d) Initiate legal proceedings or engage debt collection agencies to recover any outstanding amounts, with all associated costs and expenses (including legal fees) to be borne by you.
e) Charge interest on unpaid amounts at a rate of 1.5% per month, or the highest rate allowed by law, whichever is lower, starting from the due date until the amount is paid in full.
Liability
17.1 You indemnify and hold harmless Karryon, its officers, employees, contractors, and agents from and against any costs, expenses, losses, or damages (including, but not limited to, direct, indirect, consequential, or incidental losses) arising from any failure to publish advertising in accordance with your request, except where such failure is due to gross negligence or wilful misconduct on our part, including but not limited to any intellectual property infringement, privacy breaches, or third-party claims.
17.2 Our total liability for any claim arising from or in connection with these Terms, whether in contract, tort (including negligence), statute, or otherwise, shall not exceed the total amount paid by you under these Terms for the affected campaign.
17.3 We shall not be liable for any loss, damages, or liabilities arising from the failure of the World Wide Web, any telecommunications infrastructure, or the failure or suspension of services provided by third-party platforms, including but not limited to social media, ad-serving platforms, and hosting services.
Data Protection, Collection, and Privacy
18.1 We collect your personal information to provide advertising services and for invoicing, handling it in compliance with the Privacy Act 1988 (Cth), our Privacy Policy, and, where applicable, the General Data Protection Regulation (GDPR).
18.2 We ensure that all personal data collected and processed meets the standards of the Privacy Act 1988 (Cth) and the GDPR when applicable, including appropriate safeguards for international data transfers.
18.3 We employ industry-standard security measures to protect your data but cannot guarantee absolute security due to the nature of online transmission and storage.
18.4 Personal data will be retained only as long as necessary to fulfil its purpose or as required by law, after which it will be securely deleted or anonymized.
18.5 We may disclose personal information to debt collection agencies to recover amounts due, in line with relevant privacy regulations.
Confidentiality
19.1 Both parties agree to treat as confidential all information obtained from the other party that is designated as confidential or that ought reasonably to be considered confidential and shall not disclose such information to any third party without the prior written consent of the other party.
Intellectual Property Rights
20.1 All intellectual property rights, including but not limited to content, images, videos, trademarks, and logos created by Karryon as part of the advertising services, shall remain the sole property of Karryon, unless otherwise agreed in writing.
Dispute Resolution
21.1 In the event of any dispute or claim arising out of or in relation to these Terms, the parties agree to first attempt to resolve the dispute through good faith negotiations.
21.2 If the parties are unable to resolve the dispute within 30 days of commencing negotiations, they agree to submit the dispute to mediation, with the mediator to be mutually agreed upon by both parties, before initiating any legal proceedings.
21.3 Each party shall bear its own costs in relation to the mediation process, and the costs of the mediator will be shared equally, unless otherwise agreed.
21.4 If mediation does not resolve the dispute within a reasonable timeframe, either party may then proceed to initiate legal action as permitted under these Terms.
Governing Law / Notice
22.1 These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of New South Wales, Australia, without regard to conflict of law principles. The parties consent to the exclusive jurisdiction of the courts of New South Wales, and any disputes arising from these Terms shall be resolved in Sydney, New South Wales, Australia.
Force Majeure
23.1 We shall not be liable for any delay in or failure to perform our obligations under these Terms and Conditions if such delay or failure is due to events beyond our reasonable control, including but not limited to acts of God, governmental actions, wars, strikes, labour disputes, natural disasters, pandemics, public health emergencies, or similar widespread disruptions to normal business operations, including but not limited to disruptions to telecommunications or digital platforms.
Amendments to the Terms
24.1 We reserve the right to update or amend these Terms and Conditions at any time. Any changes will be effective immediately upon posting the revised Terms on our website. It is your responsibility to review these Terms periodically for updates.