All orders in respect of Guerrero Howe LLC (Guerrero Howe) are subject to and governed by the following terms and conditions.
- Guerrero Howe reserves the right at its absolute discretion, and at any time, to cancel any advertising order or reject any advertisement, whether or not the same has already been acknowledged and/or previously published. In the event of such cancellation or rejection by Guerrero Howe, advertising already run shall be paid for at the rate that would apply if the entire order were published. In the event of your cancellation of any portion of any advertising order not in compliance with the terms hereof or failure to have published the specified number of advertisements, or if at any time Guerrero Howe in its reasonable judgment determines that you are not likely to publish the total amount of advertising specified in the applicable advertising order, any rate discount will be retroactively nullified and result in the standard rate. In such event, you must pay Guerrero Howe the difference between the discounted rate provided to you and the standard rate within 30 days of invoice therefore and you will thereafter pay for advertising based on the standard rates of Guerrero Howe as set forth in the then current media kit. Any merchandising program executed by Guerrero Howe in reliance on advertising that is cancelled will be paid for by you at the fair market rate for such program (including all costs and expenses incurred by Guerrero Howe).
- Advertising orders that contain rates that vary from the standard rates of Guerrero Howe shall not be binding on Guerrero Howe unless approved in writing by an authorized officer of Guerrero Howe. In the event any discount rates are not approved in writing by an authorized officer of Guerrero Howe, the standard rates shall apply to such order at the discretion of Guerrero Howe.
- Advertisements that simulate editorial content must be clearly defined and labeled “ADVERTISEMENT” and Guerrero Howe may, in its discretion, so label such copy.
- Orders for advertising containing restrictions or specifying positions, facings, editorial adjacencies or other requirements may be accepted and inserted, but such restrictions or specifications are at Guerrero Howe’s sole discretion.
- The following items apply to furnished inserts: (i) an accurate facsimile or electronic version of any furnished insert must be submitted to Guerrero Howe for review on or prior to the dates established by Guerrero Howe for the applicable publication; (ii) Guerrero Howe is not responsible for errors or omissions in, or the production quality of, furnished inserts; and (iii) you shall be responsible for any additional costs or expenses incurred by Guerrero Howe arising out of your failure to deliver furnished inserts pursuant to Guerrero Howe’s specifications or time requirements.
- Banner advertisements must be submitted in a format and with dimensions required by Guerrero Howe. If you do not have a banner advertisement prepared, Guerrero Howe will create one for you and may charge you an additional fee. Each banner advertisement will be displayed as determined by Guerrero Howe. Guerrero Howe may have banner advertisements from several parties. When more than one banner advertisement is under contract, banners will be evenly and fairly positioned from time to time as determined by Guerrero Howe.
- You shall remain liable for the full advertising rate in each of the following instances: (i) Guerrero Howe is unable to publish an advertisement as a result of your failure to comply with Guerrero Howe’s specifications or time requirements (in which case, Guerrero Howe shall not be required to run any generic or other advertisement); (ii) your failure to cancel the applicable order in accordance with the cancellation requirements contained herein (in which case, Guerrero Howe shall not be required to run any generic or other advertisement); and (iii) the cancellation or termination of the applicable feature story.
- In the event an order is placed by an agency on your behalf, such agency warrants and represents that it has full right and authority to place such order on your behalf and that all legal obligations arising out of the placement of the advertisement will be binding on both you and the applicable agency. Any agreement made by an agency on your behalf will be binding on you and such agency.
- You may not use any advertising space either directly or indirectly for any business, organization, enterprise, product, or service other than that for which the advertising space is provided by Guerrero Howe, nor may you authorize any others to use any advertising space in such manner.
- You agree that any advertisements published may, at Guerrero Howe’s sole option, be included in all forms of media, whether now in existence or hereafter developed, in which the article, feature, issue or other writing (regardless of the form of such media) containing the advertisement is published, reproduced, distributed, displayed, performed, or transmitted, in whole or in part; provided, however, Guerrero Howe shall not be required to include (i) any advertisement originally published in one form of media in any other form of media regardless of any additional publication, reproduction, distribution, display, performance or transmission of the original article, feature, title, issue or other writing containing or otherwise related to such advertisement, or (ii) any advertisement originally published with or in connection with any article, feature, issue or other writing in any additional publication, reproduction, distribution, display, performance or transmission of such article, feature, issue or other writing. The copyright in any advertisement created by Guerrero Howe is owned by Guerrero Howe, and may not be otherwise used by Advertiser or third parties without Guerrero Howe’s prior written consent.
- In the event your order includes a photoshoot, you agree to appear at the agreed upon place and time for the photoshoot and to otherwise adhere to the instructions and requirements for the photoshoot. If you are having a location shoot, please be aware that arrangements may have to be changed at the last minute due to weather conditions (should this happen we will either move to another agreed location on that day, or rebook for another time). In the event you fail to appear for the photoshoot on time or otherwise fail to adhere to the instructions and requirements for the photoshoot, you will remain responsible for the full price of the photoshoot. Guerrero Howe will endeavor to reschedule your photoshoot in the event you provide Guerrero Howe at least three business days’ advance written notice of the need to reschedule, but no guaranty is made by Guerrero Howe regarding its ability to reschedule your photoshoot and you remain responsible for the full price of the photoshoot. In the event Guerrero Howe is able to reschedule your photoshoot at your request, Guerrero Howe may assess a rescheduling fee. All photos taken by our photographers (including by any of our affiliates) remain the copyright of Guerrero Howe and as such reproduction of photographs by scanning, photographing or other methods of copying are illegal. If you purchase a high resolution digital image from us, then we will grant you re-production rights for your own use. Guerrero Howe, including its affiliates and all staff and representatives related to photoshoots, is not liable or responsible in any way should you be injured while at your photoshoot.
- In the event your order includes a feature story of a particular length and/or a follow up story, you agree to provide information and resources to Guerrero Howe on a timely basis in order to permit Guerrero Howe to prepare the particular article in accordance with the order. The preparation and final approval of each article will be in the sole discretion of Guerrero Howe, and excessive revisions or rewrites of your article will not be permitted. Articles published may, at Guerrero Howe’s sole option, be included in other publications and in any form of media, in each case, whether now in existence or hereafter developed. The copyright in each article is owned by Guerrero Howe, and such article may not be used by you or third parties without Guerrero Howe’s prior written consent. Guerrero Howe reserves the right at its absolute discretion, and at any time, to cancel or reject any article, whether or not the same has already been acknowledged and/or previously published. You shall remain liable for the full price of your order in each of the following instances: (i) Guerrero Howe is unable to prepare or publish your article as a result of your failure to comply with Guerrero Howe’s specifications or time requirements, including any of the timing or other requirements with respect to a scheduled follow up story; (ii) your failure to cancel the applicable order in accordance with the cancellation requirements contained herein; and (iii) any delay with respect to the particular issue.
- In the event your order includes a web exclusive with respect to your article, Guerrero Howe will prepare the web exclusive in its sole discretion and place it on the Guerrero Howe website for a period of at least one month prior to the applicable issue release date. The placement of the web exclusive will be at the sole discretion of Guerrero Howe.
- In the event your order includes an e-print of your article, a digital copy of such article will be prepared by Guerrero Howe and provided to you in digital format no later than one month after the original publication date. The digital format for such article will be as determined by Guerrero Howe, and such article will remain “locked,” so any printing or reproduction rights with respect to such article will remain with Guerrero Howe.
- In the event your order includes prominent placement or accelerated release of your article, you agree to work with Guerrero Howe in good faith to establish the placement and release date of your article. Notwithstanding the foregoing, the ultimate decision with respect to all content, placement and release matters will be made by Guerrero Howe.
- In the event your order includes the distribution of your article or other content, you agree that (i) you are responsible for full payment of such content distribution services regardless of the number of times your article or other content is viewed (and Guerrero Howe cannot guaranty the number of views), (ii) Guerrero Howe may use affiliates or agents to perform the content distribution services, (iii) Guerrero Howe and its affiliates or agents will have a perpetual, non-exclusive, royalty-free license to use all imagery produced in connection with or otherwise related to your article or other content in order to perform content distribution services, and (iv) Guerrero Howe must receive payment in full prior to performing the content distribution services, provided that in the event services are performed by Guerrero Howe in its sole discretion prior to receiving payment in full, your payment will be due 45 days from the date your order for such services is received by Guerrero Howe and if not received by such date a twenty percent (20%) late payment fee will be charged on the outstanding balance.
- An order will be deemed accepted by Guerrero Howe once Guerrero Howe commences performance of such order or otherwise indicates in writing its acceptance of such order.
- In no event shall Guerrero Howe’s liability with respect to any order exceed the total amount paid to Guerrero Howe for such order, including any liability resulting from the errors or omissions of Guerrero Howe. In no event shall Guerrero Howe be liable for special, incidental, consequential or punitive damages.
- All matters with respect to any order will be governed by the laws of the State of Illinois applicable to contracts to be performed entirely therein. Any action brought by you against Guerrero Howe or any of its affiliates must be brought in the state or federal courts in Chicago, Illinois; the parties hereby consent to the jurisdiction of such courts.
- You and your applicable representatives represent to Guerrero Howe that all materials, information, examples or samples submitted to Guerrero Howe comply with all applicable laws and regulations and do not violate the rights of, and are not harmful to, any person, corporation or other entity. As part of the consideration to induce Guerrero Howe to undertake its obligations and perform its services with respect to your order, you and your applicable representatives each agree jointly and severally to indemnify and save harmless Guerrero Howe, and its affiliates, employees, owners and representatives, against all liability, loss, damage, and expense of any nature, including attorneys’ fees and court costs, arising out of any actual or potential claims for libel, invasion of privacy, copyright or trademark infringement and/or any other actual or potential claims or suits that may arise out of Guerrero Howe’s obligations and/or services with respect to your order.
- You and your representatives agree to be jointly and severally liable for the payment of all amounts in respect of your order. You authorize Guerrero Howe, at its election, to tender any invoice to you or your representatives, and such tender shall constitute due notice to you of the invoice and such manner of billing shall in no way impair or limit the joint and several liability of you and your representatives. Payment by you to your representative(s) shall not discharge your liability to Guerrero Howe. The rights of Guerrero Howe shall in no way be affected by any dispute or claim between you and your representative(s).
- An order may be cancelled by you or your representatives providing written notice of such cancellation to Guerrero Howe no later than the 3rd day after your order is received by Guerrero Howe. In the event of any order cancellation, you and your representatives shall remain liable for the cost of any work performed or materials purchased in respect of your order, including the cost of services, paper and/or printing.
- You and your representatives agree to reimburse Guerrero Howe for its attorneys’ fees and costs in collecting any unpaid amounts in respect of your order.
- Except for rates agreed to in writing by you and Guerrero Howe, rates and units of space for each order shall be at the standard rates set forth in the media kit on the date the applicable insertion order is received by Guerrero Howe.
- Any commissions charged by your representative are your sole obligation and liability.
- Except as provided below with respect to tangible products or as otherwise expressly provided in these terms and conditions, payment is due by the earlier of (i) the listed due date in the applicable order and (ii) 45 days from the date your order is received by Guerrero Howe. With respect to those orders requiring delivery by Guerrero Howe of a tangible product (such as follow up stories, photoshoots, e-prints and additional copies of Guerrero Howe), Guerrero Howe must receive payment in full prior to delivering any such tangible products to you. Notwithstanding anything to the contrary contained herein or the applicable order, in the event full payment is not received by Guerrero Howe on or prior to the due date as provided in this subsection, the rates for the applicable order shall increase to the standard rates set forth in the then current media kit and full payment of such amount shall be immediately due and owing; provided, however, in the event the rates for the applicable order are already based on the standard rates set forth in the then current media kit or the rates for the applicable order are not set forth in the then current media kit, interest will be charged on the outstanding balance at 2.0% per month.
- Guerrero Howe has not made any representations to you or your representative(s) that are not contained herein. No addition or alteration to these terms and conditions shall be valid or enforceable unless expressly agreed to in writing by Guerrero Howe. Unless expressly agreed to in writing by Guerrero Howe, no other terms or conditions in contracts, orders, copy, instruction, or other documents furnished by or on behalf of you or your representative(s) (regardless of when received by Guerrero Howe) will be binding on Guerrero Howe.
- You agree not to hold Guerrero Howe or its affiliates responsible for any liability, loss, cost, claim, damage or causes of action of any kind that you may suffer as a result of the transactions contemplated by your order, including, but not limited to, loss resulting from service delays and incomplete or interrupted service, regardless of cause or fault.