1.1 In these Terms:
“Advertiser’s Account” means the Advertiser’s online account, accessible at https://app.adtonos.com.
“Advertiser Data” means any data, including images, video, sounds, made available by the Advertiser to RNM to conduct data analytics.
“Advertiser Instruction(s)” means the Advertiser’s instructions, submitted via the Advertiser’s Account, that RNM should stream the Advertising Materials on the Online Radio Streams for the particular Stream Campaign.
“Advertiser Personal Data” means any personal data contained in the Advertiser Data (as such term is defined in the Data Protection Laws) which RNM processes in order to provide the Services.
“Advertising Material(s)” means the advertising materials provided by the Advertiser to RNM in relation to the Playouts for streaming on the Online Radio Streams.
“Applicable Laws” means all applicable laws, regulations and regulatory requirements of England and Wales relating to the performance or receipt of the Services, as amended and in force from time to time.
“Business Day” means any day which is not a Saturday, Sunday or public or bank holiday in England or Advertiser’s country of residence.
“Campaign Price” means the price for the Services to the Advertiser’s Account upon payment of the Fees, entitling the Advertiser to stream of the Advertising Material(s) on Online Radio Streams.
“Confidential Information” includes all written, electronic or oral information relating to the business or assets of each Party and its customers, clients and suppliers, and the terms or subject matter of these Terms.
“Contract Year” means any 12 month period ending on any anniversary of the date of these Terms.
“Data Protection Laws” means, up to but excluding 25 May 2018, the Data Protection Act 1998 and thereafter (i) unless and until the GDPR is no longer directly applicable in the UK, the GDPR and any national implementing laws, regulations and secondary legislation, as amended or updated from time to time, in the UK and then (ii) any successor legislation to the GDPR or the Data Protection Act 1998.
“Fees” means all the fees to be paid by the Advertiser for the Services (including the Campaign Price and, if applicable, any Performance Charge) in accordance with Clause 4, as set out in https://www.adtonos.com/advertiser-pricing.
“GDPR” means General Data Protection Regulation – (EU) 2016/679).
“Intellectual Property Right“ means all copyright and rights in the nature of copyright, design rights, patents, trademarks, database rights, applications for any of the above, moral rights, rights in confidential information, know-how, domain names and any other intellectual or industrial property rights whether or not registered or capable of registration and whether subsisting in the United Kingdom or any other part of the world.
“Online Radio Owner(s)” means the owner or licensor of the Online Radio Stream(s).
“Online Radio Stream(s)” means the online radio live streams where RNM may play and broadcast the Advertising Material in accordance with the Advertiser Instructions.
“Party” or “Parties” means the Advertiser, RNM, or both; as applicable.
“Performance Charge” means the performance charge to be paid by the Advertiser to RNM for each and every Performance Event by each and every listener of the Online Radio Stream during or as a direct consequence of the Stream Campaign.
“Performance Event” means (i) trackable purchase of the Advertiser’s service or product by the listener of the Online Radio Stream during the Playouts, (ii) trackable click or any other defined action on the Advertiser’s website by the listener of the Online Radio Stream during the Playouts and (iii) and other valid impression or performance event in connection with the Stream Campaign, as agreed between the Advertiser and RNM.
“Playout” each and every one advertisement played to each and every one Online Radio Stream’s listener during the Stream Campaign on behalf of the Advertiser.
“RNM Data” means the data feed made available by RNM to Advertiser.
“RNM Material(s)” means any documentation and materials (including, without limitation, any part of the software code or algorithms developed by or on behalf of RNM and/or other software tools and utilities) which are used or provided by RNM in connection with the Services.
“Services” means the services to be provided by RNM to the Advertiser under these Terms, in accordance with the Advertiser Instructions for the agreed Fee, as described in more detail here https://adtonos.com.
“Stream Campaign” means each and every advertising campaign for the Playouts conducted by RNM for the Advertiser for the agreed Campaign Price, and using the Advertising Material(s) prescribed in the Advertiser Instructions.
“VAT” means value added tax.
1.2 In these Terms:
1.2.1 clause headings are for information only and do not affect the interpretation of these Terms;
1.2.2 references to documents are to documents as from time to time supplemented or varied;
1.2.3 references to Clauses and/or Parties are to Clauses of and/or Parties to these Terms, respectively;
1.2.4 “writing” includes fax transmission, email and similar means of communication; and
1.2.5 if the description of a service in general terms is followed by the more specific description of certain elements of that service, the general description of the service shall not be construed restrictively by reference to the elements more specifically described.
1.3 These Terms may be supplemented by additional terms provided by RNM and accepted by the Advertiser from time to time (“Additional Terms”). In the event of any conflict between these Terms and the Additional Terms, the Additional Terms shall prevail.