The following terms and conditions (the "Standard Terms") shall be deemed to be incorporated into the attached insertion order (the "Insertion Order"):
1. Provision of Advertising Materials. Advertiser will provide all materials for the advertisement in accordance with Zacks' required lead-time prior to publication of the advertisement:
For Online, Co-registration and Newsletter sponsorships: Creative (text, artwork, URL link and any other component of the ad display) for these products must be received at least two business days prior to the campaign start date - three business days for rich media. Failure to provide all components may result in position being lost, guaranteed impression level being reduced, or contracted number of leads being reduced.
For Dedicated Email: All email creative and accompanying components for any mailings must be received by Zacks 48 hours prior to the scheduled mailing. Failure to provide all components without 48 hours notice may result in loss of guaranteed mailing time and date. The mailing will be rescheduled at Zacks' discretion, at the earliest agreed upon opportunity possible.
"Required components include:
1. HTML version of email (if applicable),
2. Text version of email
3. Seed list for tests
4. Seed list for actual mailing
5. Subject line for the mailing
6. All details for any special select or query that we will run on the list (if applicable).
7. The postal address of the advertiser
8. The advertiser suppression list
9. The advertiser opt-out link (if available).
10. Note: an extra 24 hours notice is REQUIRED for A/B splits or if Zacks must host images for html emails.
11. Signed Can-Spam agreement"
Zacks shall not be required to publish any advertisement that is not received in accordance with these policies and reserves the right to charge Advertiser, at the rate specified in the Insertion Order, for inventory held by Zacks pending receipt of acceptable materials from Advertiser which are past due.
2. Terms of Payment. Advertiser must submit completed credit application to determine terms of payment. If no credit application is submitted or the request for credit is denied by Zacks in its sole discretion, the Insertion Order must be paid in advance of the advertisement start date. If Zacks approves credit, Advertiser will be invoiced at the end of each month as set forth on the insertion Order and payment shall be made to Zacks within forty five (45) days from the date of invoice (“Due Date”). Amounts paid after the Due Date shall bear interest at the rate of ten percent (10%) per month (or the highest rate permitted by law, if less). In the event Advertiser fails to make timely payment, Advertiser will be responsible for all reasonable expenses (including attorneys' fees) incurred by Zacks in collecting such amounts. Zacks reserves the right to suspend performance of its obligation hereunder (or under any agreement with Advertiser) in the event Advertiser fails to make timely payment hereunder or under any other agreement with Zacks.
3. Usage Statistics. Advertiser acknowledges that delivery statistics provided by Zacks are the official, definitive measurements of Zacks' performance on any delivery obligations provided in the Insertion Order. No other measurements or usage statistics (including those of Advertiser or a third party ad server) shall be accepted by Zacks or have bearing on the Insertion Order.
4. Right to Reject Advertisement. All contents of advertisements are subject to Zacks' approval. Zacks reserves the right to reject or cancel any advertisement, insertion order, URL link, space reservation or position commitment, at any time, for any reason whatsoever including belief by Zacks that placement of the advertisement, URL link, etc., interferes with, or is detrimental to Zacks' interests or may subject Zacks to criminal or civil liability.
5. No Assignment or Resale of Ad Space. Advertiser may not resell, assign or transfer any of its rights hereunder. Any attempt to resell, assign or transfer such rights shall result in immediate termination of this contract, without liability to Zacks.
6. Co-Registration Lead Usage. The Zacks Co-Registration program does not intend, guarantee, or otherwise provide confirmed subscriptions to or for the Advertiser's offer. Pre-qualified Co-Registration Leads are defined as prospective subscribers to the Advertiser's offer and individuals are not obligated to any purchase under the terms of this agreement. The restricted intent of the Zack Co-Registration program is to provide the Advertiser with the contact information of those individuals who have consented to have their contact information forwarded to the Advertiser for the non-obtrusive solicitation to subscribe to the Company's offer. The Pre-qualified Co-Registration Leads provided by Zacks to the Advertiser are not permitted for any use beyond the solicitation by the Advertiser for the offer agreed upon in this Insertion Order.
7. Renewal. Except as expressly set forth in the Insertion Order, any renewal of the Insertion Order and acceptance of any additional advertising order shall be at Zacks' sole discretion. Pricing for any renewal period is subject to change by Zacks from time to time.
8. Makegoods. Zacks will extend makegoods only when Zacks fails to correctly post and/or fails to deliver a guaranteed number of impressions during any given contract period. Makegoods will be made in the form of additional days or added impressions. Refunds or cash makegoods are not available, and no makegoods will apply if advertiser, agency or any of its contractors are in error (e.g. incorrect paperwork, incorrect creative or not meeting the banner deadline).
9. Cancellations.
Online and Newsletter Sponsorships: A signed Insertion Order is required to hold space/inventory on Zacks.com, ZacksAdvisor.com, or any represented space in the Zacks' Ad Network. Once the space has been confirmed in writing by the site (defined as a signed IO), an advertiser may cancel with no penalty if at least 30 days advance notice is given prior to the agreed-upon start date. Cancellations or changes in orders must be made in writing to Zacks. If less than 30 days notice is given or if the campaign has already started, the advertiser is 100% accountable for the cost of impressions planned for up to 30 days after the cancellation date. If a contracted program is not completed, program rates will be adjusted to rates earned based on impressions run and current Zacks rate cards, and the advertiser will be billed for the applicable adjustment. Zacks discounts will also be adjusted or reversed in the event a planned program is not completed, and the advertiser will be billed for any discounts taken but not earned.
Dedicated Emails: A signed Insertion Order is required to reserve dates for the Zacks' mailing list or any mailing list(s) represented in the Zacks' Ad Network. An advertiser may cancel with no penalty if at least 14 days advance notice is given prior to the agreed-upon mailing date. Making changes to the mailing date agreed upon in the IO, within 14 days of the mailing date, is only permitted with written consent from Zacks. If less than 14 days notice is given for cancellation, the advertiser is 100% responsible for the cost of the mailing(s).
10. Limitation of Liability. In the event (i) Zacks fails to publish an advertisement in accordance with the schedule provided in the Insertion Order, (ii) Zacks fails to deliver the number of total impressions specified in the Insertion Order (if any) by the end of the specified period, or (iii) of any other failure, technical or otherwise, of such advertisement to appear as provided in the Insertion Order, the sole liability of Zacks to Advertiser shall be limited to, at Zacks' sole discretion, a pro rata refund of the advertising fee representing undelivered impressions, a makegood placement of the advertisement at a later time in a comparable position, or extension of the term of the Insertion Order until total impressions are delivered. In no event shall Zacks be responsible for any consequential, special, punitive or other damages, including, without limitation, lost revenue or profits, in any way arising out of or related to the Insertion Order/Standard Terms or publication of the advertisement, even if Zacks has been advised of the possibility of such damages.
Without limiting the foregoing, Zacks shall have no liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, explosion, embargo, strikes whether legal or illegal, labor or material shortage, transportation interruption of any kind, work slowdown or any other condition beyond the control of Zacks affecting production or delivery in any manner.
11. Advertisers Representations; Indemnification. Advertisements are accepted upon the representation that Advertiser has the right to publish the contents of the advertisement without infringing the rights of any third party and without violating any law. Furthermore, Investor Relations (“IR”) advertising is accepted upon the condition that the advertising is purchased only by the publicly traded company itself or an agent working under contract with the publicly traded company to secure advertising on its behalf. Advertiser agrees, at its own expense, to indemnify, defend and hold harmless Zacks, and its employees, representatives, agents and affiliates, against any and all expenses and losses of any kind (including reasonable attorneys' fees and costs) incurred by Zacks in connection with any claims, administrative proceedings or criminal investigations of any kind arising out of publication of the advertisement and/or any material, product or service of Advertiser to which users can link through the advertisement (including without limitation, any claim of trademark or copyright infringement, defamation, breach of confidentiality, privacy violation, false or deceptive advertising or sales practices).
12. Co-Registration Indemnification. When users actively select an Advertiser's offer(s) during registration processes on Zacks or its partners' web sites, Zacks may do one or both of the following:
1. Send a one-time only confirmation email to users on behalf of the Advertiser. Because this email is seen as a transactional email, confirming the offer(s) selected by users, the provisions of the CAN-SPAM Act of 2003 that address commercial emails do not apply.
2. Provide the personal details entered by users to the Advertiser. Personal details can include any or all of the following: Email Address, First Name, Last Name, Phone number, Street Address, City, State/Province, Country, and ZIP/Postal Code. These personal details are provided to the Advertiser solely for the fulfillment of the offer(s) selected by users. The Advertiser is solely responsible for the use of the personal details provided to the Advertiser or its Agents, by Zacks. Zacks disclaims all responsibility and liability for Advertiser use of personal details provided to the Advertiser or its Agents, by Zacks.
13. Construction. No conditions other than those set forth in the Insertion Order or these Standard Terms shall be binding on Zacks unless expressly agreed to in writing by Zacks. In the event of any inconsistency between the Insertion Order and the Standard Terms, the Standard Terms shall control.
14. Miscellaneous. These standard Terms, together with the Insertion Order, (i) shall be governed by and construed in accordance with, the laws of the state of Illinois, without giving effect to principles of conflicts of law; (ii) may be amended only by a written agreement executed by an authorized representative of each party; and (iii) constitute the complete and entire expression of the agreement between the parties, and shall supercede any and all other agreements, whether written or oral, between the parties. Advertiser shall make no public announcement regarding the existence or content of the Insertion Order without Zack's written approval, which may be withheld at Zack's sole discretion. Both parties consent to the jurisdiction of the courts of the State of Illinois with respect to any legal proceeding arising in connection with the Insertion Order/Standard Terms. |
- These requirements cover Opt-in emails sent to the Zacks Email list only. They do not cover any other 3rd party list represented by Zacks, or direct mail pieces sent to the Zacks Postal list. Please note that these other properties may have additional requirements.
- Our definition of “Investor Relations (IR) Advertising” is: any advertising that is purchased by a publicly traded company, or its agent, with the intent to promote its company to investors for the purpose of raising the volume and/or price of its stock.
- Full disclosure of payment arrangements, in compliance with Section 17(b) of the Securities Act of 1933, is required for all advertising.
-Advertising is accepted upon the condition that the advertising is purchased only by the publicly traded company itself or an agent working under contract with the publicly traded company to secure advertising on its behalf.
-Advertising is accepted upon the condition that the publicly traded company being featured has made SEC filings within 6 months. -IR advertising is accepted upon the condition that it is presented in the form of a company profile, press release or corporate announcement. We will not accept any IR advertising that is written by a newsletter author in exchange for any form of compensation (cash, stock, or newsletter subscription revenue). Nor will we accept any IR advertising that has forward looking statements such as stock recommendations (Buy, Sell, Hold) or Target Price.
-Upon request, advertiser must provide legitimate contact information at the publicly traded company that can be made available to any customer who requests additional information on the company being advertised.
-A creative review is required before final acceptance of any campaign. Zacks may, at its sole discretion, refuse any advertising which appears to make claims which are false, misleading or greatly exaggerated.
-Zacks will request creative changes if either of the following are present in advertising materials:
1. The presentation of information as statements of fact when they are actually statements of possibilities. For example: “…IF the company wins FDA approval” is fine but “…WHEN the company wins FDA approval” is not. Or "Stock MAY go up 200%..." is fine, but "Stock WILL go up 200%..." is not.
2. The presentation of information in the form of a research report without the attribution of who wrote the report. For example: “Person ABC, editor of XYZ newsletter, reports that this is a STRONG BUY” is fine but simply saying “This is a STRONG BUY” with no attribution is not.
3. The inclusion of forward looking statements that include recommendations (buy, sell, hold) or price targets.
4. The inclusion of any untrue statement of material fact, or statements which are otherwise false or misleading.
All click thrus contained in any advertising must be functional, and must go to legitimate working pages or web sites. These linked web pages must also contain information that meets the criteria noted above.
-All emails sent by sites in the Zacks InvestorReach Advertising Network must be compliant with the Can-Spam Act of 2003. |