UCAS Media Limited (‘us, we, our and “UCAS Media”’) accepts responsibility for publishing online advertisements (the ‘Advertisements’) on UCAS websites, such as www.ucas.com and/or careerfinder.ucas.com (the ‘Websites’), on the terms and conditions set out below (‘Terms’). UCAS Media is a wholly owned subsidiary of Universities and Colleges Admissions Service (UCAS). Our Brand Safety Policy can be found here.
By placing an order, the organisation placing the order for Advertisements or the person placing the order for Advertisements on behalf of the Advertiser (the advertising agency or media buyer for such advertiser) (both “the Advertiser, you, your”) accepts and agrees to be bound by these Terms.
1.1 "Campaign" shall mean any mailing, web advertising service, emailing service, SMS service, printed advert or any other such service undertaken by us for you.
1.2 "Confidential information" means any information which has been designated as confidential by either party in writing or that ought to be considered as confidential (however it is conveyed or on whatever media it is stored) including information which relates to the business, affairs, properties, assets, trading practices, services, developments, trade secrets, Intellectual Property rights, know-how, personnel and all personal data and sensitive personal data within the meaning of the Data Protection Act 2018.
1.3 "Intellectual Property" means patents, registered designs, trade marks and service marks (whether registered or not), domain names, copyright, database right, moral right, design right and all similar property rights including those subsisting (in any part of the world) in inventions, designs, drawings, computer programs, confidential information, business names, goodwill and in applications for protection of the above rights.
2. Delivery of Advertisements
2.1. We shall be responsible for developing, operating and maintaining the Websites. Advertisement copy must be provided by you no later than the deadline specified and in accordance with the Website technical specification which can be requested by emailing firstname.lastname@example.org.
2.2. Publication of an Advertisement on the Website does not mean that we accept the Advertisement has been provided in accordance with these Terms or that we have waived our rights under these Terms.
2.3. We may, in our sole discretion and without liability, reject, cancel or require any Advertisement to be amended that we consider unsuitable or contrary to these Terms and remove, suspend or move any such Advertisement. We may refuse to publish any Advertisement for any Advertiser whose account is not fully paid at the date of posting. You will remain responsible for all outstanding charges.
2.4. You guarantee to us that:
(i) any information supplied in connection with the Advertisement is accurate, complete, true and not meant to mislead;
(ii) you have obtained the consent of any individual whose name or image (in whole or in part) is used in an advertisement to such use;
(iii) Advertisements will not damage, demean or otherwise diminish the image or reputation of UCAS, UCAS Media or the Website, and will not include anything which UCAS Media reasonably considers to be offensive;
(iv) Advertisements comply with the provisions of any applicable law, regulation or codes of practice in operation and with the guidance of any relevant regulatory authority, are not libellous or obscene and do not infringe the rights of any person (including Intellectual Property rights);
(v) materials submitted for publication online will be free of any viruses, adware, malware, or any other form of code created with malicious intent adversely to effect the operation of the Website(s).
2.5. Where you are not the owner or producer of a product or service advertised or included in the creative, you guarantee that you are authorised by the owner or producer of a product or service to place the Advertisement or campaign and you will indemnify and hold us harmless in the event any claim is brought by such product owner or producer against us.
3.1. You shall pay for the services in accordance with the order acknowledgment.
3.2 Advertisements are accepted on the basis that they will be paid for at the rate agreed on the date of publication. We may change our rates at any time by publishing the modified rates at www.ucas.com. Rate changes take effect immediately and affect all Advertisements booked after the publication of the rate change.
3.3. All sums payable to UCAS Media should be made in accordance with our payment Terms & Conditions which are: we will provide services on a pre-payment basis, with receipt of cleared funds prior to the booking being confirmed. A Credit Application Form is available on request from your sales contact. Unless and until any credit facilities are granted you will remain on prepayment terms. Our standard payment terms are cleared funds 30 days from date of invoice. Payment must be received by the final working day immediately before any due date which falls on a weekend or bank holiday. As payment is due in cleared funds, under current banking conditions, cheques should be despatched and payment by bank transfer should be processed by you three working days prior to the date of posting. We reserve the right to charge interest on late payment at 4% above the Bank of England base rate from time to time.
4.1. Advertisements will target individuals in the UK.
4.2. During the Clearing period the Website/s will be offline for the first and second day of Clearing, and replaced by the Clearing website in relation to such any web booking made for the month of August will only last for 29 days.
In the event of any disagreement regarding the number of impressions served, the figures provided by us will be final and binding.
4.3. You acknowledge and accept that our estimated number of impressions may reasonably exceed the number served by up to 12% and that we offers no guarantee or warranty as to the number of impressions achieved within the campaign period.
4.4. If the number of impressions served during the campaign period is more than 12% less than the number of impressions booked by you, we shall, as your sole remedy and provided you have notified us of such under-delivery and requests, continue to serve the Advertisements after the end of the campaign period until the number of booked impressions is reached. We will not be liable for any over-delivery of impressions (including without limitation in relation to any ad-serving costs) where such over-delivery is 12% or less. Where any such over-delivery exceeds 12%, we will not be liable unless such over-delivery arises due to our act or omissions.
4.5. In the event you supplyg creative images or logos, this includes but is not limited email and SMS campaigns and web services:
4.5.1 You shall supply all creatives, images or logos to us by the date specified on the order or a minimum 5 working days prior to the commencement date of the campaign or Advertisement..
4.5.2 Provision of an additional three working days must be made available for both parties to review and sign-off all creatives, images or logos prior to the commencement date of the campaign.
4.6 In the event advertising copy is received after midday on the day before an Advertisement is due to be published, the number of impressions booked will be reduced on a pro rata basis for every 24 hours that the copy for the Advertisement is supplied after this deadline. There will be no reduction in the fee payable
4.7 We reserve the right to refuse to accept, or to request amendment of, any creative, image or logo without stating any reason beyond the fact that the creative, image or logo does not, in our sole opinion, adhere to the technical specifications provided by us to you relating to the service being provided.
4.8 We will not be liable for any cost incurred by you for any creatives, images or logos which are not used as a result of Clause 4.7.
4.9 If the delivery of creatives, images or logos by you is delayed or suspended in any event we reserve the right to charge, the minimum fee set out in the Order, or in-full or in-part, for all services which would have been provided to you.
4.10 We make no guarantees or representations and give no warranties as to the quality and/or suitability of the Website on which Advertisements appear.
4.1 We make no guarantees or representations and gives no warranties as to the quality and/or suitability of the respondents to the Advertisements for any particular purpose whether or not stated by you.
4.12 You accept that all services supplied by us are supplied as is. We do not warrant that they shall be fit for any particular purpose.
4.13 You guarantee to us that:
4.13.1 any information supplied in connection with the creative, images or logos is accurate, complete, true and not meant to mislead;
4.13.2 it has obtained the consent of any individual whose name or image (in whole or in part) is used in an advertisement to such use;
4.13.3 the creative will not damage, demean or otherwise diminish the image or reputation of UCAS, UCAS Media or the Website, and will not include anything which UCAS or UCAS Media reasonably considers to be offensive;
4.13.4 the creative, images and logo comply with the provisions of any applicable law, regulation or codes of practice in operation and with the guidance of any relevant regulatory authority, are not libellous or obscene and do not infringe the rights of any person (including intellectual property rights);
4.13.5 materials submitted for publication online will be free of any viruses, adware, malware, or any other form of code created with malicious intent adversely to effect the operation of the Website(s).
4.14 You also guarantee to us that any landing page and/or destination site linked to from the Advertisements (‘Advertiser's Site’) will:
4.14.1 be legal, decent, honest and truthful,
4.14.2 not be contrary to the provisions of any applicable law, regulation or code of practice,
4.14.3 not be libellous or obscene or infringe the rights of any person (including Intellectual Property rights);
4.14.4 not damage, demean or otherwise diminish the image or reputation of UCAS, UCAS Media or the Website;
4.14.5 be free from viruses, adware, bit torrents and/or malware, or adversely effect on the operation of the Website(s), and
4.14.6 comply with all applicable data protection and privacy laws, regulations and codes of practice.
4.15. You further guarantee that as a minimum, any ‘free text’ description opportunities or “taglines” (“Enhanced Profile”) must:
4.15.1 comply with all applicable laws;
4.15.2 be true, complete, honest and accurate;
4.15.3 not contain any personal data (within the meaning of the data protection and privacy laws);
4.15.4 contain no marketing promotions (whether third party or otherwise);
4.15.5 not contain any viruses;
4.15.6 not be libellous or obscene or infringe the rights of any person (including Intellectual Property rights);
4.15.7 not contain any foul language or other obscenities; and
4.15.8 not contain any words, images, or material that could, in our opinion, potentially harm our reputation of the reputation of UCAS or UCAS Media.
4.17 If and to the extent that we place cookies on devices of users of the Advertiser's Site(s) or uses data collecting technology to track impressions and related data (‘Advertiser Data’), we shall notify you and you shall ensure that the Advertiser's Site complies with all applicable data protection and/or privacy laws, regulations and codes of practice.
4.18. We will use Advertiser Data solely in relation to your particular advertising campaign. Advertiser Data collected by us will be treated as your Confidential Information and will not be disclosed by us to any third party (other than our affiliates, agents and professional advisers as required in complying with our obligations under these Terms) without your approval.
4.19 We host and serve all web advertising and performance statistics can be provided on request. In any event we do not guarantee the accuracy of performance statistics.
4.20 We are able to accommodate third party performance tracking by prior written agreement.
4.21 We do not support third party tagging under any circumstances.
5. Supply of printed materials
5.1 In the event you supply printed materials:
5.1.1 You shall supply all printed materials to us a minimum of one working week prior where us have agreed to the provision of services requiring printed materials unless otherwise stipulated in writing and agreed by both parties.
5.1.2 Provision of an additional three working days must be made available for both parties to review and sign-off all printed materials prior to the agreed date of supply.
5.2 We reserve the right to refuse to accept, or to request amendment of, any printed materials without stating any reason beyond the fact that the printed material does not, in our sole opinion, comply with our advertising policy or which does not adhere to the specifications provided by us to you relating to the service being provided.
5.3 You will ensure that all printed materials meet the standard specification for sending in our C5 sized envelopes.
5.4 We will not be liable for any cost incurred by you for any printed materials which are not used as a result of Clause 5.2 or 5.3.
5.5 If delivery of printed materials by you is delayed or suspended in any event we reserve the right to charge, either in-full or in-part, for all services which would have been provided to you.
6. Marketing activity
6.1 You give us permission to use the information it has provided in our marketing activity to promote UCAS or UCAS Media and our products and services.
6.2 This may include the naming of you organisation, quotes from your representatives or the use of content/results about your campaigns in the following ways:-
6.2.1 Printed or online marketing collateral – e.g. brochures / product information
6.2.1 Paid for, or organic social media campaigns on Twitter or LinkedIn
6.2.3 Content on our Website/s
6.2.4 Proactive press releases / thought leadership articles placed within key sector or national publications
6.2.6 Presentations delivered to the sector and prospective clients demonstrating products and services.
6.3 If we do intend to use information in this way your client partner will ensure that you are notified and have the right to reject this, but we will not seek further approval.
7. Data Collecting
7.1. You shall not use data collecting technology without our written authorisation and agree to use such data collecting technology and all data collected from it solely in the manner authorised by us.
8. Data protection
8.1 Any collection or processing of data, by both parties, shall be in accordance with the Data Protection Act, 2018. To the extent that the contract requires the processing of personal data, a separate schedule shall be drawn up:
8.1.1 Identifying any personal data likely to be processed in the course of the contract;
8.1.2 Limiting the purposes for which the personal data may be used;
8.1.3 Specifying how instructions for the processing of data will be authorised and transmitted;
8.1.4 Setting out security arrangements for the handling of personal data by us and its transmission between us.
8.2 Both parties shall take reasonable steps to ensure the reliability of its own employees who have access to the personal data.
9.1 Subject to clause 6, both parties (and our staff, agents or sub-contractors) to the contract undertake to treat as confidential and keep secret all Confidential Information marked 'confidential' or which may reasonably be supposed to be confidential with the same degree of care that it employs with regard to its own confidential information of a like nature and in any event in accordance with best current commercial security practices. Such Confidential Information shall not be disclosed by the receiving party to others for any purpose without the prior written consent of the disclosing party.
9.2 The provisions in Clause 9.1 shall not extend to any confidential information which:
9.2.1 Is in or becomes a part of the public domain (otherwise than by breach of this contract);
9.2.2 Was in the lawful possession of the receiving party prior to the disclosure under this contract and was not unlawfully obtained directly and indirectly, or
9.2.3 Is required to be disclosed by law.
9.3 Nothing in this condition shall prevent either party to the contract from using any techniques, ideas or know-how gained during the performance of the contract in the furtherance of its business, to the extent that this does not result in a disclosure or use of Confidential Information or an infringement of intellectual property rights or in any way constitute a breach of this contract.
10. UCAS Media’s Liability
10.1. Nothing in these conditions shall exclude or restrict the liability of either party to the other for fraud or fraudulent misrepresentation, death or personal injury caused by negligence, or any other liability that cannot be excluded.
10.2 We accept no responsibility for any interruption or delay experienced in delivering any Advertisement copy to us or any loss or damage to any materials. You shall retain sufficient back-ups or copies of data and/or materials supplied to us.
10.3 We will not be responsible for any acts on its part which are required by any authority having responsibility for the regulation of online advertising.
10.4 We cannot guarantee the time, dates and/or position of Advertisements and all such decisions will be at our sole discretion. However, we will use reasonable efforts to comply with your wishes.
10.5 If a booked Advertisement is not posted due solely to a mistake made by us, we will try to re-schedule the posting at the earliest available opportunity. If the revised timing is not acceptable to you, the original booking will be cancelled and we will refund any fee paid by you in advance. This shall be your sole remedy for failure to publish the advertisement.
10.6 We shall not be responsible for errors in the materials provided and it is your responsibility to inform us of any errors, to resupply materials and to assist us in preventing any repetition of the error.
10.7 UCAS Media will not be liable for the performance of a campaign.
10.8 Subject to clause 7.1, we shall not be responsible, under any circumstances, for any loss of profit, loss of opportunity, loss of goodwill, loss of anticipated saving(s), loss of income and/or any indirect loss suffered by you or any loss which could not be contemplated by either party, and our maximum total liability for any and all loss(es) or damage arising in relation to any Advertisement whether in contract, tort or otherwise shall not exceed the total fee actually paid by or on behalf of you for the relevant Advertisement.
10.9 We do not guarantee continuous, uninterrupted access to the Advertisement(s) by users of the Websites but uses reasonable efforts to provide this. In addition, we will not be responsible for any failure or delay affecting the transmission of the Websites and any Advertisements contained in them, in any manner where such failure or delay is beyond our reasonable control.
10.10. Nothing in these terms and conditions shall affect the statutory rights of an Advertiser who is a consumer.
11. Advertiser’s Liability
11.1 You shall fully and effectively indemnify and hold us harmless against all liabilities, expenses, costs, damages, and losses (including but not limited to direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs and all other professional costs and expenses (including, without limitation, public relations costs)) awarded against, suffered or incurred by us arising out of or in connection with:
11.1.1 any claim, potential claim or allegation made against us by any third party arising out of or in connection with your acts and/or omissions (whether connected to your use of the Services or not); 11.1.2 Any breach or failure to perform of any of these Terms, particularly 17 or 18; and/or
111.1.3 the use or publication of the Advertisement by UCAS Media in accordance with these Terms; and/or
11.1.4 any claims for infringement of any intellectual property rights by reason of the use or sale of the services provided and against all costs and damages which we may incur in any action for such infringement or for which we may become liable in such action
12. Copyright and Intellectual Property
12.1 UCAS Media owns the copyright in all Advertisements it writes or designs and in those written or designed on its behalf.
12.2 You grant to us a non-exclusive, royalty free, perpetual licence to copy, reproduce, display, sell, publish, adapt and otherwise use the content contained in your Advertisement for any purpose whatsoever. For the avoidance of doubt, you grant us the right (without fee or royalty):
(i) to use such of the Advertiser's names, trade marks and/or logos as UCAS Media may consider necessary for the purposes of publishing the Advertisements; and
(ii) to reproduce the Advertisement in any media at any time from the date the Advertisement was last published for promotional purposes. For the avoidance of doubt, the content, layout and format of any Website will be subject to variation at UCAS Media's sole discretion.
13.1 If you cancel a campaign before the commencement date, we will charge the following of the overall booked price, exclusive of VAT:
0-60 days - 100%
61-90 days - 50%
91-120 days - 15%
13.2 Subject to 34, either party may cancel an Advertisement provided that notice in writing is received by the other within the relevant cancellation period which is 30 days unless agreed otherwise. You must send notice of your intention to cancel to the person who made your booking. Cancellation will only be effective once we have confirmed to you, receipt of your notice.
613.3 Without limiting any of our other rights, we may suspend the performance of the Services, or terminate the Contract with immediate effect by giving written notice to you if:
13.3.1 you fail to pay any amount due under the Contract on the due date for payment;
13.3.2 we believe that your acts or omissions, whether related to the Advertisement or not, are likely to bring us or UCAS into disrepute;
13.3.3 you breach any of the applicable laws, regulations or codes applicable to you (whether related to your Advertisement or not);
13.3.4 you commit any other material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 5 days of you being notified in writing to do so; or
13.3.5 If you are insolvent or bankrupt or is otherwise in breach of these Terms, we may treat the order as cancelled.
14.1 A person who is not a party to these Terms has no rights to rely upon or enforce any of these Terms.
14.2 any failure or delay on the part of UCAS Media in exercising its rights or remedies provided by these Terms, shall not be deemed as waiving that or any other right or remedy under these Terms.
14.3 we will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control). If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
14.3.1 we will contact you as soon as reasonably possible to notify you; and
14.3.2 our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.
14.4 Either party may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel we will refund the price you have paid, less the charges reasonably and actually incurred by us in performing the Services up to the date of the occurrence of the Event Outside Our Control.
14.5 Nothing in these Terms shall be deemed to constitute a relationship of principal and agent, a partnership, joint-venture or relationship other than one at arm’s length, between customer and supplier. Neither party shall have or hold themselves out as having the authority to act for, bind or otherwise create or accept any obligation on behalf of the other.
14.6 No provision of the contract is intended to or will confer any benefit pursuant to the Contract (Rights of Third Parties) Act 1999 or be enforceable by any person who is not a party to this contract.
14.7 These Terms and the documents referred to herein replace all previous agreements between the Advertiser and UCAS Media, and are the entire agreement between the Advertiser and UCAS Media in respect of the Advertisements. To the maximum extent permitted by law, other than as set out in these Terms, all warranties and representations, whether express or implied, are excluded.
14.8 These Terms and the obligations, contractual and non-contractual arising from them, shall be governed by English law. All disputes between the parties shall be resolved by arbitration by an arbitrator to be agreed by the parties, or, in default of agreement, to be appointed by the President of the Chartered Institute of Arbitrators and in the absence of any agreement the courts of England and Wales will have exclusive jurisdiction in relation to any disputes which may occur between parties in relation to them.
14.9 If any of the provisions in the above conditions is held to be unlawful, void or unenforceable, in whole or in part, by any competent authority, the provision shall, to the extent required, be severed from the contract and rendered ineffective as far as possible without modifying the remaining provisions of this Contract, and shall not in any way affect in any other circumstances of or the validity or enforcement of this Contract.