Sponsor or Advertising Terms & Conditions
1. Provision of Materials: The client will, at its expense, provide all required promotion materials to Rever Networks, LLC in accordance with Rever Networks, LLC’s / Paul Barron Network - (PBN) then-current policies and procedures. Unless otherwise mutually agreed upon by the parties, PBN will not be required to return and may dispose of such materials.
2. Approval: All content is subject to PBN approval. PBN may edit, revise, reject, takedown, or cancel any content, or reject or cancel any order at any time due to copyright infringement or any discriminatory or bad faith business actions by the client. PBN will attempt to notify the Client of any such action, after which PBN, in its sole discretion, may terminate this agreement without liability upon written notice to the Client.
In addition, PBN may use client work products that are published as a sample of fair use content or case study for public use. Should the client state that this content is proprietary or confidential - Rever will not release any of this material at any time without written approval.
3. Services Schedule: Once PBN accepts a project - we book it into our studio schedule - which takes time out of our available slots for promotion. Once booked, refunds or cancellations are not accepted.
Performance - Project to be released within 30 days of the payment or earlier pending on any materials due from the partner. We will do our best to meet any requested deadlines based on promotional slot availability. All videos or podcasts are pre-booked into the production schedule within 1-2 weeks from payment unless we are waiting on creative direction or materials, any delays will result in similar delays on delivery.
4. Materials: Due in advance of any project with at least a three business day notice unless otherwise agreed upon; PBN will accept the late materials based on availability in the current production. If a client fails to communicate after two failed attempts, the order will convert to a complete order, and billing will be due in full at that time.
5. Limitation of Liability: The client’s sole remedy under this agreement will consist, at PBN option, of a refund of the amount paid to PBN by the Client under the attached Order or subsequent “make good order” In no event will Rever Networks, LLC be responsible for any direct, consequential, special, or other damages, including, without limitation, lost profits or revenues, that may arise under this agreement, even if PBN is advised of the possibility of such damages.
6. Indemnification: Each party will indemnify and hold each other (and its officers, members, directors, employees, representatives, agents, successors, and assigns) harmless from and against any and all claims arising out of: (i) the display of any material furnished by Client; and/or (ii) the Client’s breach or alleged breach of this agreement. The client will pay all costs associated with any such claim(s), including (without limitation) reasonable expenses and attorneys’ fees, and will defend at its own expense any litigation related to such claim(s) that may be instituted against PBN. PBN shall have the right, at its option, to jointly defend any such action. The client will provide prompt written notice of any claim that may expose PBN to liability under this agreement.
7. Representations and Warranties: The client represents and warrants that all content it provides to PBN related to the attached Order (i) will comply with applicable copyright laws, rules, and any local or country-level finance regulations, industry codes, and PBN current services standards and practices; and (ii) will not contain any matter that may be defamatory or discriminatory or expose PBN to potential liability or violate any third-party right. If any content gives rise to any third-party claim, PBN, in addition to any other rights or remedies that may be available, may refuse to display such content. If PBN discovers bad actor behavior at any time, we may remove any such content to protect our brand.
8. Termination: PBN may terminate this agreement upon written notice if the Client fails to pay any undisputed invoices or expenses when due and/or breaches any material provision of this Agreement. PBN may also terminate this agreement and any remaining sponsor or advertisements should the advertiser act in bad faith within the business community. Any such termination will not release the Client from its obligation to pay amounts owed hereunder, which amounts will become immediately due upon termination.
9. Editorial Control: The content produced in this order is the property of PBN. All content is considered with paid placement or editorial in nature, and at no time with the partner or client will Rever be restricted from our editorial opinion on any integrated paid placement. The Order and these terms and conditions will be governed by the laws of Florida (excluding the conflict or choice-of-law provisions). The exclusive venue in any proceeding arising under this agreement shall be in the Broward County, Florida courts. PBN is not responsible for any breach arising out of a condition beyond its reasonable control. Written notice under this agreement will be sent to either party at the address on the attached Insertion Order and delivered by courier or commercial overnight carrier.
10. Payments: Payments are due in advance upon receipt of a digital invoice from PBN—please use crypto payment instructions. Clients and/or their Services agencies are jointly and severally responsible for all amounts due under the attached Insertion Order. Delinquent amounts will accrue interest at the greater of one and one-half percent (2.5%) per month or the highest rate permitted by law.
Service payments are due in full in advance of all Service performance.
11. Assignment of Content Rights: PBN retains all editorial content as proprietary content as part of the Networks; use of such content may be by attribution no greater than 25% of the original editorial work. The client may use embedded YouTube Players in case of video or audio productions to be shared within their distribution. Social content may be shared at the client's discretion; the use of editorial content must include attribution to PBN in social media.
12. Intellectual Property Rights: Neither party will acquire any ownership interest in each other’s intellectual property.
13. Special Conditions: NONE unless in writing and approved from a Rever Networks Executive.
