(a) "OceanLaw" means the company described and defined in section (2) below. 

(b) The "Advertiser" is the party named as such in the Advertisement Order Schedule. 

(c) The "Advertisement Order Schedule" is the document issued by OceanLaw and setting out the particular details of an advertisement order.  

(d) The "Standard Terms and Conditions" means the terms and conditions set forth herein.

(e) The "Advertisement Contract" is the contract made between OceanLaw and the Advertiser and comprises both the Advertisement Order Schedule and the Standard Terms and Conditions.

(f) The "Advertisement Contract Period" is the duration of the Advertisement Contract, as specified in the Advertisement Order Schedule. 

(g) "Technical Specifications" means the technical requirements pertaining to any advertisements placed on any website operated by OceanLaw. These Technical Specification are subject to change by OceanLaw without notice.

(h) In these Terms and Conditions, the singular includes the plural and the plural includes the singular.

         
2.1  "OceanLaw" is the company which own, produces and publishes the websites known as "OceanLaw", the "Internet Guide to International Fisheries Law" and "International Fisheries Bulletin". 

2.2  The proprietor is Mr. Christopher Hedley. The company address is 78 Pierhead Lock, Manchester Road, London E14 3FD, United Kingdom. 

         
3.1  These terms and conditions shall apply to all advertising orders submitted to and accepted by OceanLaw.  

3.2  No terms and conditions other than those set forth herein shall apply or be binding on OceanLaw unless specifically agreed to in writing by OceanLaw. In particular, OceanLaw shall not be bound by any conditions printed or appearing on order blanks or copy instructions submitted by or on behalf of the Advertiser.

3.3  The terms and conditions set forth herein apply to all advertising orders placed after 01 March 2002 and replace any previous terms and conditions.

      
4.1  The Advertiser warrants and represents to OceanLaw that:

4.1.1  It is the owner of the contents of the advertisement, is licensed to use the contents of the advertisement or that it otherwise has the right to publish all of the contents of the advertisement, including, without limitation: the names and/or pictures of persons; any copyrighted material, trademarks, service marks, logos, and/or depictions of trademarked or service marked goods or services; any testimonials or endorsements. The Advertiser further warrants that it can grant to OceanLaw the right to publish the entire contents of the advertisement and that such publication will not: (a) infringe any rights of any third party, including, without limitation, intellectual property rights and rights of privacy; and (b) violate any applicable law or regulation.

4.1.2  The advertisement does not contain anything that is defamatory, obscene, false or misleading.

4.1.3  It has complied with any applicable national or international codes of practice in respect of electronic and on-line advertising, including those issued by the Committee of Advertising Practice in the United Kingdom and the Advertising Standards Authority for Ireland.

4.2  The Advertiser agrees to indemnify and keep indemnified OceanLaw and to hold OceanLaw against any and all expenses, damages and losses of any kind, including reasonable legal fees and costs, incurred by OceanLaw in connection with any claims, actual or threatened, of any kind (including, without limitation, any claim of copyright infringement, libel, defamation, breach of confidentiality, breach of statutory or regulatory duty, false or misleading advertising or sales practices) arising from the advertisement and/or any material (of the Advertiser or otherwise) to which users can link through the advertisement. 

      
5.1  The Advertiser will provide all materials for the advertisement, including electronic image files in accordance with the applicable Technical Specifications, unless agreed otherwise.

5.2  The advertising materials provided pursuant to paragraph 5.1 above must be submitted in accordance with OceanLaw's practices and policies, including, without limitation, the Standard Terms and Conditions, the relevant Technical Specifications, the manner of transmission to OceanLaw and the lead-time prior to publication of the advertisement.

5.3  OceanLaw will not be required to publish any advertisement that has not been received in accordance with the provisions of this section and reserves the right to charge the Advertiser, at the full rate specified in the Advertisement Order Schedule or on any website operated by OceanLaw, for inventory held by OceanLaw pending receipt of acceptable materials from the Advertiser which are past due.

   
6.1  OceanLaw may accept amendments to the advertising materials during the course of the Advertisement Contract. However, OceanLaw reserves the right to make an administration charge. The administration charge shall not exceed UK £45.00 (forty-five pounds sterling) per amendment, unless so agreed between the Advertiser and the OceanLaw.

6.2  Notwithstanding paragraph 5.1, OceanLaw reserves the right to refuse any amendments to the advertising materials if: (a) they do not meet the requirements of section 4 and/or section 5 and/or any other terms and conditions set forth herein; or (b) there is less than one month remaining of the Advertisement Contract Period; or (c) for any other reason, as determined solely at the discretion of OceanLaw.  

   
7.1  Advertisements will be placed on the page, defined by the uniform resource locator ("url") specified in the Advertisement Order Schedule.

7.2  Notwithstanding paragraph 7.1, OceanLaw reserves the right to move advertisements as part of any restructuring or reorganizing of any website operated by OceanLaw, or any page or part thereof, or for any other reason. In such circumstances, OceanLaw will make reasonable efforts, but does not warrant, to place the advertisement in a similar position with an equal or better profile. OceanLaw also reserves the right, as part of any restructuring or reorganizing of any website operated by it or for any other reason, to change without notice the location of any particular page on the World Wide Web (as determined by the uniform resource locator or "url"). 

7.3  Subject to paragraphs 7.1 and 7.2 above, the positioning of any advertisement within a website operated by OceanLaw is at the sole discretion of OceanLaw. In particular, OceanLaw will not be prohibited from carrying and displaying in an adjacent or otherwise proximate position advertisements for any product, service or business competitive to the product, service or business of the Advertiser. 

7.4  OceanLaw does not warrant the date or dates of insertion or publication of any advertisements and does not warrant that advertisements will not be displayed after the end date specified or the expiration of the Advertisement Contract Period. However, OceanLaw will make reasonable efforts to comply with the Advertiser's wishes in these regards.

   
All advertisement orders and all contents of advertisements are subject to OceanLaw's approval. OceanLaw reserves the right at any time an in its absolute discretion to reject or cancel any advertisement, order for advertising, advertising materials, uniform resource locator link, space reservation or position commitment. OceanLaw also reserves the right to remove any advertisement from any of the pages of any website operated by it, for any reason in its absolute discretion. 

   
Except as otherwise expressly agreed in writing, any renewal of an advertisement order and any acceptance of additional advertising orders will be at OceanLaw's sole discretion. The rates applicable to such renewal period (if any) are subject to change by OceanLaw from time to time in its absolute discretion.

   
OceanLaw does not make any guarantees with respect to usage statistics or levels of impressions for any advertisements and the Advertiser acknowledges such upon entering into an Advertisement Contract. OceanLaw provides the Advertiser with estimated usage statistics only as a courtesy to the Advertiser and OceanLaw will not be held liable for any claims relating to any usage statistics, however supplied. 

   
The Advertiser may not resell, assign or transfer any of its rights hereunder, and any attempt to resell, assign or transfer such rights will entitle OceanLaw to terminate this contract immediately, without liability on the part of OceanLaw.

    
12.1  Only those methods of payment specified by OceanLaw may be accepted. These may be subject to immediate change, without notice, at OceanLaw's sole discretion. Although certain methods of payment may be advertised, OceanLaw may, in its absolute discretion, specify a particular method of payment.

12.2  Unless agreed otherwise in writing, the full cost of the advertisement order is payable in full prior to the start date of the advertisement order. 

12.3  Where it is agreed in writing that payment can be made following the start date of Advertisement Contract Period, the following procedure will apply, unless agreed otherwise in writing. The Advertiser will be invoiced on the first day of the Advertisement Contract Period set out in the Advertisement Order Schedule. The Advertiser must ensure that payment is made to OceanLaw in UK pounds sterling within thirty (30) days after the date of the invoice ("the Due Date"). If payment is not made by the Due Date, OceanLaw reserves the right to make an administration charge of up to UK £25.00 (twenty-five pounds sterling) in the first instance and to make further administration charges as it deems appropriate thereafter if the payment remains outstanding. All administration charges will be notified at least 48 (forty-eight) hours in advance to the Advertiser before being applied. All amounts paid by the Advertiser after the Due Date will bear interest at the rate of one and a half percent (1½%) per month (or the highest rate permitted by law, if less) above the base lending rate of the OceanLaw's bank, from time to time, from the Due Date until the date payment is received, whether before or after judgment. In the event of any failure by the Advertiser to make payment, the Advertiser will be responsible for all expenses (including legal fees) incurred by OceanLaw in collecting the amounts due. The Advertiser warrants that it contracts with OceanLaw as principal notwithstanding that the Advertiser may be acting as an advertising agency or media buyer or in some other representative capacity.

12.4  In the event that the Advertiser pays any amounts due with a credit card and the issuer of the credit card fails to pay the amounts authorized by the Advertiser, the Advertiser shall immediately remit full payment to OceanLaw, plus any interest due on the outstanding amounts, calculated in accordance with paragraph 12.3. In such circumstances, OceanLaw reserves the right to make an administration charge of up to UK £25.00 (twenty-five pounds sterling) in the first instance and to make further administration charges as it deems appropriate thereafter if the payment remains outstanding. In addition, if the Advertiser pays any amounts due with a credit card and the issuer of the credit card seeks to recover from OceanLaw any amounts received by OceanLaw from the issuer, the Advertiser shall immediately remit to OceanLaw all amounts necessary to comply with the issuer's request and any costs and expenses incurred by OceanLaw.

12.5  Non-payment of the amount due shall not relieve the Advertiser of it's obligations in the performance of the Advertisement Contract.

          
13.1  Subject to paragraph 13.3 below, if OceanLaw fails to publish any advertisement as required in the Advertisement Contract, or in the event of any other failure, technical or otherwise, of such advertisement to appear as provided in the Advertisement Contract, OceanLaw's liability will be limited (at the option of OceanLaw) to either: (a) publishing the advertisement (or a replacement advertisement if provided by the Advertiser) as soon as is reasonably practicable in the period following the period during which the advertisement was scheduled to run; or (b) refunding the Advertiser that proportion of the amounts paid, if any, which relate to those advertisements which were not provided.

13.2  In no event will OceanLaw be responsible for any indirect, consequential, special or economic loss of any kind including without limitation loss of profits, business, contracts, revenues, goodwill, production and anticipated savings arising from any failure to publish in a timely manner or at all any advertisement in accordance with the Advertisement Contract.

13.3  Without limiting the foregoing, OceanLaw will 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, labour or material shortage, transportation interruption of any kind, work slowdown, equipment or software loss or failure, computer viruses or any other condition beyond the control of OceanLaw, including technical difficulties of the Internet Service Provider used by OceanLaw, affecting production or delivery in any manner.

13.4. OceanLaw does not limit or exclude liability for death or personal injury caused by its negligence.

13.5. Each of the provisions of this section 12 are to be construed separately and independently of the other, and if any provisions of this section (or any other clause herein) is found by any court or other judicial body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision will not affect the other provisions of this section (or any other clause herein) which will remain in full force and effect.

           
These Standard Terms and Conditions, together with the any other parts of the Advertisement Contract, including the Advertisement Order Schedule and the Technical Specifications, will be governed by and construed in accordance with the laws of England and Wales and the parties submit to the non-exclusive jurisdiction of the English and Welsh courts.

      
No public statements concerning the existence or terms of the Advertisement Order Schedule will be made or released to any medium except with the prior approval of both parties or as required by law.