LXM Media & Publishing
Advertising Terms & Conditions
1. Acceptance and Definitions
The Terms apply to advertisements in/on:
1.1. any form of cabin branding (graphics) or digital inflight advertising placement (within IFE, IFC) as well as any other media provided by LXM Media & Publishing Ltd. (LXM); and/or
1.2. a website or application associated with any inflight advertising media provided or published by LXM; and/or
1.3. any other media in respect of which LXM has the rights to publish advertising (including but not limited to any of the following: inflight magazine; booking confirmation page; booking confirmation email; pre-travel reminder email; check in email; print at home boarding pass; post travel email; mobile advertising; seat- back; headrest cover) (collectively “Relevant Media”). (each an “Advertisement”, together the “Advertisements”).
1.4. By signing an order confirmation (the “Confirmation of Order”), the Advertiser (being the person, company or brand placing the order for the Advertisement, whether they are the advertiser of the product or service referred to in the Advertisement, or the advertising agency or media buyer for the Advertiser) accepts and agrees to be bound in full by the Terms.
1.5. The Terms are final, and binding and no variations will be allowed unless expressly agreed by prior written consent.
2. Charges & Payments
2.1. All Advertisements are accepted on the basis that they will be paid for by no later than close of business day on the Advertisement Campaign Launch date as set out in the Confirmation of Order, unless otherwise agreed in writing.
2.2. If credit terms are granted by LXM, it reserves the right to withdraw this facility at any time.
2.3. LXM’s standard credit terms require payment to be received as cleared funds within seven (7) days from date of the relevant invoice.
2.4. Prices quoted to Advertisers will be subject to sales tax as applicable.
2.5. All prices quoted within the European Union (the “EU”) will not be chargeable to VAT (or other sales tax) once the VAT status of the Advertiser is verified in accordance with the Supply of Services within Article 56 of the Council Directive 2006/112/EC, with the Advertiser being required to account for VAT under the reverse charge as appropriate. If the VAT status is not verified, then VAT will be charged at the current Austrian rate in line with Council Directive 2006/112/EC.
2.6. Invoices shall be paid in full. Any taxes, bank charges or other deductions shall be strictly for the account of the Advertiser.
2.7. Invoices shall be paid by Advertisers in the same currency as the relevant invoice. Any foreign exchange losses or charges shall be strictly for the account of the Advertiser.
2.8. If the Advertiser fails to pay any amounts due, LXM reserves the right to charge interest calculated at the rate of 7,5% per invoice.
2.9. LXM may, in its absolute discretion, revise the prices charged for the Advertising at any time. These revised prices will not apply to any Confirmation of Orders signed prior to the date of such change.
3. Cancellations by Advertisement Type
3.1. Cabin branding advertising and/or digital inflight advertising campaigns, as per clause 1.1 published by the LXM:
3.1.1. An order for the above media type may be cancelled by notification in writing without liability up to 30 days prior to the relevant production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date.
3.1.2. Orders that are cancelled less than 30 days prior to the relevant production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date for any reason including a failure to provide or approve artwork or to make payment in accordance with the agreed terms, will be subject to cancellation charges as follows: 3.1.3. 20 – 30 days before the production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date, 25% of the total amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement. 3.1.4. 10 – 19 days before the production start of the placards (in case of a cabin graphic campaign), or campaign launch (in case of a digital campaign) date, 50% of the total amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement.
3.2. Advertising in any other media type, as per clause 1.2 and 1.3 above:
3.2.1. An order for the above media type that is cancelled for any reason at any time, after submission of the signed Confirmation of Order, will be subject to the cancellation charges as follows: over 30 calendar days prior to copy deadline stated on media kit or Confirmation of Order – 50% of the amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement, less than 30 calendar days prior to copy deadline stated on media kit or Confirmation of Order – 100% of the amount contracted to be paid by the Advertiser to LXM for the relevant Advertisement.
3.3. If the Advertiser cancels part or all of the Order for an Advertisement Campaign, any series discount applicable to the Order shall cease to apply to the Order and the applicable Cancellation Charges shall apply to any cancelled Advertisement. The price of any Advertisement already published within the relevant Advertisement Campaign shall be recalculated and payable at the rate set out in LXM’s media pack located at www.lxm-group.com and any outstanding amounts shall be due immediately on demand.
4.1. All bookings are subject to space being available and requisite approval of the Artwork by LXM and where applicable the entity on behalf of whom the LXM provides the relevant media.
4.2. LXM reserves the right not to publish the Advertisement at any time for any reason.
4.3. If a booked Advertisement is not published at all solely due to a mistake on LXM’s part, LXM will try to offer an alternative publication date or media placement. If the alternative date or media placement is not accepted by the Advertiser, the original booking will be cancelled, and the Advertiser shall be entitled to a full refund if the Advertiser has paid in advance for the Advertisement. This shall be the Advertiser’s sole remedy for failure to publish the Advertisement.
4.4. If the Advertisement as reproduced by LXM contains a substantial error solely due to a mistake on LXM’s part, LXM shall, on request, re-publish the Advertisement at no additional cost to the Advertiser. LXM shall not be responsible for repetition of errors and it is the Advertiser’s responsibility to inform LXM of any errors and provide any necessary assistance to LXM to prevent a repeat of the error.
4.5. Should the Advertisement not be published due to the act or default of the Advertiser (or its suppliers or agents), then the Advertisement shall be paid for in full not withstanding that the Advertisement has not been published by LXM.
4.6. Under no circumstances shall LXM be liable for economic, consequential or special damages (including for any loss of profit, loss of opportunity, loss of goodwill, loss of anticipated saving and/or loss of revenue). The maximum liability of the LXM arising under or in connection with these Terms (whether for damages or breach of contract or otherwise) shall be limited to the actual price paid by the Advertiser for the relevant Advertising.
4.7. LXM reserves the right to dissolve of d any advertising material that has been in its custody for six months.
4.8. LXM will endeavour to reproduce Advertisements as provided by the Advertiser but cannot guarantee that the Advertisement will be identical.
4.9. LXM will not be responsible for any additions to, changes in, deletions from, delays in campaign start or withdrawal of any Advertisements that are required by any person or body that has the authority to regulate or control the Advertising.
4.10. Unless expressly stated in the Confirmation of Order, LXM cannot guarantee the position of Advertisements and all such decisions will be at the sole discretion of LXM. LXM will, however, endeavour to comply with the wishes of the Advertiser.
4.11. No alteration to, or modification of, approved artwork will be made by LXM once final approval by the Advertiser, in writing, has been supplied.
4.12. LXM does not accept liability for any errors in any Advertisement which has been approved for publication by or on behalf of the Advertiser.
4.13. Where approval cannot be obtained from the Advertiser despite LXM using all reasonable efforts, the Advertiser shall forfeit its right of approval and LXM reserves the right to publish the Advertisement and charge the Advertiser in full for the cost of the Advertisement.
4.14. LXM will deliver a proof of production and installation (or publication) of the campaign electronically, to every Advertiser.
4.15. The obligation of the Advertiser to pay for its advertising in accordance with the agreed terms shall not be conditional on the receipt of the proof of production and installation (or publication).
4.16. In respect of Advertisements published on a website, LXM does not guarantee continuous, uninterrupted access by users of the website on which the Advertisement is published but will use its best endeavours to provide this. A full and comprehensive reporting of relevant campaign KPIs will be provided post campaign or at defined intervals during the campaign.
4.17. LXM expressly does not guarantee the level of response in any form of advertising, nor the number of “click-throughs” or “impressions” from Advertising published in Relevant Media and on LXM provided websites and applications.
4.18. For the avoidance of doubt, nothing in these Terms will limit or exclude LXM’s responsibility for death or personal injury resulting from its own negligence, fraud or any other liability that cannot be excluded.
4.19. The Advertiser agrees to indemnify LXM, its parent, subsidiaries, affiliates, officers and employees fully in respect of any claim made against them arising from, or in connection with, the Advertiser’s breach of failure to perform any of these Terms and/or the publication of the Advertisement by the LXM, such indemnity to include all legal costs in defending any such claim.
4.20. Advertiser grants LXM the right to (i) use the Advertiser’s name, trademarks and/or logos as LXM may consider necessary for the purposes of publishing the Advertisement and (ii) to reproduce the Advertisement in any media for promotional purposes.
4.21. The Advertiser confirms that it has contracted to buy the Advertising exclusively based on the Media Kits provided by LXM and that it is not relying upon any other representation or warranty.
4.22. The signatory of the Confirmation of Order confirms that he/she is acting with the full authority of the Advertiser and is not acting ultra vires.
4.23. The Advertiser guarantees to LXM that (i) any information provided in connection with the Advertising is accurate complete, true and not misleading; (ii) it has obtained the consent of any living person whose name or image (in whole or in part) is contained in any Advertisement; (iii) the Advertisements are legal, decent, honest and truthful and are not contrary to the provisions of any relevant law, regulation or code of practice, and are not libellous or obscene and do not infringe the rights of any person (including any person’s intellectual property rights); (iv) the Advertising is not prejudicial to the image or reputation of the LXM or any of its affiliates; and (v) all Advertisements submitted digitally for publication will be free of any viruses and no Advertisement will cause an adverse effect on the operation of any website, aircraft or IFE (IFC) System.
4.24. The Advertiser is responsible for the delivery of the material the Delivery Deadline specified in the Confirmation of Order to LXM.
4.25. If no date is specified in the Confirmation of Order, all materials (such as Creatives) must be submitted in appropriate format, not later than 30 days prior to the campaign starting date.
4.26. Any costs incurred by LXM at the request of the Advertiser for the design of the Advertisements will be charged to the Advertiser regardless of whether the advertisement runs or not.
4.27. All artwork and transparencies are held at the Advertiser’s risk and should be insured by the Advertiser against loss and damage from whatever cause.
5. Force Majeure
5.1. LXM will not be liable for failure to perform any obligation under this agreement if such failure is caused by the occurrence of any unforeseen contingency or circumstances beyond the reasonable control of LXM, including without limitation internet outages, communication outages, fire, flood, war, Act of God or any other Force Majeure event.
6.1. The Terms of this agreement will survive any termination of the agreement.
6.2. Publication of an Advertisement by LXM does not mean that LXM accepts that the Advertisement has been provided in accordance with the Terms or that LXM has waived its rights under the Terms.
6.3. Telephone calls to and from LXM may be recorded for training purposes and dispute resolution.
6.4. These terms and conditions shall be governed by and construed in accordance with the Austrian Law.
LXM AERO GmbH
General Terms and Conditions (hereinafter “GTC”) of (hereinafter “LXM Aero” or “Contractor” or “we”)
General Terms and Conditions (hereinafter “GTC”) of LXM AERO GmbH (hereinafter “LXM Aero” or “Contractor” or “we”)
These general terms and conditions apply to all legal transactions – including all future contractual relationships, i.e. also in cases in which this is not expressly agreed upon in the additional or future contracts. All of our declarations of intent under private law are to be understood on the basis of these General Terms and Conditions. Conditions of our client (hereinafter also “customer” or “AG”) that conflict with or deviate from our General Terms and Conditions shall not become part of the contract unless we have expressly agreed to their validity in writing. Actions to fulfill the contract on our side do not count as consent to contractual terms that deviate from our General Terms and Conditions.
Provisions in the contract that deviate from the provisions of the General Terms and Conditions take precedence over the General Terms and Conditions.
- Conclusion of Contract
A) Our offers are non-binding and subject to change. The contract is only considered binding when we send an order confirmation. Verbal commitments, subsidiary agreements etc. that deviate from these GTC or other written declarations of intent, in particular those made by employees, deliverers etc., are not binding for us. The content of the brochures, advertising announcements etc. used by us does not become part of the contract unless expressly agreed in the written contract or the order confirmation.
B) The client is obliged to check an order confirmation received from us. If our order confirmation contains changes compared to the order, these are deemed to have been approved by the customer unless the customer objects immediately, but no later than within three working days. If orders are sent to us, the requester is bound to them for a reasonable, but at least eight-day period from receipt of the request.
C) The content of the contract concluded with the customer results primarily from the written contract including annexes and these General Terms and Conditions.
A) The prices are understood to be the value of goods and services ex works without allowance and other discounts plus costs for loading, packaging, freight and any insurance and plus the applicable value added tax (VAT).
Should the wage costs change between the conclusion of the contract and the provision of the service due to collective bargaining agreements in the industry or internal agreements or should other cost centers relevant to the calculation or costs necessary for the provision of the service, such as those for materials, energy, transport, external work, financing etc. change, this is the case we are entitled to increase or reduce the prices accordingly. This applies in particular if these circumstances arise due to changes that were not to be expected in advance, such as wars, pandemic events or the effects of political changes that lead to a disproportionate increase in delivery or energy costs. Item 3 A) does not apply to consumer transactions.
B) Additional services due to changes that are not attributable to our sphere and require a reworking or reworking of individual areas, in particular as a result of official requirements, are to be remunerated in accordance with the increased scope of services.
- Terms of Payment, Interest on Arrears
A) Payments must be received by LXM Aero’s bank account specified on the invoice within fourteen (14) days of the invoice date. Payment must be made in Euros. Any bank charges or transfer fees shall be borne by the customer.
B) In the event of a delay in payment, we are entitled to charge default interest of 8% pa from the due date. Further claims, such as in particular the claim for higher interest from the title of damages, remain unaffected.
- Withdrawal from the Contract
A) In addition to the general legal reasons, we are further entitled to withdraw from the contract in the event of default of acceptance or other important reasons, such as in particular the opening of bankruptcy proceedings against the assets of a client or the rejection of an application for bankruptcy due to insufficient assets to cover costs, if the service is interrupted for more than three months by the client and if the customer foils the performance. In the event of withdrawal, we are entitled to the entire payment for the services provided by us up to the point of withdrawal. We are entitled to the agreed fee less a flat-rate saving of 25% for services not rendered by the day the contract is terminated. Any further claims from the title of damages remain unaffected.
B) If the customer defaults on payment, we are released from all further service and delivery obligations and are entitled to withhold outstanding deliveries or services and to demand advance payments or securities or – if necessary after setting a reasonable grace period – to withdraw from the contract.
C) If the customer – without being entitled to do so – withdraws from the contract or if he requests its cancellation without justification, we have the choice of insisting on the fulfillment of the contract or agreeing to the cancellation of the contract; in the latter case, the customer is obliged to pay the entire fee for the services provided by us up to the time of withdrawal. We are entitled to the agreed fee less a flat-rate saving of 20% for services not rendered by the day the contract is terminated.
D) In the event of a justified cancellation by our customer, we are only entitled to the payment for the services up to the effectiveness of the cancellation.
E) The withdrawal must be declared in writing.
- Reminder and Collection fees
In the event of a default of payment, the customer must reimburse us for the reminder fees incurred in the amount of a flat rate of EUR 40 plus postage per reminder issued and for the record keeping of the obligation in the dunning process an amount of EUR 80 per half year. In addition, we are to be reimbursed by the customer for all costs and expenses incurred as a result of the reminder or the collection of due payments, in particular the out-of-court attorney’s fees etc. required for appropriate legal prosecution.
- Retention of Title
A) All products and documents (slides, plans, calculations, etc.) are handed over by us under retention of title and remain our property until full payment. In the event of customers delay or default, we are entitled to take back the goods at any time. The customer is prohibited from transferring, whether in return for payment or free of charge, or from pledging the products and documents as security or from any other disposition of them until full payment has been made.
B) Return or take back of the item subject to retention of title, is considered to be withdrawal from the contract not automatically but only if this is expressly declared.
C) The customer bears the full risk for the reserved item, in particular the risk of destruction, loss or deterioration.
- Prohibition of Compensation
A) The compensation of any counterclaims with our fee or other claims, for whatever reason, is not permitted.
B) Claims against us may not be assigned without our express consent. Item 8 A) does not apply to consumer transactions.
- Delivery and Delay in Delivery
A) The start of the delivery time specified by us presupposes that all technical questions have been clarified. Compliance with our delivery obligation presupposes the timely and proper fulfillment of the corresponding obligations of the customer.
B) Delivery dates or delivery periods, which can be agreed as binding or non-binding, must be stated in writing. Delivery periods begin with the conclusion of the contract. If changes to the contract are subsequently agreed, the delivery date or delivery period will change accordingly, if necessary.
C) The delivery period is met if the delivery item has left our premises or the notice of readiness for dispatch has been sent to the customer.
D) Force majeure, riots, strikes, lockouts and significant operational disruptions not caused by us prolong any agreed delivery dates and deadlines for the duration of the disruptions to performance caused by these circumstances and for a reasonable start-up period.
E) If LXM AERO is prevented from starting work on time for reasons beyond our control and delivery times and/or dates cannot be met as a result, LXM AERO is not liable for a delay in delivery/work or for a complete omission. This applies in particular (but not only) to cases in which the employees sent by us to provide the service are prevented from providing the service on time due to delays or cancellations of public transport, strikes at the airport where the service is to be provided, or the airport cannot be entered for other reasons etc.
F) If LXM AERO is prevented from starting work on time for reasons attributable to the customer or a third party attributable to the customer and delivery times and/or dates cannot be met as a result, LXM AERO is not liable for a delay in delivery/work nor for a total omission. In such cases, the client is obliged to compensate LXM AERO for any damage and additional expenses incurred.
The work we produce (e.g. foils, plans, sketches, models, other documentation and documents) is protected by copyright. The client does not receive a license to use the work and has no right to use the work. The customer only has the right to use the work exclusively for the contractually stipulated purpose if the contract is completely fulfilled. Use for other objects (particularly other aircraft) is excluded.
- Record keeping
Original plans, original drawings and documents are always kept with us. We are obliged to hand over copies of these documents to our customer at his request against reimbursement of costs. Our retention obligation ends three years after acceptance of the services. During this time, we can release ourselves from our duty of safekeeping by handing over the original documents to the customer.
In the case of justified complaints, the customer is not entitled to withhold the entire, but only a reasonable part of the gross fee amount, except in cases of reversed transactions. This item does not apply to consumer transactions.
- Missed deadline
A) If the customer has to pay his payment obligation in installments, it is agreed that if payment is not made on time, even just one installment, all outstanding partial services will become due immediately without setting a further grace period.
B) This item applies to consumer transactions insofar as we have rendered our service in full, even if only a partial service by the consumer is at least six weeks overdue, and if we have reminded the consumer, setting a grace period of at least two weeks and threatening to lose the deadline.
- Warranty, Inspection, and notification of defects
A) The customer must check the service immediately. Notices of defects will only be considered if they are asserted in writing immediately after their discovery. Obvious defects must be reported immediately, at the latest within 3 days after the delivery date. Defects that only become apparent later must be reported immediately, at the latest within 3 days after discovery of the defect, otherwise the defect is deemed to have been approved. The assumption according to § 924 sentence 2 ABGB does not apply.
B) If there is a defect that can be remedied, we will fulfill the customer’s warranty claims either by replacing the item, repairing it within a reasonable period of time or reducing the price, at our discretion. Claims for damages by the customer, which aim to remedy the defect, can only be asserted if we are delayed with the fulfillment of the warranty claims. Paragraphs A) and B) of this item do not apply to consumer transactions.
A) Liability for slight negligence, compensation for consequential damage and financial loss, savings not achieved, loss of interest and damage from third-party claims against the client are excluded. The limitations of liability do not apply to personal injury or damage to health which we are liable for. The injured party has to prove the existence of slight or gross negligence.
B) The limitation period for claims for damages is two years from the transfer of risk. The provisions on damages contained in these GTC or otherwise agreed shall also apply if the claim for damages is asserted in addition to or instead of a warranty claim.
C) Our slides, plans and other documents may only be used for execution after official approval and our express release, otherwise claims for damages are excluded. Paragraph A of this item does not apply to consumer transactions for personal injury and for damage to items handed over by the customer in order to fulfill the contract. Paragraph A, second sentence, of this item and paragraph B), first sentence, do not apply to consumer transactions.
We are only liable based on the provisions of the Product Liability Act and only in cases of intent or gross negligence.
- Choice of law, place of jurisdiction
A) Austrian law applies to the exclusion of its international referral norms. The applicability of the UN Convention on Contract for the international sales of goods is expressly excluded. The contract language is German or English. The Parties agree to Austrian domestic jurisdiction. The competent court at our company headquarters has exclusive local jurisdiction to decide all disputes arising from this contract. This item does not apply to consumer transactions.
B) Before initiating court proceedings, both parties must endeavor to reach a mutual out-of-court settlement of the legal dispute by entering into negotiations. If, despite these negotiations, no agreement might be concluded, both parties are entitled to immediately bring an appropriate action. If one of the parties does not comply with the obligation to enter into out-of-court negotiations beforehand, this party – except in the event of imminent danger – is responsible for the costs of the court proceedings, in particular the costs of its own representation, regardless of the outcome of the court proceedings, at least in full and to reimburse the other party for the reasonable costs incurred (including the costs of representation in court).
- Place of fulfillment
The place of performance is our company headquarters, Rohrbacherstrasse 9, 1130 Vienna.
- Change of address
The client is obliged to notify us of changes to his residential or business address as long as the contractual legal transaction has not been completely fulfilled by both parties. If the notification is omitted, declarations are also deemed to have been received if they are sent to the last known address.
- Severability Clause
Should individual provisions of these General Terms and Conditions be or become wholly or partially invalid or unenforceable, this shall not affect the validity of the remaining provisions.
Each party is obliged to treat confidential the content of all documents received from the other party and all information given orally and in writing (whether of an economic, financial or technical nature and regardless of whether it has been expressly marked as confidential information). Such documents or information may not be passed on to third parties or copies made of them without the prior written consent of the other party; excepted from this is the transfer to affiliated companies within the meaning of § 228 Para. 3 UGB. Such documents or information may only be used or reproduced by the parties for the purpose of providing the services in accordance with the present contract.
The above obligations do not apply to information that
- be considered public property (i.e., generally known) at the time of disclosure or become public property at a later date through no fault of the recipient; or
- was known to the recipient prior to the time of disclosure by the other party, provided that this can be proven by written records of the recipient; or
- was made available to the recipient by a third party who did not receive this information directly or indirectly from the other party.
The obligations set out in this item are binding for all parties and remain in force even after the termination or performance of the contract. In the event of a violation of the aforementioned provisions, the party who commits such a violation must compensate the other party for any resulting damage.