All Media Services are provided to you by SproutLoud under the following terms and conditions.
You agree to the following:
- You authorize “SproutLoud” (hereafter, describing both SproutLoud and/or its authorized vendors) to assist You with order placement, negotiation, scheduling, creative customization, and payment processing as necessary with Your Media Vendor (“Media Services”).
- You may authorize SproutLoud to work with your Vendor under the terms of an Order Form provided to you by SproutLoud.
- You accept responsibility for any and all authorized television, radio, print, outdoor, yellow pages, digital and other media orders You place with SproutLoud. In the event a Media Vendor requires a contract, You may agree to directly contract with Media Vendors for associated services which may be facilitated by SproutLoud through an Order Form or You may have SproutLoud act as an agent on your behalf to contract with Media Vendors. In the event You directly contract with Your Media Vendors, please read Your Media Vendor’s terms and conditions carefully, as SproutLoud will not be a Party to any agreement between You and Your Media Vendor.
- You appoint SproutLoud to provide all payments to Your Media Vendor on Your behalf for any Media Services placed through SproutLoud. SproutLoud will collect Co-Op and/orMDF from Your Network Sponsor, as well as any remaining balance from You directly, to make such payments. These payments do not make SproutLoud the purchaser of Media Services You order. In the event SproutLoud acts as Your agent, SproutLoud will seek sequential liability with Your Media Vendor, making you fully liable for all Media Services You order through SproutLoud.
- SproutLoud is not responsible for the performance of any Media You purchase.SproutLoud is not responsible for any representations or warranties any Media Vendor may make to SproutLoud or You directly.
- You authorize SproutLoud to show proof of any and all Agreements between You and SproutLoud in connection with these Media Services. You authorize SproutLoud to share the credit information submitted by You on a SproutLoud Credit Application with Media Vendors, including but not limited to trade and bank references as necessary. You further acknowledge that Media Vendor may run business and/or personal credit and background checks to determine creditworthiness, and that insufficient or unsatisfactory credit may preclude order placement or require alternative payment approaches (e.g. cash in advance) when necessary.
- In the event You default under Your obligations in any Order Form with Your Media Vendor, You indemnify SproutLoud.
- You understand SproutLoud performs Media Services with respect to Your Orders and is acting at Your direction.
For single orders:
- You authorize SproutLoud to deduct the maximum amount of co-op available to You that You have associated with Your Order. You also authorize SproutLoud to charge Your credit card for any remaining balance, so that SproutLoud can pay the Media Vendor directly on Your behalf.
For Ongoing (Monthly, Annual or Open-Ended) Orders, or Media Services Requiring Multiple Payments:
- In the event of an ongoing buy, You authorize SproutLoud to deduct the maximum co-op amounts available to You by Your Network Sponsor in order to minimize any amounts You owe directly. You are making commitments to Your Media Vendor, or SproutLoud when acting as Your Agent, regardless of the co-op amounts that may or may not be available, and You are exclusively liable as such.
- You understand and authorize the need for ongoing payments and associated processing according to Media payment policies and associated obligations.
- You are committing to the entire term identified in any Order you submit to SproutLoud or Order Form your sign. If Your SproutLoud Account is terminated for any reason prior to the expiration of the term completion of Your Media Services, You authorize SproutLoud to charge You for any remaining amounts due to the Media Vendor. You understand that the Media Vendor may have cancellation policies, which, may result in You being responsible for the entire amount of Your remaining portion of Your Media Services term.