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- The expression “the Company” shall mean “JCDecaux Out of Home Advertising Pte. Ltd.” and shall include its successors in title and assigns.
- The expression “the Advertiser” shall mean the person, firm or company by whom the placing of an order or signing of a contract which incorporates these terms and conditions is made and shall mean and include its successors in title and assigns.
- An Advertiser which is an advertising agency shall be deemed to contract as principal and will accordingly be responsible for payment of invoices and will be deemed to have full authority in all matters arising out of or in relation to each contract and/or its amendment.
- Agency commission of 10%, unless otherwise stipulated in the contract, is payable to recognised advertising agencies and will be calculated on the basis of rates applicable less any rate adjustments.
The placing of an order or signing of a contract with the Company by the Advertiser shall constitute acceptance of these terms and conditions by the Advertiser. No modification of these terms and conditions shall be effective unless made by the express written agreement between the Company and the Advertiser.
All materials shall be produced according to the production information provided by the Company. Unless otherwise agreed separately, all advertisements for display/screening shall be delivered carriage paid to the Company at its business address or to such other address as the Company shall specify, not less than 10 working days prior to the date of commencement or any date of change of advertisement as the case may be. Late delivery charges may apply at the discretion of the Company. In the event of late or non-delivery, the charge for display/screening shall still be calculated from the date of commencement specified in the contract.
Display / Screening
- The Company shall use all reasonable endeavors to display/screen the Advertisement on the display/screening dates specified in the contract. The Company is entitled to commence the charge for the display/screening of any advertisement effective from the date of commencement specified in the contract.
- The advertisement copy shall be posted within 24 hours commencing from the commencement date specified in the contract. Removal of advertisement copy will take place similarly within 24 hours from the end date specified in the contract.
- For non-digital campaign periods longer than 6 months, change of visual is required every 6 months. For digital campaign periods longer than 3 months, change of visual is required every 3 months.
Right of Rejection
The Company shall have the right to display/screen or to discontinue the display/screening of any advertisement which in the Company’s sole opinion is objectionable, unsuitable, impractical for any cause or likely to contravene Singapore law or for any other reason. In such an event, the contract in whole or in part may be cancelled by the Company forthwith without any responsibility or liability on the part of the Company, and to the extent not so cancelled, the contract shall continue in full force and effect.
Statutory Requirements / Indemnities / Warranties
- The Company accepts full responsibility of compliance with statutory requirements insofar as it concerns the use of any site for the display/screening of advertisement to which a contract relates. Insofar as it concerns the subject matter or contents of the advertisement itself, the Advertiser is responsible and will indemnify the Company against all claims arising out of or in connection with the subject matter and/or contents of the advertisement.
- The Advertiser warrants and undertakes that:
- the advertisement copy will comply with all statutory and other legal requirements and provisions.
- the Advertiser will be responsible for payment and for obtaining the relevant authorizations and consents relating to licensing, the copyright or the appearance of any person in the advertisement.
- the Advertiser will also be responsible for payment and obtaining the relevant authorizations and consents relating to the use of the dramatic literary and artistic work and music and/or performers’ services used in the advertisement.
- no advertisement copy will breach the copyright or other rights of or be defamatory to any third party.
- the Advertiser will indemnify and keep the Company indemnified against all actions, proceedings, costs, damages, expenses, penalties, claims, demands and liabilities arising from or in connection with any breach of the above warranties or in any manner whatsoever or consequence of the use of any advertisement copy or matter supplied by or displayed or screened on his behalf.
- the Advertiser will indemnify the Company against all actions, costs, claims and demands in respect of any infringement of copyright, trademark, patent or other rights whatsoever arising out of or in connection with the display/screening of the Advertiser’s advertisement. Similarly, the Advertiser will indemnify the Company against all actions, costs, claims and demands in respect of the dramatic, literary and artistic work and music and/or performers’ services used in the advertisement.
- Advertisers must comply with the Singapore Code of Advertising Practice and any Act of Parliament or subsequent legislation applicable and pay all fees and charges in connection therewith. The Advertiser shall keep the Company indemnified against all penalties of every kind of breach of such code, act or legislation.
- Design Approval & Licensing. All visual concepts must be submitted to the Company for advertising license approval 6 weeks before the campaign commencement date.
- All proposed creative concepts and campaign visuals are subject to final approval by all relevant authorities.
Damage or Loss of Materials
The Company will not be liable for loss or damage to designs or advertisements supplied to the Company, except insofar as such loss or damage arises due to the fault or negligence of the Company. The Company liability shall not exceed the original cost to the Advertiser for the destroyed or damaged designs or advertisements.
Return of Materials
Advertising materials which are surplus to requirements or which have been removed from display/screen will be destroyed unless the Advertiser gives at least 7 days’ notice in writing prior to the expiry of the campaign to hold them for collection. Notice is effected upon the Company’s receipt of the written notice. The Company will then notify the Advertisers when the advertisements are ready for collection (“collection date”) and will hold them available for 2 weeks after the collection date. If they have not been collected by this time, they will be destroyed without further reference to the Advertiser. The Company is not liable to compensate the Advertiser for the destruction of the advertising materials in this regard.
Loss of Display/Screening
The Company reserves the right to remove and/or withdraw any advertisement at any time for the purposes of repair and servicing of the display/screening unit and/or any onsite work by the Airport Authority and shall not be liable to compensate the Advertiser for any loss of display/screening arising therefrom.
Invoicing and Payment
- All invoices shall be rendered by the Company to the Advertiser monthly in advance. Unless otherwise stipulated by the Company, the amount so invoiced shall be paid not later than 28 days after the last day of the month during which the invoice was rendered (“due date”).
- The Company shall have the right to immediately cancel any continuing contract of which payment or part payment is overdue after the due date.
- Interest on all sums due shall accrue after the due date and shall run at the rate of one percent per calendar month until full payment (including interest due and owing) is received.
- The Company shall be entitled to recover from the Advertiser directly all sums remaining unpaid under any invoices together with interest if the Advertiser’s advertising agency fails/neglects/refuses and/or for whatever reason to pay or remit sums which that advertising agency may have received from the Advertiser to pay for such outstanding invoices.
Postponement of Campaign
Campaign period cannot be postponed unless at least 16 weeks’ written notice is given to the Company prior to original commencement date, falling which the level of postponement charge will be charged at 50% of the Gross Contract Value and shall be paid immediately to the Company.
All orders and subsequent contracts may be cancelled by the Advertiser giving the Company at least 6 months’ written notice prior to the campaign commencement date. Notice is effected upon the Company’s receipt of the written notice. The levels of cancellation charges charged to the Advertiser are as follows for written notice received prior to the campaign commencement date.
|Written Notice Received||% Cancellation Charge|
|Less than 6 months but more than 4||70%|
|Less than 4 months||100%|
Limit on Liability
The Advertiser shall notify the Company in writing immediately if the Advertiser becomes aware of any non-display/screening, incorrect or damaged display/screening of any advertisements. The obligation is on the Advertiser to check if there is any nondisplay/screening, incorrect or damaged display/screening of any advertisement. The Company shall only be liable if the non-display/screening, incorrect or damaged display/screening of any advertisement have not been remedied within 7 working days after written notification of the same to the Company by the Advertiser. Notice is effected upon the Company’s receipt of the written notice. Under no circumstances shall the Company's liability exceed the charge for display/screening of that advertisement for the period of non-display/screening, incorrect or damaged display/screening.
Save for the event that the non-display/screening, incorrect or damaged display/screening of any advertisements is not remedied in 7 working days after written notification by the Advertiser to the Company, in no circumstances shall the Company be liable to compensate the Advertiser in damages or otherwise for non-displaying/screening, incorrect or damaged displaying/screening or late displaying/screening of any advertisement for any other reason (including inclement weather preventing any outdoor installations) or for any consequential loss or otherwise arising therefrom.
Change of Terms & Conditions
The Company reserves the right at anytime to change the advertisement rates and any of these terms and conditions by giving the Advertiser 4 weeks’ notice. The change shall take effect on the date specified in the notice.
The Advertiser shall not assign any benefit under each contract without the express consent of the Company in writing.
The Company shall be entitled to a general lien on all advertisements in the Company’s possession for all sums, whether liquidated or qualified or not, due from the Advertiser to the Company.
The due performance of any contract is subject to suspension, variation or cancellation by the Company by reason of war, riot, explosion, fire, flood, strike, lockout or any cause beyond the Company’s control. In such an event, the Company is not liable to compensate the Advertiser for any loss or damage arising out of or in connection with the partial or nonperformance of any contract.
The Company shall have the right after giving 4 weeks’ notice to alter the size and/or position of and/or withdraw temporarily or permanently any advertising sites for regulatory, operational, aesthetic and/or other reasons and no claims of any nature shall be made against the Company in respect thereof.
The Advertiser shall have no rights or make any claims against the Changi Airport Group (S) Pte Ltd in connection arising out of the contracts between the Company and the Advertiser.
This agreement shall be governed by and interpreted in accordance with the laws of Singapore and the Advertiser submits to the jurisdiction of the Singapore Courts.
The Company shall not be held responsible to the Advertiser and/or any third parties for any vandalism on the advertisement display/screening and any subsequent rectification costs.
Entire Agreement Clause
This Terms & Conditions supersedes and cancels all previous agreements (where applicable), warranties and undertakings whether oral or written, express or implied, given or made by the Company and the Advertiser.
Contract (Rights of Third Parties) Act
The Contract (Rights of Third Parties) Act (Cap 53B) does not apply.