THEODORE. VENDOR LISTING AGREEMENT
Welcome to Theodore Magazine, Australia’s premier wedding event planning and supplier platform helping LGBTQI+ and gender diverse couples to plan and celebrate a commitment ceremony or wedding in the style and theme of their choice.
The Theodore Magazine Wedding Guide Supplier Guide (“Guide”) invites vendors and suppliers connected to the celebration of relationships and the wedding industry who are genuinely supportive and proactive in their service to the LGBTQI+ and gender diverse community, to list with the Guide.
This Supplier Listing Agreement (“Agreement”) is between you, (the “Vendor”) and Theodore Magazine ABN: 69 3753 5221 8, and contains the terms and conditions of listing your business with The Theodore Magazine Wedding Guide.
Please read this Agreement carefully. This Agreement is a legally binding, by proceeding with the listing process outlined in this Agreement you agree to be bound by the terms and conditions contained in this Agreement.
These Terms and Conditions may change at any time. We will make every effort to inform you when these Terms and Conditions are updated or changed. Please read these Terms and Conditions regularly. The Terms and Conditions are located at: https://www.theodoremagazine/website-terms-of-use/
Please contact Theodore Magazine at info@theodoremagazine.com if you have any questions about this Agreement.
Terms and Conditions
APPLICATION FOR LISTING
Online listing application form
1. All listing applications on the Theodore Magazine Wedding Guide are submitted online via the Expression of Interest to List Online Form
2. Unconditional acceptance and support of same-sex and gender diverse relationships is a condition of your application and you provide this assurance in good faith by submitting your application. Please do not proceed if you are unable to provide this assurance without reservation.
Acceptance of listing
3. Your listing application including listing content will be reviewed by Theodore Magazine and acceptance of your listing will be confirmed in writing.
Listing requirements
4. To complete a listing, you will be required to provide the following:
a) registered business name
b) ABN
c) Business website URL
d) Listing name
e) Tagline (optional)
f) Service description
g) Social media links
h) Physical location details
i) High-resolution image files
5. You agree and consent to the use of the information provided, all or in part, in your listing on the website.
Listing period
6. An approved listing is valid for 12 months from the date your listing goes live on our website.
7. You will be contacted 1 month prior to the expiration of your listing period with an offer for renewal for the next listing period.
Categories
8. You agree that Theodore Magazine has the final decision to list your business under the category or categories Theodore Magazine deems suitable.
Changes to Your Listing
9. Any request to changes to your listing must be submitted via email to info@theodoremagazine.com.
10. Please allow up to 10 business days for changes to take effect.
11. Theodore Magazine reserves the right to not approve changes to your listing if deemed unsuitable for
the use of the site.
PAYMENT
12. You will be provided with an invoice upon acceptance of your listing application.
13. A full payment is required to create your listing.
14. All listings must be paid in full within 7 days prior to your listing going live on www.theodoremagazine.com
15. All payments must be made via bank transfer to the bank account details outlined on your invoice.
16. Theodore Magazine will create your listing only once a full payment has been received.
17. Your listing creating and upload may take up to 10 business days.
18. Theodore Magazine reserves the right to increase our listing fees and we will notify you of any fee increases.
19. The total invoice amount is inclusive of GST.
20. If at renewal your account is overdue, we have the right to take your listing offline until we have received all outstanding money.
21. If you commit an act of bankruptcy, become insolvent, have a receiver or administrator or liquidator or manager appointed over you or any of your assets or if you resolve to wind up your company, then Theodore Magazine may (in its absolute discretion):
● take proceedings against you to recover any overdue amount;
● recover from you all costs in relation to any action taken against you by Theodore Magazine to recover overdue amounts, including without limitation, debt collection costs and legal costs on a full indemnity basis; and/or
● exercise any other rights available to Theodore Magazine at law.
YOUR LISTING CONTENT
Proprietary rights
22. Where you submit any content of any type, including text or images, for listing on our website you undertake that you have the right to do so, and you have been granted the necessary consent by any persons featured (’model release’) or owners of featured items (’property release’).
23. To the extent that your listings and other submissions may contain trademarks, you warrant that they have the right to use them, including sublicensing rights.
24. By submitting any form of content to the Site including by not limited to any information, details, images, graphics, videos and audio as well as any comments or submission, you authorise Theodore Magazine to reproduce in whole or in part, display and disseminate the content in performance of this Agreement and in the promotion of the website and Guide.
25. You give Theodore Magazine full permission to post any images or graphics to their social media
accounts crediting your business.
26. Theodore Magazine may also provide such content to its third-party service providers for the same purpose.
27. You acknowledge and agree that you are responsible for the accurate content provided to us that represents your listing, maintenance and updating any and all listings posted.
28. Accordingly, you represent and warrant that any listing information provided by you will
a) not breach any agreements you have entered into with any third parties,
b) comply with all applicable laws, tax requirements, and rules and regulations that may apply to your business (including having all required permits, licenses and registrations),
c) not conflict with the rights of third parties.
29. Theodore Magazine assumes no responsibility for your compliance with any agreements with or duties to third parties, applicable laws, rules and regulations.
30. Theodore Magazine reserves the right, at any time and without prior notice, to remove or disable access to any listing for any reason, including listings that Theodore Magazine, in its sole discretion, considers to be objectionable for any reason, in violation of these terms and conditions, or otherwise harmful to the site or services, but shall not be liable for any consequences due to its failure to remove such access.
DISCLAIMER
31. Theodore Magazine is a listing directory and serves only as the facilitator of connection between the listed vendor and the potential customer or client, through its role as an advertising and marketing platform.
32. You understand and agree that Theodore Magazine does not act as your agent and any booking of any service requested or made using the site or services must not and cannot be construed as the creation of a contract between Theodore Magazine and your business.
33. Regulating the use of your services in terms of a contract with your customer or client, remains the responsibility of yourself – the vendor – and Theodore Magazine shall not be a party to any relationship or dealing with you and your client or customer arising out of the use of the website.
34. Theodore Magazine holds no responsibility if any legal situations, issues or dispute, that may arise between you and a client or customer, resulting from accessing your services through the Theodore Magazine website.
35. Theodore Magazine makes no representation or warranty as to the quality, merchantability, fitness for purpose, correspondence to description, or suitability of any services you provide.
Earnings Disclaimer
36. By providing content to Theodore Magazine to use on the site you will not seek royalties, commissions or financial profits.
37. You understand that by listing your business on Theodore Magazine you are not guaranteed sales, bookings, increased profit, business growth or any financial gain or income whatsoever.
38. Theodore Magazine holds no responsibility for loss of business, damage to reputation or financial issues resulting from your listing on the Website, and you take full responsibility if such circumstances were to arise.
TERMINATION
Termination by Theodore Magazine
39. Theodore Magazine may terminate your listing and remove your listing from the Website at any time without prior warning if Mr Theodore feels that your business is no longer fit for the purpose of the site or if you are in breach of this Agreement.
40. At all times Theodore Magazine will attempt cordial resolution and communication, however, Theodore Magazine is not obliged to provide you with reasons for terminating your Guide listing.
41. If there are any amounts owing to Theodore Magazine at the date of termination, you remain liable for these amounts and full settlement is required within 7 days of termination.
42. If termination is as a result of your breach of this Agreement or any assurance requested from you at the time of listing, you agree that you will not be entitled to a refund of any amounts paid in respect of the Guide Listing.
Termination by the Vendor
43. If you cancel your Guide Listing with Theodore Magazine, you will not be entitled to a refund of any amounts paid in respect of the Guide Listing.
CANCELLATION PROCESS
44. You may withdraw your Guide Listing at any time by following our cancellation process providing notification of cancellation to info@theodoremagazine.com.
45. Your advertising will be removed. However, no refund will be offered for any monies paid, and any outstanding payments will require payment in full within 7 days of notice of cancellation.
INTELLECTUAL PROPERTY
46. Theodore Magazine owns all intellectual property rights in the Website and the Guide, including information, graphics, design and software, except where the Vendor has provided its own intellectual property (including but not limited to text, graphics and pictures in whatever form) for display on the Website.
47. You must obtain permission from the owner of any intellectual property in any third-party material incorporated into a Listing prior to submission of the Listing.
48. You grant Theodore Magazine a worldwide, royalty-free, irrevocable licence to publish, and to sub-license the publication of, all material submitted to Theodore Magazineas part of a listing in any form or medium, including print, online or otherwise. You warrant that you are authorised to grant the licence in this clause 48.
INDEMNIFICATION
49. The Vendor agrees to defend, indemnify and hold harmless Theodore Magazine, and their respective officers, directors, employees and agents, from and against any claims, actions or demands (including without limitation reasonable legal and accounting fees) brought by third parties, brought against Theodore Magazine alleging or arising out of or in connection from:
a. any content or material the Vendor submits or provides for inclusion on the Site;
b. any use by the Vendor of the Site;
c. your dealings with and clients or customers or prospective clients and customers; and
d. any breach of this Agreement on the part of the Vendor.
LIMITATION OF LIABILITY
50. In the event of a breach by Theodore Magazine of this Agreement, its total liability will be limited to the amount paid by the Vendor to Theodore Magazine in connection with the publication of the Listing on the Site.
51. Theodore Magazine accepts no liability whatsoever relating to the content of your Listing on the Site, your business or property or your dealings with any customers or clients or prospective customers or clients.
52. Theodore Magazine will not be liable for any loss or damage caused by or attributed to any person(s) that engages a service offered by your business in response to a listing on the Site.
53. To the extent permitted by law, we exclude all conditions and warranties relating to the Site.
In particular,
a) Theodore Magazine does not make any representations or warranties that the website will be uninterrupted or error-free.
b) Theodore Magazine makes no representation or warranty about the success of the website or likely success of listing of your business on the website.
c) to the extent that our liability for breach of any implied warranty or condition cannot be excluded by law, it will be limited, at our option, to the re-supply of services or the payment of the cost of having them re-supplied.
PRIVACY
54. We value the privacy of all stakeholders and visitors to our website. Your personal information is managed according to our Privacy Policy which can be read in full at www.theodoremagazine.com/privacy
APPLICABLE LAW
55. This agreement is governed by the laws of the State of Victoria, and you submit to the exclusive jurisdiction of the courts in that State.
OTHER PROVISONS
56. This Agreement comprises the entire agreement between you and Theodore Magazine and supersedes all prior understandings, agreements or representations.
57. You may not assign this Agreement without our prior written consent.
58. No delay or waiver by us in enforcing any provision of this agreement will be deemed a waiver of our rights.
59. If a term of this Agreement is or becomes invalid or unenforceable, the validity and enforceability of the remainder of this Agreement will not be affected.
Thank you for reading this document. By proceeding to List with Theodore Magazine you agree to be bound by the Terms and Conditions of this Vendor Listing Agreement.