Terms and Conditions

1. GENERAL PROVISIONS
1.1 These General Terms and Conditions apply to and constitute an integral part of all Contracts made between Golden Media Ltd. and Customers in respect of displaying Advertisements in Golden Pages Online. By the signing of an Order, the Customer is deemed to have familiarized itself with and to have accepted these General Terms and Conditions.
1.2 In these GTC:
Advertisement means the advertisement or advertisements referred to in the Order from the range of advertisement types made available by Golden Media in Golden Pages Online from time to time.
Banner means a specific type of Advertisement in the form of a graphical image or rich media file, which may serve as a hyperlink to a website. Classification Banner, Fixed Banner and Run-of-site Banner shall have the respective meaning given to them in the Order.
Banner Position means the designated space for displaying the Banner on Goldenpages.bg, referred to in the Order, from the range of position types made available by Golden Media.
Classification means a section of the Online Directory in which the Advertisements and free line entries are relevant to the trade or profession described in the heading used for that section.
Content means the textual and graphic content of an Advertisement including without limitation text, graphics, images, photographs, sounds, music and animation.
Contract means the contract between a Customer and Golden Media, comprising the Order and these GTC.
Customer means the individual or legal entity or other organization named on the Order as “Customer” who or which orders the provision of the Services.
Effective Date means the date on which the Advertisement is first made available to Users;
Golden Media means Golden Media OOD, a company entered in the Commercial Register with the Registry Agency at the Ministry of Justice under Uniform Identification Code 203188552, and registered office at Floor 2, 4, Y. V. Gurko Street, 1000 Sofia, Bulgaria.
Goldenpages.bg means the internet website www.goldenpages.bg which is owned and operated by Golden Media.
Golden Pages Online or Online Directory means the online Golden Pages directory, representing an electronic database of Customers’ advertisements and other data classified under classifications pre-determined by Golden Media, which is made available on Goldenpages.bg and allows its Users to make searches online per type of business, product/service, region, company name or any other search methods that may be added by Golden Media.
GTC means these general terms and conditions, as may be amended from time to time in accordance with their provisions.
National Priority Listing and Local Priority Listing shall have the respective meaning given to them in the Order.
Order means a request to Golden Media to provide a Service submitted by a Customer online at Goldenpages.bg or in writing using Golden Media standard order form.
Proprietary Material means any material that is the subject of intellectual property rights or other exclusive rights (including without limitation personal data, trade secrets, confidential information, company names).

Services means the services to be performed by Golden Media under a Contract for the insertion of Advertisements into the Online Directory.
User means a person who uses Goldenpages.bg.

2. COMMENCEMENT AND DURATION
2.1 A Contract shall be deemed to have been concluded when Golden Media has sent to the Customer a written document or electronic communication confirming acceptance of a properly filled-in Order form submitted by the Customer. Such acceptance shall be deemed to have been made subject to these GTC.
2.2 Unless terminated earlier in accordance with these GTC, the Contract will continue for the duration specified in the Order, commencing on the Effective Date.

3. OBLIGATIONS OF Golden Media
Golden Media shall, subject to these GTC, endeavour to:
3.1 develop and maintain the Online Directory;
3.2 make the Online Directory available free-of-charge to Users online on Goldenpages.bg;
3.3 include the Advertisement in the relevant Classification or Classifications and with the relevant priority as agreed in the Contract.

4. CUSTOMER’S OBLIGATIONS
The Customer:
4.1 must supply all Content in a suitable format as specified by Golden Media on Goldenpages.bg or notified to the Customer by Golden Media using other appropriate means;
4.2 shall be responsible for the legality, decency and truthfulness of the Content of the Advertisement and the website or info page (if any) linked thereto, provided by him and for its compliance in all respects with the provisions of all applicable laws and regulations concerning the content of advertisements and with Golden Media current advertising policies, a copy of which can be accessed at Goldenpages.bg ;
4.3 acknowledges that Golden Media may refuse to publish any Advertisement or any part thereof where it considers in its sole discretion that the Content of such Advertisement and/or the web-site or info page (if any) linked thereto, is contrary to or infringes the terms of any legal provision, this GTC or the right of any person or which may mislead members of the public or which members of the public might find offensive, prejudicial or inflammatory or is likely to have material adverse effect on Golden Media, notwithstanding the existence of a Contract with the Customer;
4.4 acknowledges that the acceptance of the Order and the publication of the Advertisement shall not be construed as consent or approval or expressing personal opinion on the part of Golden Media with regard to their Content, message or the products being advertised thereby. The same shall apply to the content and the message of the web-site or info page (if any) linked thereto, as well as to the products and services being advertised.
4.5 is responsible for ensuring that all electronic files submitted by him have been produced using properly licensed software and are free from computer viruses, Trojan horses or other malicious computer code;
4.6 in the event of an info listing with web link (including Banners), grants to Golden Media the right to access and index the linked website or any portion thereof by automated means including web “spiders” or “crawlers”.

5. PRICES AND PAYMENT
5.1 The price for each Advertisement shall be that set out on the Order.
5.2 VAT will be charged by Golden Media where required by the law.
5.3 Payments shall be made in accordance with the schedule relevant to the type of payment, as per the Order.
5.4 Payments shall be made via bank transfer to the account notified to the Customer by Golden Media. Cash payment shall be accepted in the Golden Media office only.
5.5 Advertisements will be loaded and made available to Users at Goldenpages.bg upon payment of the price due in respect thereof (or of the first installment thereof, as the case may be) or earlier, at Golden Media sole discretion.
5.6 Golden Media reserves the right to determine the price for displaying Banners as a lump sum or according to the number of impressions or clicks, or using any other appropriate criteria determined at Golden Media discretion and specified in the Rate Cards. Golden Media shall furnish Customers with statistics of the impressions and clicks where agreed with the Customer.

6. DISPLAYING THE ADVERTISEMENTS
6.1 Layout: For displaying Advertisements (except Banners), third party advertisements and free line entries in Golden Pages Online Golden Media uses standard layouts (including format, style, font, size, colouration, etc.), which Golden Media is entitled to determine and change from time to time at its sole discretion, subject to the following provisions:
(a) National Priority Listings and Local Priority Listings shall be displayed in a manner distinguishing them from listings with normal priority and free line entries;
(b) Listings with normal priority shall be displayed in a manner distinguishing them from free line entries.
6.2 Proofing: Advertisements will be launched in accordance with the relevant Advertisement Content details provided by the Customer in the accepted Order. Golden Media may provide the Customer with a proof of the Advertisement prior to its loading on Goldenpages.bg; however, Golden Media does not undertake or warrant that such proof will be provided.
6.3 Randomisation and positioning in search results pages: For the purpose of displaying Advertisements, third party advertisements and free line entries in the search results pages of the Online Directory, Golden Media uses an automated process for random positioning of the results (“Randomisation”), subject to the following principles:
(a) Advertisements, regardless of their priority and/or type are always shown above free line entries.
(b) In a Classification-specific search results page, National Priority Listings and Local Priority Listings are always displayed above the listings with normal priority.
(c) In a keyword search results page (i.e. a search using as criterion matching keyword(s) in the advertisements) which has produced results from more than one Classification, advertisements are displayed according to their relevance to the keyword(s), regardless of their priority. It is therefore possible in this case that National Priority Listings and/or Local Priority Listings be displayed below listings with normal priority;
(d) The total number of advertisements and free line entries displayed as a result of each search shall be the actual number matching the respective search criterion, capped at fifty or at such greater number as may be determined by Golden Media at its sole discretion.
6.4 Displaying the Banners:
(a) The Run-of-site Banner shall be displayed on a random Banner Position, including Banner Positions designated for Fixed and Classification Banners, if there are no Classification or Fixed Banners ordered for this Banner Slot.
6.5 Liability: Except as provided in this Clause 6 above, Golden Media does not make or give any undertaking or warranty as to the position in which the Advertisement will appear on any search results page.

7. PROPRIETARY MATERIAL
7.1 The Customer represents and warrants that he is the owner of or has been duly authorised to use all Proprietary Material incorporated into the Advertisement.
7.2 Golden Media reserves the right prior to publishing Customers’ Advertisements to disclose to the owner of any Proprietary Material to be incorporated into Advertisements, the Customer’s intention to incorporate such material; and to any statutory body having the authority over the content or appearance of advertisements, the Customer’s intention to advertise.
7.3 Golden Media reserves the right to delete any Proprietary Material from an Advertisement where it has reasonable grounds to believe that the owner of such Proprietary Material has not given or has withdrawn his authorization of the Customer’s use of the same. Such deletion shall not be a breach of Golden Media obligations under the Contract.
7.4 The Customer hereby consents to the use and retention of all Proprietary Material incorporated into the Advertisement for Golden Media internal processes in publishing online directories, monitoring advertising content and providing information services to third parties via such of Golden Media products and services as it makes available from time to time in addition to directories.
7.5 All copyrights and other intellectual property rights in and to the Golden Pages Online database and the website Goldenpages.bg belong to Golden Media.

8. LIABILITY
8.1 The Customer acknowledges and agrees that computer and telecommunications systems are not uninterrupted or fault free and that occasional periods of downtime for repair, maintenance or upgrading may be required, and that Golden Media cannot therefore guarantee uninterrupted operation and availability of the Online Directory. Golden Media will take all commercially reasonable steps to minimise any such periods of interruption or non-availability.
8.2 Golden Media makes no warranty whatsoever in relation to the accuracy or any other feature of any data obtained by Golden Media from third parties which may be used to assist in the functionality of the online directory and which may be displayed to users in association with advertisements (such as cartographic data used to display location of addresses).
8.3 In the event of an error in, or omission of or from an Advertisement, which is not due to a fault of the Customer, Golden Media shall correct this as soon as reasonably practicable upon receipt of the Customer’s written notification thereof and without charge to the Customer. Further, Golden Media reserves the right to reduce the price for the affected Advertisement as is fair and reasonable having regard to the nature of the error or omission or extend the duration of the Contract at no charge to the Customer. This represents the full extent of Golden Media liability in respect of errors or omissions.

9. CHANGES
9.1 Changes by Customer:
(a) The Customer may request a change in an Advertisement (including without limitation text, keyword(s), address, telephone, company name, Classification, region) once a month throughout the duration of the Contract, by filling-in and submitting an email. Requests for changes may also be made by a written document bearing the Customer’s corporate seal or where the Customer is an individual, his or her signature, and delivered to Golden Media address, as well as by telephone; however, Golden Media will not accept any liability for the accuracy of a change requested by phone and may decline to accept such change.
(b) Any request for a change shall be subject to acceptance by Golden Media, to which the provisions of Clause 2.1 and Clause 6.2 shall apply mutatis mutandis.
(c) The above procedure shall not apply to increasing the number of Classifications and/or the territorial coverage of the Advertisement. Such an increase shall be subject to a separate Contract and an additional payment according to the Rate Cards.
9.2 Changes by Golden Media:
(a) Golden Media may from time to time amend these GTC by a written document signed by a duly authorised signatory of Golden Media and shall notify the Customer in an appropriate manner (including by way of publication in media or at Goldenpages.bg) of such amendment not later than 7 days before it is to take effect. The Customer agrees to visit Goldenpages.bg regularly to find about such changes.
(b) Golden Media reserves the right to alter the name of the Online Directory, Goldenpages.bg, Golden Media advertising policies, its technical specifications, the available Advertisement types, the Classification headings used and any other detail concerning the Services, for the purpose of developing and improving its products. If Golden Media, acting reasonably, considers that such alteration is likely to have a serious adverse effect on the Customer, Golden Media will notify the Customer thereof in writing but shall not otherwise be obliged to inform the Customer.

10. CANCELLATION
10.1 Golden Media may remove any Advertisement or refrain from proceeding with any other Advertisement ordered by the Customer and to refuse any further orders by the Customer, or suspend the displaying of any Advertisement without penalty or refund of amounts already received from the Customer, and with immediate effect, if the Customer:
(a) is declared bankrupt or goes into liquidation;
(b) fails to pay when due any amount payable under the Contract;
(c) fails to provide Content that is compliant with the Customer’s obligation set out in Clause 4.1; or
(d) fails to perform any other Customer’s undertaking under the Contract.
10.2 Golden Media may further terminate the Contract at any time and with immediate effect by a written document or electronic communication furnished to the Customer. In such an event, the Customer shall be entitled to a refund of that part of the price already paid by him, which relates to the period after such termination.
10.3 The Customer shall be entitled to terminate the Contract at any time and with immediate effect by a written document or electronic communication furnished to Golden Media. In such an event, no refund of amounts already paid shall be due to the Customer.

11. FREE LINE ENTRIES
Free line entries in the Online Directory including name, address and telephone number may be made available by Golden Media at its sole discretion to the Customer or to third parties. Where a free line entry is provided to the Customer, he shall be entitled to specify only one Classification heading under which such entry is to appear, irrespective of the number of Advertisements ordered under the Contract. In any event, non-insertion of a free line entry in the Online Directory shall not be a breach of the Contract by Golden Media.

12. MISCELLANEOUS
12.1 Notices: Any notice or other communication in relation to the Contract shall be in writing and except where otherwise provided in these GTC shall be deemed to have been duly served if delivered by post or personally to the following addresses:
(a) if to Golden Media – to 1, Balsha St.,Bl 9, Fl 4, Sofia 1408
(b) if to the Customer – to any address (correspondence or billing) specified in the Order, or if the Customer is a trader or other organization, also to its registered address;
or to such other correspondence address as may be notified to the sender by the recipient.
12.2 Applicable law: The Contract shall be subject to and construed and interpreted in accordance with Bulgarian law.
12.3 Language: In the event of discrepancies between the Bulgarian and the English version of the Contract, the Bulgarian one shall prevail.