Localist’s Google AdWords Advertising Programme terms and conditions

Localist is proud to be a Google AdWords Premier SME Partner. This means we handle all the complicated bits in setting up and optimising your Google AdWords advertising campaign.

 

Your business development manager will be able to briefly explain how it all works. More information is available in the material they will leave with you, or on our website.

 

2. What you need to do

If you want to sign up for Google AdWords through Localist, all you need to do is fill out the attached form or sign up online on our website, www.localist.co.nz (you’ll also need to pay us). We also may contact you to get some further information to set up the campaign. We take care of the rest!

 

3. What we’ll do

First of all, we’ll set up your Google AdWords advertising campaign. There’s quite a bit that goes into this, including us writing your ad and working out the best keywords and search terms for the industry your business is in. Once your advertising campaign is up and running, we’ll then modify and optimise it as the campaign runs, to try to deliver the best traffic for your spend.

 

If necessary, we will also tweak your Localist digital listing (for example, to improve your keyword score). We will let you know of any significant changes to your Localist digital listing, however we may not always notify you of very minor tweaks.

 

Our experts are trained and certified by Google, and they know how search works. We’ll do our best to make your Google AdWords advertising campaign deliver the most relevant traffic for your business.

 

We’ll report back to you on a monthly basis as to how your campaign is doing. It usually takes up to three months to optimise the campaign to the current market. After that, we will continue to tweak and optimise your Google AdWords advertising campaign and your Localist digital listing as the market evolves.

 

4. Google terms and conditions

Google has its own terms and conditions for Google AdWords, and its own advertising policies. These are available online at http://adwords.google.com/support.

 

You agree that you’ll comply with Google’s terms and conditions as if you were a “Customer”. This includes things like:

a. not advertising anything illegal

b. granting Google the right to use your name and trademarks to advertise your business

c. complying with Google’s Editorial Guidelines, Trademark Guidelines and other policies (these are also available at http://adwords.google.com/support). This includes Google’s rules on advertising alcohol, gambling, fireworks and other restricted products and services.

 

Google both runs Google AdWords advertising and sets the format for all Google AdWords advertisements (more information about this is shown in the Google AdWords material left with you), Google also has rules about the content of any advertisement, and has a general right to reject or remove any advertisement, and update or change the Google AdWords programme at any time. And if Google tells us to do something, we will pretty much do it. We’ll do our best to keep you notified of any changes or instructions from Google that affect you, but you agree that we’re not responsible for any of Google’s decisions or the way Google runs the Google AdWords programme. While we will do our best to optimise your results, we can’t guarantee your Google AdWords search position.

 

Google AdWords will not affect your position on ordinary organic Google search results.

 

5. Localist advertising policy

As well as Google’s terms and conditions, our advertising policy applies to Google AdWords advertisements too. This is available online (at www.localist.co.nz/p/legal-stuff), or we can give you a copy. You can’t advertise the following through Google AdWords:

a. anything that is illegal to advertise (like tobacco, gambling or unsafe goods)

b. certain products unless they have met the relevant safety standard (such as baby walkers, children’s toys and clothes, cots, cigarette lighters and bikes)

c. certain products unless you disclose the relevant consumer information (this includes information like country of origin labelling, care labelling, fibre, content, motor vehicle information and water efficiency information).

 

Alcohol, gambling, R18 material, medicines (for both people and animals), agricultural compounds, video games, DVDs, electoral advertising, contests and sweepstakes all have special rules too. You can’t advertise these things unless those rules are met.

 

We’ve also got rules for how advertisements are worded. As you would expect, this includes no false, misleading, defamatory, profane, inflammatory or otherwise naughty language. We also won’t let you advertise spam, scams, chain letters, pyramid schemes, get-rich-quick schemes or anything similar. Finally, we can’t advertise anything or run advertisements that infringe on anyone else’s intellectual property, including copyright, trademark, privacy, or other personal or proprietary rights.

 

We reserve the right to refuse any advertisement we believe is incompatible with our guiding principles particularly our social responsibility. We also reserve the right to refuse any advertisement we deem contrary to the best interests of the company, including advertising that may injure the good name or reputation of Localist or any of its related brands.

 

6. Charges

Google charges each time a potential customer clicks on your ad (“cost-per-click” in Google-speak). But to take the uncertainty out of your advertising spend, we will charge you the fixed budget that you chose

when signing up. So you pay us. We pay Google. We’ll manage your Google AdWords advertising campaign so that the actual charges payable to Google don’t go over your fixed budget.

 

Your fixed budget covers the cost-per-click we pay to Google, and a management fee that we keep for setting up and managing your Google AdWords advertising campaign. At least 60% of your fixed budget will be spent on Google AdWords. Other than the fixed budget, there are no other fees or charges payable to us or Google for this service.

 

7. Term

Your Google AdWords advertising campaign will start as soon as we receive your first cleared payment and will automatically continue until you or we terminate your Google AdWords advertising campaign as set out in paragraph 17 (termination).

 

8. Monthly reports

We’ll provide you with a monthly report showing how your Google AdWords advertising campaign is going. This will include:

a. the number of times your ad has been shown in Google search results (also called the number of “impressions”)

b. the number of times your ad has been clicked by potential customers (also called “clicks”)

c. the amount of money we’ve paid to Google for your Google AdWords advertising campaign (“AdWords Inventory”).

 

9. Invoicing

We will invoice you and you must pay in advance for your Google AdWords advertising campaign. We will send you an electronic invoice detailing each upcoming instalment by email to your nominated email address. The invoice will set out your payment options.

 

If you’d like to change your Google AdWords plan, please let us know.

 

Our invoices will tell you the due date for payment. If you do not pay our charges by the due date for payment, we will notify you that the payment is outstanding, and we may immediately suspend your Google AdWords campaign (including removing your Google AdWords advertisements).

 

Where a payment has not been received after 30 days from the due date for payment, we may (at our sole discretion):

a. cancel the provision of your Google AdWords advertising campaign , or cancel or suspend the provision of any of our other products or services to you

b. require you to pay overdue interest at 2% per annum above the 90 day bank bill rate, from the due date for payment until the date on which we receive payment

c. require you to pay any additional costs we incur in trying to recover your payment, including agent fees or legal costs.

 

10. Third party websites

Google can advertise your business via a Google AdWords campaign next to both Google search results and on certain other third party websites. These other websites have arrangements with Google to place Google AdWords advertisements on their websites. Please let us know if you would prefer that your Google AdWords advertising campaign only place your ads next to Google search results, and we will opt you out of advertising on other websites. Other than actual clicks on your ad, there is no charge for advertising (or not advertising) on other websites.

 

11. Localist digital listing

Your Google AdWords advertisements will direct potential customers to your Localist digital listing. This enables us to optimise your advertising campaign to achieve the best results. You can request that we direct your Google AdWords advertisements to another website, such as your own website, however we do not recommend this as we may be unable to optimise your campaign as effectively and you may not receive the best results.

 

12. Google analysis

Google will use automated software to have a look at your (and Localist’s) websites. Google does this to ensure ad quality and that Google AdWords advertising is delivered appropriately. Please let us know if you would prefer that Google didn’t use this automated software to analyse your website.

 

13. Only one Google AdWords account

You are only allowed one Google AdWords account at any one time. So you can’t sign up to our service if you already have a Google AdWords account that has been active in the last 90 days.

 

14. User data

In order for Google AdWords to work, we need to pass certain information about you on to Google. This includes the information in the sign up form, as well as your name, email, address and other contact information that we already hold about your business. By signing up, you agree that we can do this. We’ll also keep a copy of this information in accordance with our privacy and security policy (available from www.localist.co.nz/p/legal-stuff).

 

15. Ownership

You don’t “own” your Google AdWords advertisement or keywords. If you no longer want a Google AdWords advertising campaign from Localist, we can’t transfer your Google AdWords advertisement or keywords to you.

 

16. Feedback

If you have any queries or feedback about Google AdWords or about our service, you should direct these to us (not Google) first. Google does value customer feedback though, and might occasionally ask you what you think. By signing up, you agree that Google can contact you about Google AdWords and our service – though you obviously don’t have to respond!

 

17. Termination

We may terminate our agreement with you in full or in part at any time by contacting you in writing if you breach this agreement, if we receive a complaint or series of complaints about you, if we deem your behaviour or any content that you have provided to be unacceptable, or if Google notifies us that you are disqualified from using Google AdWords. If we terminate our agreement with you in full or in part for any of these reasons then we will not provide you with a refund of any charges that you have paid to us in advance and you must pay any outstanding amounts due under this agreement.

 

We will automatically renew your Google AdWords advertising campaign each quarter, unless you tell us otherwise at least 7 days before the end of the quarter. If you no longer want a Google AdWords advertising campaign from Localist, you need to write to us and let us know, and we will then remove your advertisements from the Google AdWords programme as soon as reasonably possible after we get your termination notice and have verified that it is genuine. You can terminate your Google AdWords advertising campaign prior to the end of a quarter, but you won’t be entitled to a refund of any charges you have paid in advance and will have to pay any outstanding amounts due under this agreement.

 

Localist might not be able to provide your Google AdWords advertising campaign for the full quarter. For example, Google might terminate the programme part way through a quarter. If this happens, we’ll refund you the amount of the Google AdWords portion (60%) of your fixed budget you have prepaid, proportionate to the time remaining in the quarter.

 

If Localist decides to cancel the Google AdWords advertising service for any other reason , we’ll notify you prior to the date of your next instalment. Your Google AdWords advertising campaign will continue until then. After that, neither you nor we will be liable to the other for any further amounts.

 

18. General

You need to be a Localist registered business with a paid Localist digital listing or Community Page online in order to sign up for our Google AdWords advertising service. As with our other terms of business, you agree to:

a. comply with our and Google’s advertising policies

b. provide us with any content required for your advertisement in a timely manner

c. make sure that any content you provide, use, or make available for use in your advertisement:

i. complies with our and Google’s advertising policies

ii. is complete and accurate and is not misleading or confusing, this includes any representations about the product or service you are providing, or claims about your business or organisation and your membership of any business or trade associations is owned by you or you have the rights to provide it, use it, or make it available for use and distribution as part of your advertisement

iii. does not infringe anyone else’s intellectual property or privacy rights and is not defamatory, offensive or obscene

d. make sure that you do not provide, use, or make available any content about or concerning a third party without that third party’s consent

e. comply with all relevant laws, regulations, codes and standards in relation to the products and services being advertised through your advertisement, your use of our products and services, and any content that you provide, use, or make available for your advertisement

f. not advertise any product that is subject to an unsafe goods notice

g. not damage, interfere with or harm our products or our website, or any network or system underlying or connected to them, or attempt to do so.

 

You agree to compensate and indemnify us against any loss, damage, liability or claims that we suffer or become liable for as a result of your failure to comply with our agreement with you. This includes indemnifying us for any amounts we have to pay to Google as a result of your actions.

 

We will not be liable to you for any delay or failure to provide our products or services or any other delay or failure in meeting our obligations under our agreement with you to the extent that the delay or failure is caused by an event outside of our reasonable control.

 

If we fail to exercise or delay exercising any right we have under our agreement with you, that failure or delay will not constitute a waiver of that right and will not prevent us exercising that right in the future.

 

We may want to change these terms and conditions from time to time, so keep an eye out, as we will publish our amended terms of business on our website. Continuing to use or renewing our services will mean that you agree to our changes.

 

We may change our charges for our Google AdWords advertising services from time to time, unless we have agreed in our sales order to charge you a fixed price for a defined period of time. Where we have agreed in our sales order to charge you a fixed price for a defined period of time, once that period expires you will be charged at our then-current charges.

 

If any of these terms is held to be invalid, unenforceable or illegal for any reason, the remaining terms will continue in full force and effect.

 

Our agreement with you is governed by New Zealand law. You agree to submit to the non-exclusive jurisdiction of the New Zealand courts.

 

19. Limitation of Liability

This section sets out our liability to you.

 

Our Google AdWords advertising service is provided to you on an “as is” and “as available” basis.

 

We do not guarantee that our Google AdWords advertising service will be uninterrupted, timely, secure or error free, or that any information or content provided in any of our products is error free or reliable.

 

To the greatest extent permitted by law, we exclude all guarantees, representations, terms and warranties not specifically included in these terms of business.

 

You are solely responsible for any content that on your digital business page and your website, and ensuring that your business contact details are correct.

 

The placement of Google AdWords advertisements does not mean that we endorse or recommend any of the advertised products or services, including your products or services.

 

We are not your agent or the agent of any person who uses our Google AdWords advertising service. We have no involvement or responsibility in any dealing or transaction that arises between you and any user of Google AdWords. You must deal with any user of Google AdWords directly to complete any transactions or to resolve any issues arising from them.

 

You agree you are acquiring our products and services for the purposes of a business and that accordingly the provisions of the Consumer Guarantees Act 1993 do not apply.

 

To the greatest extent permitted by law, we exclude any liability of any kind to you or anyone claiming through you for loss of profit, loss of revenue, loss of business or missed opportunity, loss of data, wasted expenditure or lost savings, or any indirect, special or consequential loss, arising from or in connection with your use of our products or services or otherwise in connection with our agreement with you.

 

If we are found to be liable under these terms or otherwise at law, our liability to you or anyone claiming through you in respect of any event or series of connected events is limited to the total amount paid by you to us for any of our digital products or services in the 6 months immediately prior to the date of your claim.

 

Localist’s Google AdWords Advertising Programme

Terms and Conditions version 2.0, dated 8/2/12