Lyll's Terms and conditions

These terms and conditions relate to your use of the Lyll platform for advertising in digital newspapers and magazines. When we refer to “we”, “our”, “us”, or “Lyll” in these terms and conditions we are referring to Lyll AS a company registered in Bergen (with organisation number: 927 628 570). You can find further information about Lyll and how to contact us on our website.

The terms of this agreement are not to be understood as any limitation of the statutory rights, but set out the parties' most important rights and obligations for use of the Lyll platform and other such purchases.

Terms of sale

The agreement consists of these terms and conditions of sale, information (including charges, cancellation and advertising duration) provided in the ordering solution and, where relevant, any separately agreed terms.

The agreement is the entire agreement between you and us in relation to it’s subject matter and you acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the agreement. In the event of any conflict between any of the documents above, what is agreed in the information provided in the ordering solution takes precedence, as long as it does not conflict with mandatory legislation.

The agreement will also be supplemented by relevant, mandatory, statutory provisions that regulate the purchase of goods and services between business customers, but applies to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.

Sale and delivery

Please follow the ordering solution prompts to purchase and run your advertisement. You may only submit an order using the method set out in the ordering solution on the platform. Each advertisement order is an offer by you to purchase the advertisement specified in the order subject to these terms and conditions.

Our ordering solution allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order and the advertisement itself is complete and accurate.

The CPM charges for advertisements will be set out in the ordering solution within the platform and will become due and payable when you approve and publish the advertisement. Our ordering solution contains a calculator which will show the approximate advertising (being the amount of ad views and the CPM) that can be purchased within your set budget.

Each advertisement will be charged on a CPM basis and the price payable will be shown on the ordering solution from time to time. The budget set in the ordering solution (as updated from time to time) will be the maximum price you will pay in respect of the purchased advertisements and includes all taxes and additional costs.

Payment is made by credit card or debit card, and we will place a hold, or reserve, on your chosen credit or debit card for the full amount of the set/specified budget upon placing your order. Your card will be charged on the same day your advertisement is published and any unspent budget amount will be refunded.

Lyll uses Nets as a payment provider. Nets handles payment and credit card information. Delivery has taken place when your advertisement is published digitally and runs on the selected news page.

Cancellation

We may from time to time, reject an advertisement on the basis that it is in breach of the agreement, including the Content Policies below. No payment will be taken if an advertisement is rejected or cancelled prior to publication.

The agreement, or an advertisement, may be cancelled (or terminated) by notifying the other party in the following circumstances:

• If one party breaches the agreement, and such breach is not remedied within 7 days (or is remediable) of being notified of the breach;
• You fail to make any payments due under the agreement;
• Your financial position deteriorates to such an extent that in our reasonable opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy. In this case, current advertisements will not be cancelled but we may not be able to offer the ability for future purchases;
• An advertisement is discovered to breach our internal policies as updated from time to time (including the Content Policies);
• We are required to remove an advertisement from reasons outside of our control, or as required by relevant local laws.

If an active advertisement is cancelled, or the agreement is cancelled (or terminated), we will refund the portion of your advertising budget that has not been spent. Any portion of your budget that has already been spent is not refundable.

Verification

Information, materials and advertisements uploaded to the Lyll platform by you, or by other users, have not been verified or approved by us. The views expressed by other users on our website or the Lyll Platform do not represent our views or values.

Personal data

We will use any personal information you provide to us to provide you with access to the platform and our services, process payments and on occasion provide you with information about similar advertising or services that may be of interest to you.

We will process your personal information in accordance with our privacy policy, the terms of which are incorporated into this agreement

Our Services and the Platform

We will provide our platform and services to you using reasonable skill and care and aim to make the Lyll platform available to you and any end-users on a 24/7 basis, however we reserve the right to take the platform offline as reasonably required for routine and emergency maintenance or repairs and cannot guarantee that the platform will be uninterrupted or error-free.

We do not guarantee that our website or the Lyll platform will be secure or free from bugs or viruses.

You are responsible for configuring your information technology, computer programmes and platform to access our website or the Lyll platform. You should use your own virus protection software.

You must not misuse our website or the Lyll platform including by knowingly exploiting website vulnerabilities. You must not attempt to gain unauthorised access to our website or the Lyll platform, the server on which our website or the Lyll platform is stored or any server, computer or database connected to our site. You must not attack our website or the Lyll platform via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

Data mining

You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our site or any services provided via, or in relation to, our site. This includes using (or permitting, authorising or attempting the use of):

• Any “robot”, “bot”, “spider”, “scraper” or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the site or any data, content, information or services accessed via the same.
• Any automated analytical technique aimed at analysing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations.

The provisions in this clause should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790).

This clause shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.

Content policies

Where you purchase advertisements using Lyll platform, you are required to meet and follow the below Lyll Advertising Policy (hereafter “Policies”). These Policies apply to all types of advertising, including but not limited to display, mobile, native and video.

Failure to comply with the Policies is considered a material breach of the agreement and may result in suspension or even closure/termination of any Lyll accounts operated by the Advertiser at any time and without prior notice. Breach of the Policies may further result in legal actions and proceedings being bought against you and where necessary, disclosure of such breach or prohibited content/practices being made to the relevant law enforcement authorities.

Lyll will determine in its sole discretion whether an advertisement (or any part thereof) breaches the Policies. We have the right to remove any posting you make on our site if, in our opinion, your post does not comply with the Policies.

Lyll reserves the right to update these Policies at any time. If an update includes material changes, Lyll shall provide prior written notice of such update and then such update will come into effect at the end of the notice period specified.

These Policies must be adhered to in spirit as well as to the letter and will apply to all advertisements published through the Lyll platform, including to any part of an advertisement as well as to its whole.

We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights or of their right to privacy.

Prohibited Content and Practices

You are prohibited from uploading or publishing advertisements that contains, displays, promotes, includes or is directly or indirectly associated with any of the following prohibited content:

• Profane, discriminatory or offensive content, content that promotes hatred or discrimination of any kind;
• Content or material pertaining to particular religions or spirituality, or advocating the superiority of a specific race/ethnic group, national origin, colour, religion, sex, sexual orientation, language, status as a veteran, or any other legally protected status, or otherwise promote discrimination, or incite violence or hatred against particular groups;
• Sexual content, nudity, pornography or other types of adult content;
• Tobacco or depictions of tobacco and tobacco accessories including, but not limited to electronic smoking devices, illegal drug use or drug paraphernalia;
• Weapons, weapon accessories, firearms and ammunition;
• Provocative images, shocking content, and graphic or explicit violence;
• Illegal content, including, but not limited to, “how-to” information on bomb-making, lock-picking, and similar topics;
• Contain a statement which you know or believe, or have reasonable grounds for believing, that members of the public to whom the statement is, or is to be, published are likely to understand as a direct or indirect encouragement or other inducement to the commission, preparation or instigation of acts of terrorism;
• Copyrighted content, illegal file-sharing or torrent sites, or other content violating or infringing upon any third-party intellectual property rights;
• Counterfeit goods;
• Content which is likely to deceive any person, or which impersonates any person or misrepresents your identity or affiliations with any person;
• Spyware, malware, adware content, illegal hacking, or other materials that are intended to damage or render inoperable software or hardware;
• Content of any harassment, insults, intimidation, humiliation, bullying or threats, or that is likely to harass, upset, embarrass or alarm any other person;
• Content that promotes compensation to users for clicking or searching websites (i.e. “pay-to-surf" programs);
• Content or material making libellous, misleading, deceptive, or unrealistic claims;
• Promote activities generally understood as Internet abuse, including but not limited to, the sending of unsolicited bulk e-mail, or content which is intended to be threatening, abuse or invade another's privacy, or cause annoyance, inconvenience or needless anxiety;
• Content or material promoting or containing links that are disparaging to Lyll or Lyll’s partners;
• Personal web pages, FREE hosted pages (Geocities, Xoom, Tripod, Talk City, etc.), blank pages with no content, or pages that only contain advertisements;
• Content or materials directed at children under 16 years of age or users who are known to be under 16 years of age, or include any material that might impair the physical, mental or moral development of persons under the age of 18;
• Content or materials that encourage, promote or provide instructions for deliberate self-harm, suicide or eating disorders or behaviours associated with an eating disorder;
• Content that would be considered a criminal offence under laws relating to terrorism, child sexual abuse material, racism or zenophobia;
• Video content that has been or would be likely to be given an R18 certificate by the British Board of Film Classification (“BBFC”), or content which is not suitable for BBFC classification; and
• Any other content that is illegal, promotes illegal activity or infringes on the legal rights of others.

Restricted Content

Uploading and publishing advertisements via Lyll platform that displays, promotes, or includes the following restricted content categories, will be rejected by the Lyll platform and such advertisements will need to be purchased directly from a publisher where appropriate controls have been discussed or included to ensure that such content complies with all applicable laws, rules, and regulations of the country and jurisdiction in which you operate or in which the audience it targets resides:

• Alcohol related content;
• Gambling or online casinos (if real currency is involved or if there is the ability to cash out);
• Lotteries;
• Pharmaceutical or health products and services, including prescription medications;
• Financial services;
• Political campaigning content; or
• Content or materials directed at children under 16 years of age or users who are known to be under 16 years of age.

Content Ownership or Authorization

When publishing advertisements or other content on Lyll’s Platform you must either (i) own the digital property; or (ii) have the authorization, which may include a contractual relationship with the owner of the digital properties to do so.

Reporting Content and Complaints

If you become aware of any material that is illegal or could comprise or be connected to child sexual abuse or exploitation or could comprise terrorist content or be connected to terrorism, please contact us immediately on hello@lyll.io.

If you wish to complain about any other content, please contact us on hello@lyll.io.

Updates and changes

Effective date of the recent update of these terms and conditions: 25th September 2023.

We may update these terms and conditions at any time, and so we recommend that you carefully review these terms and conditions prior to purchasing advertisements. We will endeavour to notify you if we significantly change any terms in these terms and conditions.

Logo usage

We reserve the right to use the company logo on the website for Lyll. If you do not want us to use the logo, please contact us.

Any content you upload to our site will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us a limited licence to use, store and copy that content and to distribute and make it available to third parties.

Waiver

If we do not insist that you perform any of your obligations under the agreement, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.

Severance

Each paragraph of these terms and conditions operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

Third party rights

The agreement is between you and us. No other person has any rights to enforce any of its terms.

Disputes

Should a dispute arise between the parties as to the interpretation or the legal effects of the agreement, the parties shall first seek to resolve such dispute through negotiations.

If a dispute related to this agreement is not resolved after negotiations, the parties may attempt to resolve the dispute through mediation. The parties may elect to adopt the rules of the Norwegian Bar Association for mediation by advocate, modified, if applicable, to suit the preferences of the parties. The parties should agree on a mediator and who shall hold such qualifications as the parties believe to be the most appropriate in relation to the nature of the dispute. The detailed procedure for the mediation shall be determined by the mediator, in consultation with the parties.

Governing law and Jurisdiction

If a dispute is not resolved through negotiations or mediation, each party may require the dispute to be resolved with final effect before the Norwegian courts of law. The venue shall be the business address of Lyll. The parties may alternatively agree that the dispute shall be resolved with final effect through arbitration.

The rights and obligations of the parties under this Agreement shall in their entirety be governed by Norwegian law.