Applicable as of 9th May 2022
General
The Spotgate service (later the "Spotgate Service") offered by the Association of the Finnish Commercial Television Broadcasters (later ”Screenforce”) enables the electronic transfer of the advertisements from the producers to television broadcasters as well as the reporting of advertisements’ music content the to the Finnish Music Copyright Association Teosto. Client of the Spotgate Service (later the ”Client”) and the user authorized to represent the Client (later the “User”) shall commit to use the Spotgate Service in accordance with these terms and conditions (later the “Terms and Conditions”). The Client represents that the User may take legally binding actions on behalf of the Client, such as to commission an advertising file transfer.
The purpose of the Spotgate Service is to support and contribute to the development of e-commerce in the field of media and access and exchange of information of various parties. The Spotgate Service is primarily targeted at entities producing and/or broadcasting advertisements in Finland. The use of the site is permitted to corresponding entities globally.
Application and purpose of use
These Terms and Conditions shall be applied to the use of the Spotgate Service. By opening and using of the site the Client and the User are considered to have read and accepted these Terms and Conditions. The Client and the User shall commit to comply with these Terms and Conditions while using the Spotgate Service. If the Client or the User does not approve the Terms and Conditions or a part of them, they shall not access or use the Spotgate Service.
Use of the Spotgate Service
Upon registration to the Spotgate Service, the User shall receive an individual username and password. The User shall reserve two to three business days for obtaining the user credentials. If the user credentials are not used within six (6) months, the user credentials may be suspended. Suspended user credentials must be renewed in accordance with the Terms and Conditions.
The username and the password are personal, and the User shall commit to store them carefully and not to disclose them to a third parties. The User shall not have a right to assign or otherwise commercially exploit the information or any part of it contained in the Spotgate Service in violation with these Terms and Conditions. The User shall always be liable for the use of the Spotgate Service with his/her user credentials.
Upon registration to the Spotgate Service, User shall commit to provide correct and appropriate information and to keep the user information always up to date.
Screenforce shall have a right to decline or cancel the User’s right to use the Spotgate Service if (i) all the required user information has not been given, (ii) user information has been given deficiently or improperly, (iii) user information is inaccurate or misleading, (iv) User has caused trouble or harassment in the use of the Spotgate Service, or (v) the User is in breach of these Terms and Conditions.
The Spotgate Service and all of its content and information are offered ”as is” and “as available”. Screenforce shall have a right to suspend the use of the Spotgate Service temporarily due e.g., renewal or maintenance of the Spotgate Service, device assembly or any other necessary reason such as authority requirements. Expect as otherwise provided by these Terms and Conditions, all representations or warranties, express or implied, without limitation, any warranties regarding quality, suitability, availability, non-infringement, fitness for a particular purpose or otherwise are excluded to the fullest extent permitted by law.
The Client shall be liable that its Users shall have the required equipment, software, and connections to use the Spotgate Service. The Client shall be liable for all the direct and indirect costs related to the use of the Spotgate Service incurred by the Client or its Users.
Content
Screenforce with its subcontractors maintains the Spotgate Service and the advertising content (later the “Content”) uploaded in the Spotgate Service in a centralised manner. Screenforce shall not be held liable for any errors or accuracy of the Content. The Client shall always be held liable for the Content provided by the User.
The Content provided by the User to the Spotgate Service may be transformed into the form required by the television companies. The Content shall be delivered to the television companies in accordance with the delivery terms and timetables of each television company. Screenforce shall not be held liable for the successful delivery in the event the timetable does not comply with the delivery terms of the television company. The Client is responsible for confirming that the Content has been delivered to the television company and for agreeing on an alternative delivery method with the television company if needed.
If music is used in the advertisement, the Client shall be liable that the Content includes the information required by Teosto for the payment of performance fees.
The Content provided by the User shall be stored in the Spotgate Service for no less than twelve (12) months from the time it has been uploaded into the Spotgate service. The television broadcasting entities shall store delivered advertisements in accordance with their own practices and terms and conditions.
Fees and invoicing
The Client commits to pay the applicable service fees to Screenforce. If the Client has not paid the service fees based on its use in accordance with the payment terms, the user account shall be suspended. Additionally, Screenforce shall levy penalty interest on the outstanding amount based on the reference interest rate as defined in Section 12 of the Interest Rates Act (633/1982) plus eight percentage points, as applicable for debt relating to commercial contracts. Screenforce payment terms are 14 days from the invoice date. Penalty interest shall apply from 30 days onwards.
Use of the Spotgate Service shall be charged in accordance with the applicable price list. For the avoidance of doubt, it is noted that a fee shall be charged at the time the Spotgate Service receives the advertisement to be transferred regardless the fact if the advertisement shall be presented on the television channel or not. The Client should note when it opens a new advertisement and includes another entity as its owner, the Client shall be liable for the fee for the transfer.
Rights
The names and trademarks of different products and services of the companies appearing in the Spotgate Service are protected trademarks of such companies and entities. The use of such trademarks is therefore prohibited without the permission of the company or organization in questions.
Copyrights to information and Content in the Spotgate Service shall vest in the original right holders.
All right related to the Spotgate Service shall vest in Screenforce or its contracting parties. During the term of the agreement, the Client and the User shall have a non-exclusive, non-transferrable right to use the Spotgate Service as defined in these Terms and Conditions. Copying, reuse or modification of the Spotgate Service or its source code is prohibited without Screenforce’s written permission. Screenforce or rightsholder will take legal action in respect of all data security violations and copyright infringements.
Screenforce owns Spotgate-ID and it may use it to provide the Spotgate Service including right to transfer it to third parties to measure the advertisement.
Data protection
Screenforce processes personal data in accordance with the privacy policy of the Spotgate Service.
Changes
Screenforce shall have a right at any time to make changes to the appearance and structure of the Spotgate Service and suspend the access to the Spotgate Service in whole or partially for technical reasons. Screenforce seeks to notify of such interruptions in advance.
Screenforce may change the Terms and Conditions and fees by notifying Users on the change on the Spotgate Service site. If the Client does not accept the change, it must suspend the use of the Spotgate Service on the date such change becomes valid.
Limitation of liability
Screenforce shall not be held liable for force majeure, or any damages incurred by the disruption of the use or other disturbances in the use of the Spotgate Service. Screenforce shall not be held liable under any circumstance to compensate the Client or the User any direct or indirect damages related to the use of the Spotgate Service. Screenforce shall not be liable for damages incurred by the Client, the User or any third party due the use of the Spotgate Service or any malfunction, technical error, harmful software, links or disruptions.
Validity of the agreement
The agreement shall be valid from the moment Screenforce has opened user credentials to the Spotgate Service. The agreement shall be valid until further notice, and it may be terminated with thirty (30) day notice period. Screenforce shall have a right to terminate the agreement and the user right related to the agreement immediately if the Client or the User is in material breach of the agreement, e.g. fails to pay the service fees.
Applicable law and dispute resolution
These Terms and Conditions shall be governed by the laws of Finland excluding the conflict of law rules thereof. Any dispute arising out of or in connection to these Terms and Conditions, shall be first attempted to settle amicably via negotiations. Should an amicable settlement via negotiation fail, the dispute shall be settled in the district court of Helsinki.
Changes and updates
Original Terms and Conditions 03.03.2009
Addition to storage times for advertisements and contact details 02.11.2009
Contact information update 18.11.2009
Expiry of the advertisements and user information after six months 19.04.2011
Renewed Terms and Conditions 13.6.2014
Removed the replacements and changed the details of expiry 17.4.2015
Renewed Terms and Conditions 09.05.2022
Update 05.05.2023