Common use of Sequential Liability Clause in Contracts

Sequential Liability. Unless otherwise stated (by Agency) on the IO, Media Company will hold Agency liable for payment solely to the extent proceeds have cleared from Advertiser to Agency for Ads placed in accordance with the IO. For sums not cleared to Agency, Media Company will hold Advertiser solely liable. Media Company understands that Advertiser is Agency’s disclosed principal and Agency, as agent, has no obligations relating to such payments, either joint or several, except as specifically set forth in this Section III(d) and Section X(c). Agency will make every reasonable effort to collect and clear payment from Advertiser on a timely basis. However, Media Company accepts that all invoices (other than corrections of previously provided invoices) must be sent within 90 days of delivery of all Deliverables in the Campaign. Media Company’s failure to do so may mean that Agency has not received the applicable funds from the Advertiser or does not have the Advertiser’s consent to dispense such funds to Media Company. In which event, Agency will use commercially reasonable efforts to assist Media Company in collecting payment directly from Advertiser or to obtain Advertiser’s consent to dispense funds. Media Company shall notify Agency if it has not received payment in accordance with the terms of this Section III and if it intends to seek payment directly from Advertiser. Media Company may do so only after 90 days have elapsed since providing Agency such notice. Media Company’s failure to send and invoice within 180 days of delivery of all Deliverables in the Campaign will be considered a waiver of its right to be paid for such Deliverables. Agency’s credit is established on a client-by-client basis. If Advertiser proceeds have not cleared for the IO, other Agency advertiser clients will not be prohibited from advertising on the Sites if their credit is not in question.

Sequential Liability. Unless otherwise stated (by Agency) on the IO, Media Company will hold Agency liable for payment solely to the extent proceeds have cleared from Advertiser to Agency for Ads placed in accordance with the IO. For sums not cleared to Agency, Media Company will hold Advertiser solely liable. Media Company understands that Advertiser is Agency’s disclosed principal and Agency, as agent, has no obligations relating to such payments, either joint or several, except as specifically set forth in this Section III(dAgreement, including without limitation, Sections 3(d) and Section X(c10(c). Agency will make every reasonable effort to collect and clear payment from Advertiser on a timely basis. However, Media Company accepts that all invoices (other than corrections of previously provided invoices) must be sent within 90 days of delivery of all Deliverables in the Campaign. If Media Company’s failure to do so may mean that Company sends its invoice after the 90-day period and the Agency either has not received the applicable funds from the Advertiser or does not have the Advertiser’s consent to dispense such funds to Media Company. In which event, Agency will use commercially reasonable efforts to assist Media Company in collecting payment directly from Advertiser or to obtain Advertiser’s consent to dispense funds. Media Company shall notify Agency if it has not received payment in accordance with by the terms due date (ie within 45 days of this Section III Agency’s invoice receipt) and if it intends to seek payment directly from Advertiser. Media Company may do so only after 90 days have elapsed since providing Agency such notice. Media Company’s failure Notwithstanding the foregoing provisions of this Section, all invoices issued pursuant to send and invoice this Agreement must be received (by Agency) within 180 days of delivery of all Deliverables in the Campaign will be considered Campaign. If Agency does not receive a waiver of its properly documented invoice from Media Company within such 180 day period, Media Company shall waive the right to issue an invoice (and to be paid paid) for such Deliverables. Agency’s credit is established on a client-by-client basis. If Advertiser proceeds have not cleared for the IO, other Agency advertiser clients will not be prohibited from advertising on the Sites if their credit is not in question.