Terms and Conditions

Standard Terms and Conditions (updated 1 June 2025)

BalaJi Media Solutions – Terms & Conditions

Registered Office: Balaji Media Solutions, B-20, Sector 57, Noida – 201301, 7580028002, info@balajimedia.co

1. DEFINITIONS

“Advertiser” means any person, firm or company who, as an independent media buyer places an Order either directly, or through an Advertising Agency.
“Advertising” means digital or physical advertising content to be provided in a suitable format to Balaji Media Solutions to be displayed on digital or physical media platforms owned and/or operated by Balaji Media Solutions.
“Advertising Agency” means any person, firm, company or outdoor specialist recognized as an Advertising Agency by Balaji Media Solutions and who, acting as an agent, enters into an Agreement with Balaji Media Solutions for the display of Advertising Copy on Sites.
“Advertising Copy” means any advertising material, in any format, intended for display by Balaji Media Solutions on behalf of the Principal.
“Advertising Airtime” means the amount of screen or display time provided to the Principal for Advertising as agreed upon in the Booking Confirmation.
“Audience Delivery” means the agreed delivery of targeted audience impressions during the Display Period as set out in the Booking Confirmation.
“Agreement” means a legally binding agreement between the Parties consisting of a Booking Confirmation and/or any other terms agreed in writing/email between the Parties.
“Agreement Date” means the date the Agreement between the Parties was executed.
“Booking Confirmation” means the document titled “Booking Confirmation” and/or “Advertising Contract” issued by Balaji Media Solutions to the Principal.
“Deadline” means the deadline specified in the Booking Confirmation by which Advertising Copy must be submitted to Balaji Media Solutions.
“Display Period” means the duration during which the Advertising Copy is to be displayed by Balaji Media Solutions in accordance with the Booking Confirmation.
“Display Period Start Date” means the date from which the approved Advertising Copy will begin being displayed.
“Fee” means the agreed amount payable by the Principal for the display of Advertising Copy at the selected Site(s) during the Display Period, as stated in the Booking Confirmation. If no specific fee is mentioned, it will default to the applicable charges listed in the Rate Card.
“Balaji Media Solutions” refers to Balaji Media Solutions and its authorized affiliates, employees, and agents responsible for managing advertising platforms and campaigns.
“Order” means an official request placed by the Principal with Balaji Media Solutions for displaying Advertising Copy, governed by these Terms and Conditions.
“Overshow” or “Over Delivery” means the continued display of Advertising Copy beyond the agreed Display Period or above the contracted impressions or duration.
“Payment Terms” means payment is due forty five (45) days after the end of the Display Period, unless otherwise specified in the Booking Confirmation.
“Parties” means Balaji Media Solutions, the Principal, and/or the Agent.
“Piccadilly Lights” is not applicable to Balaji Media Solutions campaigns unless specifically mentioned.
“Playout Delivery Data” means proof-of-delivery data provided by Balaji Media Solutions to confirm campaign execution during the Display Period.
“Posting Period” means the timeframe specified in the Booking Confirmation within which Balaji Media Solutions will ensure the display of Advertising Copy as scheduled.
“Principal” means any Advertiser or Advertising Agency, including their agents and successors, who places an Order with Balaji Media Solutions and assumes liability for payment.
“Production Specifications” means the latest published specifications provided by Balaji Media Solutions for content delivery and creative format guidelines.
“Rate Card” means the current pricing schedule of Balaji Media Solutions for Advertising services, available upon request.
“Site Owner” means the property owner or authority that has authorized Balaji Media Solutions to display advertising on their premises.
“Sites” means physical or digital locations where Balaji Media Solutions displays the Advertising Copy as per the Booking Confirmation.
“Terms and Conditions” refers to the contractual terms outlined in this document, referenced in Booking Confirmations, and publicly accessible on www.balajimediasolutions.com.
“Virtual Advertising” means advertising campaigns displayed exclusively through virtual reality or augmented reality platforms or devices.
“Virtual Reality” includes platforms and applications such as Metaverse, ARKit, Roblox, Pokémon Go, and others offering immersive digital experiences.
“Working Day” means any Monday to Friday excluding public or national holidays in India.

2. APPLICATION OF THESE TERMS AND CONDITIONS

a. The Principal shall be ultimately responsible for the payment of Fees and shall be deemed to have full authority in all matters connected with the placing of the Order and the approval or amendment of Advertising Copy. A media agency or specialist media buyer shall be regarded for all purposes as the Principal. For the avoidance of doubt, every Order placed by an Advertising Agency will be for a specified Advertiser, and any change to the Advertiser must be agreed in writing by Balaji Media Solutions.

b. The Terms and Conditions together with any additional terms set out in the Booking Confirmation will be legally binding on Balaji Media Solutions and the Principal in respect of each Order submitted by the Principal one (1) Working Day after the date of the Booking Confirmation unless:

i. the Principal notifies Balaji Media Solutions of an objection to the Booking Confirmation within such period; or

ii. a shorter timescale is agreed in writing between the Parties.

c. For the avoidance of doubt, failure by the Principal to return a signed Booking Confirmation to Balaji Media Solutions will not prejudice the terms of the Agreement. Any performance by Balaji Media Solutions will be deemed to be subject to the Terms and Conditions.

d. Any Orders accepted shall only be used for displaying the Advertising Copy supplied in relation to the Booking Confirmation.

3. DISPLAY OBLIGATIONS

a. Balaji Media Solutions will, unless otherwise agreed in writing, display Advertising Copy at the number of Sites as stipulated in the Booking Confirmation, in accordance with the Posting Period and subject to Clause 4. From time to time, content may be renewed with Advertising Copy to be provided by or at the expense of the Principal.

b. Balaji Media Solutions shall use commercially reasonable efforts to ensure that the total agreed value of Advertising Copy will be delivered during the Display Period, as set out in the Booking Confirmation. Balaji Media Solutions reserves the right to amend the display impressions, frequency, and length during the Display Period at its discretion.

c. Balaji Media Solutions will provide the Principal, upon request, with Playout Delivery Data (either in report form or through an automated API connection) in relation to an Order and its related Advertising Copy.

i. Playout Delivery Data provided by Balaji Media Solutions is to be used for proof of delivery of its display obligations. The Principal may share this with Clients, Agencies, or Media Auditors as needed, but cannot share with third parties without written consent.

ii. The Playout Delivery Data is to confirm delivery in accordance with Booking Confirmation only. Use of this data to analyze market trends, influence pricing, or future buying decisions constitutes a material breach. Balaji Media Solutions may seek legal or injunctive relief if such misuse occurs.

d. For determining the value of Advertising Copy displayed (including Overshow or underperformance), the Booking Confirmation rates will apply. If display occurs at Sites not mentioned in the Booking Confirmation, comparable rates will be applied.

e. Balaji Media Solutions reserves the right to substitute planned Sites with similar quality alternatives if necessary. If similar Sites are unavailable, Balaji Media Solutions may either:
(a) Refund the pro-rated Fee for the missed Display Period or Audience Delivery, or
(b) Provide equivalent-value Overshow or Over Delivery.

f. If the Principal is entitled to change Advertising Copy at a Site on a specific date, Balaji Media Solutions will complete the change within the Posting Period provided that it receives the new Advertising Copy on time as per Clause 4.

g. Fees include maintenance of displayed Advertising Copy in good condition, subject to timely provision of any necessary replacement materials by the Principal.

h. Photographic proof of Advertising Copy will only be provided if explicitly agreed in the Booking Confirmation.

i. Display of Advertising Copy is subject to landlord permissions. If a landlord restricts display, Balaji Media Solutions will attempt to substitute the Site with an alternative as per Clause 3e.

j. Balaji Media Solutions reserves the right to approve all Advertising Copy. It may reject content deemed offensive, inappropriate, or in violation of advertising standards.

k. Not Applicable: The clause previously related to "Piccadilly Lights" is excluded from Balaji Media Solutions’ standard agreement. Any site-specific terms will be provided separately if required.

l. In the event of power restrictions, blackouts, or regulatory interference affecting display at any Site, Balaji Media Solutions will compensate with equivalent-value Advertising Airtime on alternate Sites where feasible.

7. CANCELLATION AND TERMINATION

The Client (Principal) may cancel a confirmed campaign by providing written notice to Balaji Media Solutions prior to the campaign start date. Cancellation terms are as follows:

a. For premium campaigns (e.g., Metro Wraps, Airport Hoardings, or similar), the full campaign Fee will be payable regardless of cancellation.

b. For other high-value display campaigns, cancellation charges apply as follows:

Within 14 days of Agreement: 30% of Fee + any production costs.
Between 15 to 31 days: 60% of Fee + production costs.
Between 32 to 44 days: 80% of Fee + production costs.
After 45 days: 100% of Fee + production costs.

c. For all other campaigns, the following cancellation terms apply:

90+ days before start date: No Fee due.
75–89 days: 20% of Fee + production costs.
45–74 days: 40% of Fee + production costs.
30–44 days: 60% of Fee + production costs.
Less than 30 days: 100% of Fee + production costs.

d. Campaigns cancelled on or after the start date are fully chargeable unless Balaji Media Solutions agrees otherwise in writing.

e. Once cancelled, Balaji Media Solutions may reallocate those advertising spaces to other clients, regardless of whether cancellation payments have been made.

f. Balaji Media Solutions may terminate the Agreement with immediate effect if:

The Client becomes insolvent or enters bankruptcy or liquidation.
The Client ceases or threatens to cease its business operations.
Any payments remain unpaid beyond 30 days.
There is a material breach of the Agreement by the Client.
There are circumstances as per Clause 12 (Site Owner’s rights).

8. CONSEQUENCES OF TERMINATION

a. The Client must immediately settle all outstanding invoices and any interest applicable.
b. Termination does not affect any legal rights of Balaji Media Solutions.
c. Balaji Media Solutions may continue to display advertisements and enter new agreements to secure payment for the remaining duration.
d. In case of termination due to Site Owner’s discretion (see Clause 12), no damages shall be payable by Balaji Media Solutions beyond fees due up to the point of termination.

9. VALIDITY

If any term in this Agreement is found to be unenforceable, the rest of the Agreement shall remain valid and enforceable.

10. NOTICES

a. All notices must be in writing.
b. Notices are considered delivered:
- i. Immediately if delivered by hand or courier during working hours.
- ii. On successful transmission if sent by email.
- iii. On the 5th business day after dispatch by post (within India).
- iv. On the 10th business day if posted internationally.

11. TRANSFER OF RIGHTS

Neither party may transfer, assign, or subcontract their responsibilities under this Agreement without prior written consent.

12. SITE OWNER’S RIGHTS

If a property owner (Site Owner) demands that advertising content be modified, paused, or removed for any reason, Balaji Media Solutions may take necessary action, including early termination of the campaign, without liability. Only unpaid fees beyond the point of removal will be refunded.

13. ORDER OF PRECEDENCE

If there is a conflict between these Terms and the Booking Confirmation, the terms mentioned in the Booking Confirmation will take priority.

14. GOVERNING LAW AND JURISDICTION

This Agreement is governed by the laws of India. Any disputes will be subject to the jurisdiction of courts in New Delhi, India.

15. RELATIONSHIP BETWEEN PARTIES

Nothing in this Agreement establishes a partnership, joint venture, or employer-employee relationship. It is strictly a service agreement.

16. CHANGES TO TERMS

Balaji Media Solutions reserves the right to update these Terms and Conditions. Updated versions will be published on the official website. Continued use of our services implies acceptance of the updated terms.

17. ENTIRE AGREEMENT

This Agreement represents the entire understanding between both parties and overrides any prior discussions, proposals, or communications.

18. COMMISSIONS

The Client acknowledges that commission and fee structures in the advertising industry are standard and transparent, and all parties involved are aware of them.

19. WAIVER

A delay or failure to enforce any term of this Agreement does not constitute a waiver of that term or right. All legal rights remain enforceable unless explicitly waived in writing.

20. CONFIDENTIALITY

a. Both Balaji Media Solutions and the Client agree to keep each other's confidential information private. This means neither party will use, share, copy, or modify such information without written consent, except when required to fulfill the terms of this Agreement or comply with applicable laws or regulations.

"Confidential Information" includes any information (oral, written, or electronic) related to a party’s business or operations that is not publicly known and:

i. Is clearly labeled or marked as confidential or proprietary;
ii. Has been communicated as confidential by the disclosing party; or
iii. A reasonable person would understand to be confidential by its nature or context.

b. The commercial terms of this Agreement, including pricing and fees payable to Balaji Media Solutions, shall also be treated as confidential by the Client.

c. Any data collected through technologies such as facial recognition or vehicle detection shall remain the sole property of Balaji Media Solutions. This data may not be shared or used in public communication without written approval. While such data is managed in compliance with applicable data protection laws, Balaji Media Solutions reserves the right to control any external messaging regarding such technologies.

21. VIRTUAL ADVERTISING

a. Unless specifically agreed in the Booking Form, Balaji Media Solutions' responsibility is limited to displaying ads in physical locations only. This Agreement does not cover virtual, AR (augmented reality), or VR (virtual reality) representations of advertising locations.

b. Nothing in this Agreement requires Balaji Media Solutions to enable or restrict virtual advertising, including digital overlays, metaverse displays, or any third-party use of its sites in a virtual or simulated environment.