MAMA CREATIVE GROUP PTY LTD (ABN: 26 042 138 550) of PO Box 8018, North Road LPO, Brighton East VIC 3187 (“MCG”)

*These Terms and Conditions are to be read in conjunction with and forms part of the above Advertising Agreement. Any capitalised terms used in these Terms & Conditions have the meaning set out in the Advertising Agreement. These terms and conditions apply to the use of Advertising, Editorial, Content and any other Submissions (“Services”) to the MamaMag Magazine (“Magazine”), the MamaMag/MamaMap website (“the Site”) and the MamaMap mobile device application (“the App”) and the provision of Advertising, Editorial, Content and any other Submissions (“Content”). The Magazine, Site and App will be collectively referred to in these terms and conditions as Platforms (“Platforms”). In using our Platforms, you agree to be bound by these terms and conditions. If you do not accept these terms and conditions, please discontinue using the Platforms.


1.1 The Advertiser/Submitter (“Client”) hereby engages MCG to provide Services in accordance with the Advertising Agreement, and MCG accepts the engagement on these Terms & Conditions and subject to receiving the Fee in full (“Fee”).

1.2 The Services shall include but are not limited to MCG promoting the Client’s business via advertisements, editorial and any other submissions/prizes (“Content”) in connection with MCG’s Platforms.

  1. TERM

2.1. The term of this Agreement shall commence on the date of this Agreement and will continue until the completion of the advertising campaign as outlined in the agreement, unless or until terminated in accordance with these Terms & Conditions (“Term”).

2.2. Editorial Submissions grant MCG a non-exclusive, perpetual, irrevocable, royalty-free, worldwide licence to publish and communicate to the public any material you submit to us in any format, including without limitation print and electronic format.


3.1. Unless otherwise agreed upon, the Client is responsible for supplying all required Content to be used for their Services in accordance with the requirements stipulated by MCG (including but not limited to supply deadlines, colour, quality, size, word count, photos, video, business information).

3.2. The Client’s failure to supply such Content in accordance with Clause 3.1. may result in the non-publication of their Content; or MCG, in its sole discretion, inserting previous content from the Client (if any) or chosen URLs from the Client’s website.

3.3. Only one clickable URL may be used per MamaMag magazine ad however unique URLs may be provided for each advertising item/magazine area.

3.4. MCG shall not be liable for any loss or damage that may result in the Client’s delay or failure to supply Content under this Clause 3. For the avoidance of doubt, the Client is not entitled to any refund of the Fees (in whole or in part) for such delay or failure.

3.5. MCG has the right to dispose of any Content supplied to MCG relating to a Service after its publication, and MCG is under no obligation to retain or return any Content thereafter.

3.6. By creating a MamaMap Member Account on the Website you agree:

3.6.1 That you will keep all your MamaMap listings as up to date as possible including accurate and up to date contact information and current photos

3.6.2 That you will at all times abide by these Terms and Conditions

3.6.3 That you will keep your username and password by which you access the Members Area confidential and secure at all times

3.6.4 That you accept all liability for any unauthorised use of any username and password issued

3.6.5 That you are at least 16 (sixteen) years old

3.6.6 That you are creating a MamaMap account as an operating business that provides products and services to customers on a commercial basis and not as an individual.

3.6.7 That you are creating MamaMap listings for a business, product or services that you own or have permission to publish on behalf of.


4.1. All Content designed by MCG is solely owned by MCG (including copyright) in accordance with Clause 11.

4.2. Where MCG is creating the Client’s Content, the Client shall be provided with a low-resolution electronic proof of their advertisement for approval. The Client shall then be entitled to two (2) rounds of reasonable revisions of the initial proof, after which, any additional revisions requested by the Client shall be subject to a fee charged at AUD$75.00 per hour.

4.3. To the fullest extent permitted by law, MCG does not guarantee that any proofs under this Clause 4 shall be an accurate representation of the final advertisement published.


5.1. All Content submissions are subject to MCG’s prior approval, and MCG, in its sole discretion, reserves the right at any time (without giving reason) to: (a) Refuse to publish or distribute any Content; and/or (b) suspend, cease and/or withdraw any Content (whether published or not).

5.2. In the event of a refusal and/or cancellation under Clause 5.1, the Client is entitled to a refund of the Fee (in whole or in part).

5.3. MCG reserves the right to make minor amendments (e.g. formatting, size, cropping, editing) to the Content without obtaining the Client’s prior approval. For the avoidance of doubt, the Client is not entitled to any review, approval or amendment to the final Content.

5.4. The positioning and final layout of Content shall be at the sole discretion of MCG and/or in accordance with the Advertising Agreement.

5.5. The Client authorises MCG to add links and/or content to the Content submission as MCG may deem appropriate or necessary for the purposes of delivery on our Platforms, and the Client agrees that MCG is not responsible for any loss or damage that may arise from such additions.

5.6. MCG reserves the right (and the right to permit others) to reproduce, republish and distribute Content on all media throughout the World.

5.7. It is the Client’s responsibility to notify MG of any error in Content provided. Upon such notice, MCG will use its reasonable efforts (but is under no obligation) to remedy such error.


6.1. Certain Advertising Agreements shall offer MCG’s Services in specific categories exclusively to the Advertiser (“Exclusive Agreements”). Exclusive Agreements shall be limited to the terms of that relevant Exclusive Agreement.

6.2. MCG will use its best efforts to maintain exclusivity in connection with an Exclusive Agreement, however the Client agrees that MCG’s platform is largely automated in digital advertising and therefore cannot guarantee 100% exclusivity at all times.

6.3. Although Exclusive Agreements are generally offered to one business per category, the Client is able to enter into non-Exclusive Agreements with MCG at the same time.


7.1. In consideration of the Services provided by MCG to the Client under this Agreement, the Client agrees to pay MCG the Fee set out in Advertising Agreement.

7.2. MCG shall provide the Client with an invoice for the Fee, and the Client shall pay the Fee upon receiving such invoice via direct debit or credit card payment.

7.3. MCG is not responsible for any payments processed (or not processed).

7.4. MCG, in its sole discretion, may change the method of Fee payment and will give reasonable notice to the Client of such change.

7.5. In the event that MCG does not receive the Fee in full and on time, MCG may, in its sole discretion, charge a reasonable penalty fee and suspend all Services under this Agreement until the Fee is received.


8.1.In the event that MCG has applied a discount to the Fee for a series of Services and such Services are not published due to the Client’s failure to fulfil its obligations:

(a) The discount shall be removed and the Fee shall be accordingly adjusted; and

(b) The Client may be required to pay an additional penalty fee as determined by MCG in its sole discretion.


9.1. A request to cancel a Partnership Advertising Agreement must be made within 30 days prior to MCG’s next publication in accordance with the Advertising Agreement. If MG accepts such request, the Advertiser shall be liable to pay 50% of the Fee with respect to any unused Advertising Services.

9.2. A request to cancel a Standard Advertising Agreement must be made one (1) month prior to the relevant publication date set out in the Advertising Agreement.

9.3. Where such cancellation requests are made outside of the timeframe set out in this Clause 9, the Client shall be liable to pay 100% of the Fee and MCG shall be under no obligation to complete the Services under this Agreement.


10.1. The Client accepts that MCG’s provision of the Services may be based on factors which are outside the direct control of MCG. MCG is not responsible for any loss or damage that may arise from such factors, including but not limited to:

(a) Changes to unknown variables, algorithms and decisions of third party search engines;

(b) Variations of Service artwork(e.g., colour, quality, format and placement) resulting from operating systems, platforms or other systems outside of MCG’s control;

(c) Any unnatural or defective link connected with the Content; or

(d) Any slow or blacklisted server in connection with MCG’s website or other platforms.


11.1. “Content” for the purposes of this Agreement includes but is not limited to images, photographs, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layouts, underlying code, software and/or other intellectual property provided by the Client to MCG in connection with this Agreement.

11.2. The Client grants MCG the irrevocable, non-exclusive right to use the Client Content for the purposes of this Agreement during the Term throughout the World. For the avoidance of doubt, the Client will retain ownership of all Client Content.

11.3. The Client hereby warrants that:

(a) The Client owns, holds and/or is licensed the intellectually property rights in the Client Content;

(b) MCG’s use of the Client Content does not infringe any intellectual property rights of a third party;

(c) The Client Content is not fraudulent, stolen, or otherwise unlawful; and

(d) The Client Content does not contain viruses or other computer codes, files or programs which are designed to limit or destroy the functionality of any other computer software or hardware.

11.4. Except for third party data (including Client Content) or otherwise stated, MCG owns and retains all copyright and other intellectual property rights in relation to any Content created by MCG or any Content provided by MG for use in a Service. For the avoidance of doubt, the Client obtains no rights in relation to Materials (in whole or in part) produced by MCG (“MCG Materials”).

11.5. All rights are reserved. MCG Materials shall not be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the prior written consent of MCG.


12.1. Each party must not, without the prior written consent of the other, use or disclose the other party’s Confidential Information unless expressly permitted by this Agreement or required to do so by law.

12.2. Each party may: (a) Use the Confidential Information of the other party solely for the purposes of complying with its obligations and exercising its rights under this Agreement; and (b) Disclose the Confidential Information to its employees, agents or advisors to the extent necessary for them to know the information for the purposes related to this Agreement but only if reasonable steps are taken to ensure that the confidentiality of the information is retained.

12.3. For the purpose of this Clause 12, “Confidential Information” means any information relating to the terms of this Agreement, technical or commercial know-how, specifications, inventions, processes, initiatives or any other information whether in writing or, to which a party gains access to, which the other party has advised as being confidential.


13.1. The Client indemnifies MCG (and its directors, employees and agents) against any claim, loss, damage, suit, action, proceedings, costs or expenses (including legal costs) of any nature whatsoever made against MCG or which MCG may suffer or incur by reason of any breach or alleged breach of this Agreement, with such indemnity being without prejudice to any other right or remedy of either party in respect of such breach.

13.2. Without limiting Clause 13.1, the Client is solely responsible for Content submitted to MCG and indemnifies MCG against any claim brought in relation to the Client’s Content including but not limited to intellectual property infringement; defamation; breach of legislation (including trade practices, privacy, competition or fair trading); and/or violation of any confidential information or privacy rights.


14.1. In providing the Services, MCG makes no guarantee for any specific result or increase in business sales, activity or other benefit.

14.2. To the fullest extent permitted by law, MCG excludes all representations, warranties or terms (whether express or implied) other than those expressly set out in this Agreement. For the avoidance of doubt, MCG does not warrant or make any representations concerning the quality, likely results, or accuracy in connection with the Services. This Agreement is to be read subject to any legislation, which prohibits or restricts the exclusion, restriction or modification of any implied warranties, conditions or obligations.

14.3 MCG is not liable for any consequential loss, loss of profit (actual or anticipated) or for other damages of any kind, however caused or arising in any way out of or in connection with the Services, including but not limited to any loss or damage arising from any Client Content provided to MCG or errors in the Client’s Content.


15.1. The Client commits an “Event of Default” if it:

(a) Fails to pay the Fee in accordance with Clause 7;

(b) Contravenes any obligations or warranties pursuant to the terms of this Agreement;

(c) Commits any act of dishonesty, fraud, wilful disobedience, or gross misconduct;

(d) Or its Business is no longer an entity, brand and/or business that MCG, in its sole discretion, is willing to feature in connection with MCG’s publications;

(e) Becomes bankrupt or suffers an insolvency event;

(f) Fails to act in a professional manner; or

(g) Disparages MCG or its publications on social media, forums, reviews or websites.

15.2. MCG may terminate this Agreement if the Client commits an Event of Default and fails the same within seven (7) days of receipt of written notice from MCG. Any termination by MCG pursuant to this Clause shall not prejudice any other rights or remedies MCG may have in respect of any Event of Default or breach of this Agreement.

15.3. Upon termination of this Agreement, the Client is still liable to pay MCG any Fees that would otherwise be payable during the Term.


Authority. 16.1. Each person signing this Agreement warrants to the other that they have the right and authority to enter into this Agreement, including where the Advertiser acts as an agent in selling advertising inventory for the Client.

Force Majeure. 16.2. Neither party shall be liable for any non-performance or delay in performance hereunder which shall be caused by circumstances beyond the reasonable control of such party provided that any party whose performance is prevented or impeded by such circumstances shall promptly provide written notice with reasonable particulars to the other party, including the estimated duration of the delay in performance.

Variation. 16.3. This Agreement may only be varied in writing signed by both parties.

No Waiver. 16.4. A waiver by one party of another party’s default under this Agreement will not constitute a release of the defaulting party’s obligation to observe and perform all of its obligations under this Agreement in the future.

Entire Agreement. 16.5. This Agreement embodies the entire agreement and understanding between the parties concerning its subject matter and succeed and cancel all other agreements and understandings concerning the subject matter of this Agreement.

Assignment. 16.6. The Client must not transfer or assign its rights or obligations under this Agreement to a third party without first obtaining MG’s prior written consent.

Counterparts. 16.7. This Agreement may be executed in two or more counterparts each of which will be deemed an original, but all of which will constitute one and the same document.

Governing Law. 16.8. This Agreement is to be governed by and construed in accordance with the laws of the State of Victoria, Australia. Each party irrevocably submits to the non-executive jurisdiction of the courts of that State, with respect to any proceedings which may be brought at any time relating to this Agreement.