Service Availability and Make-Good Policy

Operator: SIA “Lasso.lv”, reg. no. 40103439557

This Policy forms part of the Advertiser Agreement and of the Host Agreement, and is incorporated into every Order Form.

1. What is promised

1.1 The contractual deliverables of a Booking are the ones stated on the Order Form:

• the Screens booked;
• the Flight — the start and end dates;
• the Spot length and the Share of Voice, on the basis stated; and
• the guaranteed Plays — the number of complete displays of the Creative.

1.2 The delivery commitment is 95 %. The party providing the Ad Space — the Host, or the Operator where the Operator owns the Screens — commits that at least 95 % of the guaranteed Plays will be delivered over the Flight, measured as an average across all Screens booked under that Order Form, over the whole Flight — not per Screen, per day or per Loop.

1.3 Share of Voice is measured as a Campaign Average unless the Order Form says otherwise. A Campaign Average SOV is achieved if the average share of the Loop given to the Creative, across all booked Screens and across the whole Flight, meets the booked percentage. It does not promise an identical share in every Loop, on every Screen, on every day.

1.4 What is not promised. Audience, footfall, impressions, reach, views, engagement, enquiries, sales or any other commercial outcome are not deliverables. Where a figure of that kind appears on the Platform, in a proposal or on an Order Form, it is an estimate, it is labelled as one, and a shortfall against it gives rise to no claim, credit or Make-Good.

2. Operating hours and Loop

2.1 Each Screen operates during the hours stated for it in the Inventory Schedule. Plays are counted only within those hours.

2.2 Where a Venue closes early, opens late, or closes for a public holiday, a private event, a tournament or maintenance, Plays are not delivered during that period. Short and occasional closures of this kind are absorbed by the 95 % commitment in clause 1.2 and are not a Shortfall.

2.3 The Loop length and composition may change during a Flight, provided the booked SOV and guaranteed Plays are still achieved.

3. When something goes wrong

3.1 A “Fault” is any circumstance that stops or reduces the display of Creative — including a screen failure, a media player failure, a power cut, a loss of connectivity, physical damage, or a Venue closure.

3.2 Reporting. Anyone may report a Fault: the Advertiser, the Host, or our own monitoring. Report to [email protected]. The Host must report a Fault it is aware of within 24 hours.

3.3 The 48-hour cure window. No remedy is owed for a Fault during the first 48 hours after it is first notified to us or first detected by our monitoring, whichever is earlier. That window is for diagnosis and repair. Plays missed in that window still count against the 95 % commitment — the window suspends the remedy, not the measurement.

3.4 We will keep the Advertiser informed of a Fault expected to last more than 48 hours, and will tell the Advertiser as soon as we know that a Shortfall is likely — and in any event no later than 2 weeks before the end of the Flight, or immediately where the Flight is shorter than 2 weeks.

4. Shortfall and Make-Good

4.1 A “Shortfall” occurs where, at the end of the Flight, delivered Plays are below 95 % of the guaranteed Plays, measured as in clause 1.2.

4.2 Where there is a Shortfall, the following remedies apply in this order. We will not move to a later remedy while an earlier one is available and reasonably acceptable to the Advertiser:

(1) Additional Plays. Additional Plays on the booked Screens, or an uplift in SOV on the remaining Screens, sufficient to make up the Shortfall, delivered as soon as inventory allows.

(2) Flight extension. An extension of the Flight by a period sufficient to make up the Shortfall. The extension will not exceed the length of the original Flight; a longer extension requires the Advertiser’s prior written consent.

(3) Substitute Screen. Display on a substitute Screen of approximately equal advertising value, for a period equal to the time lost. The Advertiser may decline a substitute Screen.

(4) Credit. A pro-rata credit equal to the value of the undelivered Plays, given by the party that invoiced the Booking and applied against the Advertiser’s next Booking with that party, valid for 12 months.

(5) Refund. Only where the Advertiser has prepaid, only where remedies (1) to (4) are not available or have been reasonably declined, and only for the value of the undelivered Plays. A refund is made by the party that received the payment.

4.3 Cap. The total value of any Make-Good, credit or refund for a Booking is capped at the Order Value attributable to the affected Screen or Screens for the affected period. There is no separate compensation and no liability for consequential loss.

4.4 What does not trigger a Make-Good:

• a Fault cured within the 48-hour window, where delivery still meets 95 % overall;
• delivery at or above 95 % of guaranteed Plays;
• a shortfall against an audience, footfall or impression estimate;
• late or non-compliant Creative from the Advertiser, or Creative refused under the Advertising Content Policy — except where clause 8.4 of that Policy applies because the refusal was not justified. Where a Host validly vetoes Creative, clause 5.7 of the Advertiser Agreement applies instead of this Policy;
• suspension of display because an amount due from the Advertiser is overdue;
• a force majeure event as defined in the Advertiser Agreement, except that clause 5 below applies to a permanent loss of a Venue; or
• any period during which the Advertiser had asked for display to be paused.

5. Loss of a Venue or a Screen during a Flight

5.1 Where a Venue closes permanently, changes hands, terminates its agreement, or a Screen is removed or becomes permanently unavailable during a Flight:

• we will offer a substitute Screen of approximately equal advertising value, and extend the Flight on that Screen by the period lost; or
• where no substitute Screen of approximately equal value exists — which is a realistic possibility on a small network — the Advertiser receives a pro-rata credit for the lost Screen-days, and either Party may terminate the Booking as to the affected Screen without further liability.

5.2 A Booking made against the network or a number of Screens, rather than against named Venues, is satisfied by delivery on any Screens meeting the specification. A Booking against a named Venue is priced separately and carries the specific remedy in clause 5.1.

6. Proof of performance

6.1 We provide, at no charge:

6.2 The play log produced by our content management system is the sole contractual evidence of delivery. Photographs, audience estimates and weekly summaries are provided as information and are not contractual evidence.

6.3 Disputes about delivery must be raised in writing within 30 days of the end-of-campaign report. After that period, delivery is deemed accepted and no Make-Good, credit or refund is available.

7. Screen faults on the Host side

7.1 A Host is responsible under the Host Agreement for keeping its Screens powered, connected and in working order during operating hours, and for reporting Faults promptly.

7.2 Where a Shortfall is caused by a Host’s failure to do so, the Operator may recover from that Host the value of any Make-Good, credit or refund given to the Advertiser, by set-off against sums owed to the Host or otherwise.

7.3 Repeated Faults at a Venue are a ground for restriction, suspension or termination under clause 6 of the Platform Terms of Service and clause 12 of the Host Agreement.

8. Planned maintenance

8.1 We will give the Advertiser 5 working days’ notice of planned maintenance expected to interrupt display for more than 4 hours, and will schedule it outside operating hours where possible. Planned maintenance notified in this way does not count towards a Shortfall, provided total planned downtime does not exceed 2 % of the Flight.

9. Changes to this Policy

9.1 We may amend this Policy on 15 days’ notice. The version in force at the date of the Order Form governs that Booking.