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editorial calendar Editor’s Note PROFIT is more than a magazine for Canada’s fast-track entrepreneurs – it’s their business partner. While other publications mull over stock-market turmoil, profile career executives and dissect corporate scandals, PROFIT devotes itself to the most important issue for Canadian business owners: how to find opportunity and seize it. In fact, PROFIT is Canada’s most respected magazine on the management practices of successful entrepreneurs and how to overcome the challenges that today’s enterprises face. For 27 years, PROFIT has provided critical analysis of key business, technological and social trends that helps business decision move their companies forward – fast. We will continue to deliver the insights they need to succeed in 2009 and beyond. Ian Portsmouth Editor, PROFIT TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com Issue Date Sales Close Material Close Impact Start Date Editorial Highlights* Advertising Supplements Events February/ March Jan 14 Jan 20 Feb 16 How to Win in a Recession: Told by CEOs who have been there The New Rules of Customer Service: What every entrepreneur needs to know about what today’s customers want and how to deliver it. Selling your Business: The ins and outs of this process April/May March 4 March 11 April 2 7 Ways to Find Hidden Potential: Driving growth through leadership in 7 different categories Technology for Troubled Times: Adopting technology, e.g. tools for online, software, in-house printing and mobile – to cut costs and improve productivity Also in this issue: How to save money and the planet at the same time: Written by green business consultant and former leader of the Green Party of Canada, Jim Harris, this piece will explain the many opportunities for entrepreneurial businesses to reduce their carbon footprint while actually INCREASING their profitability. The paperless office — it’s possible!!! A report on the benefits of going paperless, with analysis of two companies that succeeded in becoming paperless — and now love it. June May 6 May 13 June 4 PROFIT 100: 21st Annual: The definitive list of Canada’s Fastest-Growing Companies Outsourcing Unified Communications PROFIT 100 CEO Summit September/ October Aug 12 Aug 19 Sept 10 PROFIT HOT 50: 10th Annual: Exclusive Ranking of Canada’s Emerging Growth Companies Exporting Back to Business PROFIT HOT 50 GrowthCamp November Sept 16 Sept 23 Oct 15 PROFIT W100: 11th Annual: Ranking of Canada’s Top Women Entrepreneurs Entrepreneur Education Small Business Green Wheels PROFIT W100 Awards Event December Oct 28 Nov 4 Nov 26 2010 Opportunity & Outlook Guide: 14th Annual Ranking of the Best Business Opportunities Canada Export Achievement Awards: Who is winning abroad, and how? Active Retirement Starting a New Business 1 *Editorial content subject to change Impact Start Date is the first date a copy of the magazine will arrive in recipient’s business.

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editorial calendar

Editor’s NotePROFIT is more than a magazine for Canada’s fast-track entrepreneurs – it’s their business partner. While other publications mull over stock-market turmoil, profi le career executives and dissect corporate scandals, PROFIT devotes itself to the most important issue for Canadian business owners: how to fi nd opportunity and seize it. In fact, PROFIT is Canada’s most respected magazine on the management practices of successful entrepreneurs and how to overcome the challenges that today’s enterprises face.

For 27 years, PROFIT has provided critical analysis of key business, technological and social trends that helps business decision move their companies forward – fast. We will continue to deliver the insights they need to succeed in 2009 and beyond.

Ian Portsmouth Editor, PROFIT

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

Issue Date

Sales Close

Material Close

Impact Start Date

Editorial Highlights* Advertising Supplements

Events

February/March

Jan 14 Jan 20 Feb 16 How to Win in a Recession: Told by CEOs who have been thereThe New Rules of Customer Service: What every entrepreneur needs to know about what today’s customers want and how to deliver it.Selling your Business: The ins and outs of this process

April/May March 4 March 11 April 2 7 Ways to Find Hidden Potential: Driving growth through leadership in 7 different categoriesTechnology for Troubled Times: Adopting technology, e.g. tools for online, software, in-house printing and mobile – to cut costs and improve productivityAlso in this issue: How to save money and the planet at the same time: Written by green business consultant and former leader of the Green Party of Canada, Jim Harris, this piece will explain the many opportunities for entrepreneurial businesses to reduce their carbon footprint while actually INCREASING their profi tability.The paperless offi ce — it’s possible!!! A report on the benefi ts of going paperless, with analysis of two companies that succeeded in becoming paperless — and now love it.

June May 6 May 13 June 4 PROFIT 100: 21st Annual: The defi nitive list of Canada’s Fastest-Growing Companies

OutsourcingUnifi ed Communications

PROFIT 100 CEO Summit

September/October

Aug 12 Aug 19 Sept 10 PROFIT HOT 50: 10th Annual: Exclusive Ranking of Canada’s Emerging Growth Companies

ExportingBack to Business

PROFIT HOT 50 GrowthCamp

November Sept 16 Sept 23 Oct 15 PROFIT W100: 11th Annual: Ranking of Canada’s Top Women Entrepreneurs

Entrepreneur EducationSmall BusinessGreen Wheels

PROFIT W100Awards Event

December Oct 28 Nov 4 Nov 26 2010 Opportunity & Outlook Guide: 14th Annual Ranking of the Best Business OpportunitiesCanada Export Achievement Awards: Who is winning abroad, and how?

Active RetirementStarting a New Business

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*Editorial content subject to change

Impact Start Date is the fi rst date a copy of the magazine will arrive in recipient’s business.

“PROFIT is a spearhead for emerging companies, full of ideas, opportunities and reaching out to companies like ours. I read a lot of business magazines but PROFIT is the one I look for.”

Michael J. Bryant, Matrex PROFIT 100 alumnus

The Market PROFIT connects advertisers to 305,000 self- starters who make up the entrepreneurial growth sector. Driven and status-conscious, these big-ticket consumers satisfy their taste for personal luxury while buying goods and services that will grow their enterprises. Through its targeted content, entrepreneurial programs and networking events, PROFIT brings this trusted one-to-one marketing to advertisers.

The Circulation With a total circulation of more than 100,000, PROFIT offers you a highly targeted reach to the fast-growth entrepreneurial market. PROFIT is delivered to the most senior executives of companies with 5-249 employees and revenues of $1 million–$25 million. PROFIT is published 6 times a year.

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

the mission

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Our entire organization, with more than 1,100 partners and employees, is celebrating PROFIT’s acknowledgement of our growth.

Tim Moore, Premiere Executive Suites Inc.,PROFIT 100 winner

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

Source: PMB 2009 (English adults 18+ unless otherwise stated)*Projection relatively unstable due to small base. Use with caution.

reader profi le

PROFIT PopulationAverage age (Canada 12+) 40 43

Adults 35-49 (Canada 12+) 36% 27%

Men/Women (Canada 12+) 75:25 49:51

Average Household Income (English Canada 18+)

$100,371 $75,372

TOTAL READERSHIP: 306,000

Employed English adults 18+ % of PROFIT Readers

Index to employed EA18+

Senior or other management/owners 42% 171

IT market (includes management level & owners)

34% 248

Sales 19%* 323

PROFIT targets readers with specifi c business needs and speaks to the decision makers and infl uencers. It is the most effective business magazine to connect with this group. By extension, their business needs impact their personal needs and PROFIT readers show their higher than average consumption rate of personal investment products, cars, electronics, vacations as well as their commitment to playtime.

65% of PROFIT readers work in companies with under 249 employees.

SIZE OF COMPANY # OF EMPLOYEES: 35%

65% <249

250+

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“The best thing that PROFIT has done for us is the exposure that we’ve gained. We’ve been able to share our HOT 50 ranking with clients and we’ve even gained new business. For us in Canada, and even in the U.S., PROFIT is a great brand to be associated with, and to have the ranking associated with your company is fantastic for any entrepreneur.”

Josh GoldAuctionwire Inc.HOT 50 winner

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

Source: PMB 2009 Spring (English adults 18+ unless otherwise stated)*Projection relatively

unstable due to small base. Use with caution.

reader profi lePROFIT readers are infl uential business decision makers and spendersCompared to the average employed Canadian adult, PROFIT readers are 71% more likely likely to be senior managers/owners or other managers, twice more likely to hold IT occupations (managers, specialists, purchasers, consultants), and three times more likely to be involved in sales. As business purchase influencers, PROFIT is the #1 business magazine in targeting business decision makers in the following areas:

By extension, the business needs of PROFIT readers reflect their individual needs and their commitment to personal interests, including leisure items and activities. They have an above-average household income ($100K+) and a higher propensity than the average Canadian for consumption of products and services, such as personal investments, cars, electronics, and vacations, and other specific needs and interest as indicated below.

Self employed 236

IT market occupations 326

Involved in business purchasing/leasing decisions:

Totaling over $10,000+ 366

Finance/Investment products 297

Telecommunications 312

Computers, including internet 334

Offi ce Equipment 308

Services 318

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3+ business trips 230

3+ vacation trips within Canada 117

3+ vacation trips outside Canada 174

Securities & Savings over $100M 165

Have non-RRSP investments 157

Have stocks or bonds 199

Spent over $1,500 on credit in average month 242

Spent over $30M on most recent vehicle 146

Spend over $76 per month on cell phone 156

Have handheld organizer/email device 244

Bought digital camera in the past 12 months 131

Bought MP3 player in past year 166

Own HDTV 131

Play golf 3+ times in the past year 149

Spend over $20 on bottle of wine 237

Dine at high quality restaurants 3+ times/month 154

You are surrounded by people who are doing at least as well as you are, if not better. We are very busy people, but the PROFIT 100 CEO Summit was more than worth the time. It pumped me up. I came back very motivated and excited about my business. I think the Summit is the best thing since sliced bread. I would come back 18 more times.

Arie KoifmanServomax Inc.PROFIT 100 winner

PROFIT 100 – June Founded in 1988, the PROFIT 100 is Canada’s largest annual celebration of entrepreneurial achievement. Ranking the nation’s Fastest-Growing Companies by fi ve-year revenue growth, the PROFIT 100 profi les Canada’s most successful growth companies. The PROFIT 100 consistently generates national media coverage beyond the pages of PROFIT. The PROFIT 100 CEO SUMMIT provides an intimate opportunity for sponsors to interact with the leaders of PROFIT 100 companies through an exclusive invitation-only event and ongoing participation with the group throughout the year.

PROFIT HOT 50 – September As the only comprehensive snapshot of successful new businesses, the PROFIT HOT 50 highlights the nation’s top 50 Emerging Growth Companies, ranked by two-year sales growth. The PROFIT HOT 50 sponsorship package includes the popular GrowthCamp. Designed as an exclusive three-day learning and networking conference for CEOs of PROFIT HOT 50 companies, GrowthCamp is the ideal place to meet Canada’s most ambitious entrepreneurs as they discuss their successes, challenges, and aspirations for the future. It’s also a perfect way to fi nd new golf partners. This exclusive event is invitation-only and hosted outside the Toronto area.

PROFIT W100 – November Only PROFIT celebrates the 100 largest and most successful entrepreneurial fi rms owned and operated by women. With PROFIT’s celebration of Canada’s Top Women Entrepreneurs comes a unique opportunity to sponsor the exclusive W100 Idea Exchange in November. Ask your rep how you can be associated with one of the most inspiring business events of the year.

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

events

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Talk about Growth PROFITguide.com is the ideal site to reach Canada’s most successful entrepreneurs and business-purchase decision-makers. PROFITguide.com users are educated business operators who are heavy consumers of Internet content and magazines, but light newspaper readers.

PROFITguide.com has joined forces with Canadian Business Online, the news and information portal for today’s business leaders. You’ll now fi nd the entrepreneurial news, tips, and profi les you’ve come to expect from PROFIT in the “Entrepreneur” channel of Canadian Business Online. Better yet, you’ll enjoy the leading management, economic and investment coverage of our sister publications, Canadian Business and MoneySense. It’s all the insight and information an entrepreneur needs, in one easy-to-use online destination.

Focused Online Sponsorship OpportunitiesE-NEWSLETTERS

PROFIT-Xtra: This html newsletter offers 16,000 subscribers.

PROFIT GROWTH PLANNER: Our new weekly guide to buildinga better business.

SPECIAL MICROSITES Sponsor-specialized microsites and compelling online content.

PROGRAM-ISSUE MICROSITES Capture the online opportunities for PROFIT issues and events, including PROFIT 100 (June), PROFIT HOT 50 (September/October), PROFIT W100 (November), and the Opportunity & Outlook Guide (December).

ADVERTISING SUPPLEMENTS Position your message in a context that is both useful and credible with a single-sponsored online-only supplement.

ONLINE EVENTS Showcase your products and services to our audience of entrepreneurs and generate highly qualifi ed leads more cost effectively than any available marketing vehicle.

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

PROFITguide.com

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I congratulate PROFIT Magazine’s foresight to invest in Canada’s growing economy, by getting involved and supporting Canada’s best entrepreneurial successes.

Doyle Buehler, Mytego.comPROFIT HOT 50 winner

For more information contact:T: 416-764-2460 or 416-764-3142 E: [email protected]/ad-guidelines

TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

Frequency 1× 4× 8× 12× 16× 20× 22×Page $18,180 $17,640 $17,105 $16,590 $16,095 $15,615 $15,1452/3 Page $15,455 $14,955 $14,540 $14,100 $13,680 $13,275 $12,8751/2 Page $12,725 $12,350 $11,970 $11,610 $11,265 $10,930 $10,6001/3 Page $8,180 $7,340 $7,695 $7,465 $7,240 $7,025 $6,815Banner $10,000 $9,700 $9,410 $9,125 $8,850 $8,590 $8,3301/2 DPS $25,450 $24,695 $23,945 $23,225 $22,530 $21,860 $21,205

National 4-Colour

Effective February 1, 2009. For black plus one process colour, add 15% to black & white rates. Regional rates available upon request. Frequency rates may be applied for combined buys.

Frequency 1× 4× 8× 12× 16× 20× 22×Page $14,545 $14,110 $13,685 $13,270 $12,875 $12,490 $12,1202/3 Page $12,360 $11,995 $11,630 $11,280 $10,945 $10,620 $10,3001/2 Page $10,180 $9,880 $9,580 $9,290 $9,015 $8,745 $8,4801/3 Page $6,545 $6,350 $6,160 $5,970 $5,795 $5,620 $5,455Banner $8,000 $7,760 $7,525 $7,300 $7,080 $6,870 $6,6651/2 DPS $20,360 $19,755 $19,155 $18,580 $18,025 $17,490 $16,965

National B/W

Frequency 1× 4× 8× 12× 16× 20× 22×Page $12,725 $12,350 $11,975 $11,615 $11,270 $10,935 $10,650

Ontario 4-Colour

Frequency 1× 4× 8× 12× 16× 20× 22×OBC $22,725 $22,050 $21,380 $20,735 $20,120 $19,520 $18,935

IFC DPS $41,815 $40,570 $39,340 $38,155 $37,015 $35,915 $34,835IBC $20,905 $20,285 $19,700 $19,075 $18,510 $17,960 $17,420

Premium 4-Colour

national rates 2009

Frequency rates may be applied for combined buys.

Creative opportunitiesInserts, polybags, gatefolds and other opportunities are available on request.

Editorial adjacenciesPROFIT offers several editorial adjacencies as key anchored advertising positions.These advertising opportunities are available at a 10% premium.

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TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

Advertising InformationMechanical RequirementsTrim Size of Magazine: 7 7/8” width x 10 3/4” depth

Ad Format Trim Size (WxD) Please build ad to this size

Double page spread 15 3⁄4 x 10 3⁄4”

Full page 7 7⁄8 x 10 3⁄4”2⁄3 Page Vertical 5 1⁄8 x 10 3⁄4”1⁄2 Page DPS 15 3⁄4 x 5 3⁄8”1⁄2 Page Horizontal 7 7⁄8 x 5 3⁄8”1⁄2 Page Island 5 x 7 7⁄8”1⁄3 Page Vertical 2 3⁄4 x 10 3⁄4”1⁄3 page square 4 7⁄8 x 5 3⁄8”

Banner Ad 7 7⁄8 x 2”

Bleed Area

Minimum of 1/8”beyond trim

Live Area

Minimum of 1/4”inside trim

Supplied Advertising MaterialsPDF/X-1a, or a generic PDF, minimum 300dpi with all fonts embedded, created to digital Magazine Advertising Canadian Specifications (dMACS) (http://magazinescanada.ca/dmacs.php?cat=dmacs) accompanied by a dMACS standard proof. For further information regarding magazine industry standards, please refer to Magazines Canada www.magazinescanada.ca. For further information regarding Rogers Publishing specifications refer to www.rogersdigitalads.com or contact Production Manager at (416) 764-2031.Every attempt is made to verify the supplied file to the supplied proof, however, Rogers Publishing does not accept responsibility for colour or colour trapping or material content that does not conform to digital Magazines Advertising Canadian Specifications (dMACS). Production charges may apply for material not supplied to specification.Material must be supplied by the advertiser. Production materials, proofs, copy and customs forms must be sent with brokerage fees and transportation “prepaid” to MAGAZINE NAME, Consumer Production Department, One Mount Pleasant Road, 11th Floor, Toronto, Ontario, M4Y 2Y5. For further information please contact Production Manager at (416) 764-2031.

dMACS Specifi cation CapsuleScreen Ruling: 133 or 150 LPIUCR: 300% maximumGCR: 75% maximumDigital Files: PDF/X-1a:2001 (www.magazinescanada.ca for details)Colour Control Bars: minimum 25/50/75+ solid patchesProofs: MAC approved proofs, from the final fileStocks & Inks: Matching ANSI CGATS TR 001 and tolerances as per ISO 2846-1Tone Value Increases: Yellow = 18%, Magenta = 20%, Cyan = 20%, Black = 22% ± 4% Live Area: Minimum of 1/4” inside trimBleed Area: Minimum of 1/8” beyond trimTrapping: .0017” or .125 pts

Methods for Material Submission1.) AD TRANSPORT - dedicated file transfer software available on our

website www.rogersdigitalads.com. Please note automatic notification will be sent to Production Manager from Ad Transport system once file is transferred successfully. In order to ensure proper reproduction of colour and material content, please supply contract colour proof. For further detail on Rogers Publishing proofing requirements, please refer to www.rogersdigitalads.com “Proofing Info”.

2.) CD-ROM – Deliver with contract colour proof via courier to MAGAZINE NAME, Consumer Production Department, One Mount

Pleasant Road, 11th Floor, Toronto, Ontario, M4Y 2Y5.

BLEED: For ads intended to bleed, please add an 1/8” beyond trim sizeLIVE: Please allow 1/4” of type safety inside trim size

NOTE: Hold all type matter or illustrative material not intended to trim to a minimum of 1⁄4 (6 mm) from outside trim edges and include 1⁄8 gutter allowance for spreads (saddle stitch) and 1⁄4 gutter allowance for spreads (perfect bound). Publisher is NOT responsible for line-up of type or image running through the gutter on spreads or single pages to adjacent insert. Running type or image through the gutter is STRONGLY discouraged.

Production ProcessPrinting: High speed, web offset lithographyFormat: Computer-To-PlateBinding: Saddle StitchMagazine Trim Size: 7 7⁄8 Wide x 10 3⁄4 Deep

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TEL: (416) 764-1224 FAX: (416) 764-1406 EMAIL: [email protected] WEB: PROFITguide.com

national rates: terms & conditions

9

GENERAL TERMS AND CONDITIONSThe applicable insertion order (to the extent it does not confl ict with the terms hereof), the then current rate card of the publication(s) to which the in-sertion order relates (“Publication”) and Publication’s then current advertising specifi cations are incorporated by reference into these terms and conditions and are collectively referred to as the “Agreement”. The person(s), fi rm or corporation contracting with Rogers Publishing Limited (“Publisher”) for the insertion of advertising in Publication, whether as principal (“Advertiser”) or as agent (“Agency”), shall be deemed authorized for all purposes relating to the Agreement.

Rates and Commissions(a) Publisher reserves the right to change its advertising rates at any time.

Rate changes shall be made at least 30 days in advance of the closing date of the fi rst issue to which such rates apply. If a rate change is not acceptable to Advertiser or Agency, it may, within 15 days of notifi cation of such rate change, cancel the Agreement without incurring short rate charges (excluding multi-year discounts).

(b) Advertising rates are subject to the addition of applicable taxes, includ-ing Goods and Services Tax (GST), Harmonized Sales Tax (HST) and a Quebec Sales Tax (QST) where applicable.

(c) Agency commissions equal to up to 15% of gross billings for space, colour, position or special insert stock are payable to recognized agen-cies only. Commissions are not payable on extra mechanical charges, reprints, split runs and other such charges.

(d) Any negotiated discounts are only applicable to and available during the period in which they are earned. Rebates resulting from any and all earned advertiser discount adjustments must be used within 6 months after the end of the period in which they are earned, and will expire if unused during such period.

Billing and Payments(a) Advertiser and Agency shall be jointly and severally liable for payment of

all invoices for advertising published in Publication.(b) Amounts invoiced are payable upon receipt of invoice. Interest shall

be charged at a rate of 1½% per month (18% per annum) on amounts outstanding for more than 30 days from the date of invoice.

(c) Invoiced amounts are payable at Publication’s offi ce in Canadian funds, or equivalent funds at the rate of exchange prevailing at the time of pay-ment.

(d) Publisher reserves the right to change the payment terms to cash with insertion order at any time.

Cancellation(a) Cancellation of the Agreement by Advertiser or Agency is subject to Pub-

lisher’s approval, in its sole discretion. Agreements for covers, special positions and inserts may not be cancelled by Advertiser or Agency. No cancellations shall be accepted by Publisher after the closing date for advertising space. Short rate charges shall apply to all cancellations by Advertiser or Agency.

(b) Publisher may, at its option terminate this Agreement for the breach of any term hereof. Upon termination for breach, all charges incurred, together with short rate charges, shall be immediately due and payable.

Advertising Materials(a) All advertising copy is subject to Publisher’s approval and Publisher

may without notice and without liability reject, discontinue or omit any advertising for any reason at any time.

(b) The word “Advertisement” shall be placed above copy which Publisher determines resembles Publication’s editorial material or that is not im-mediately identifi able as an advertisement.

(c) Publisher shall not be responsible for colour or colour trapping or advertising copy that does not conform to digital Magazines Advertis-

ing Canadian Specifi cations (“dMACS”). Advertising material must be accompanied by a dMACS standard proof. For further information regarding magazine industry standards, please refer to Magazines Canada www.magazinescanada.ca or dMACS http://magazinescanada.ca/dmacs.php?cat=dmacs. Proofi ng requirements may also be found on www.rogersdigitalads.com under "Proofi ng Info".

(d) Publisher may insert the advertising anywhere in Publication in its dis-cretion, and any condition on orders or copy instructions involving the placement of advertising shall be treated as a positioning request only and cannot be guaranteed. Publisher’s inability or failure to comply with any such positioning request shall not relieve Advertiser or Agency of the obligation to pay for the advertising.

(e) Publisher shall not be obligated to return any advertising material.(f) Any advertising published in Publication may, in Publisher’s discretion,

be published and archived by Publisher or any anyone authorized by Publisher, as many times as Publisher and those authorized by Publisher wish, in and on any product, media and archive (including anything in print, electronic or other form).

Warranties, Indemnities, Limitations(a) Advertiser and Agency shall be jointly and severally liable for all content

(including text, representation and illustrations) of any advertising printed. Advertiser and Agency shall jointly and severally indemnify Publisher, its affi liates and their respective offi cers, directors, employees, contractors and agents against any and all liability and costs including any legal fees arising from a breach of this Agreement and/or resulting from the publication of the advertising materials, including without limi-tation, defamation, illegal competition or trade practice, infringement of trademark, trade name, or copyrights, and violation of rights of privacy, property or contract.

(b) Publisher shall not be responsible for errors or omissions in any advertis-ing materials provided by Advertiser or Agency (including errors in key numbers) or for changes made to such advertising after the applicable closing date.

(c) Advertiser and Agency agree that Publication shall be under no liability for the failure, for any reason, to publish any advertising or circulate any issue of Publication.

General(a) If Agency has entered this Agreement on behalf of Advertiser, Agency

confi rms that Advertiser has been provided with a copy of the terms hereof.

(b) This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements and understandings relating to the subject matter. No changes to this Agreement shall be effective unless made in writing and signed by the party sought to be bound.

(c) For clarity, Publisher shall not be bound by any conditions, printed or otherwise, appearing on Advertiser or Agency contracts, orders or in-structions which confl ict with, vary or add to these terms and conditions.

(d) Neither Advertiser nor Agency may assign any rights or obligations under this Agreement.

(e) Advertiser and Agency agree not to make promotional or merchandising reference to Publication in any way without the prior written permission of Publisher in each instance.

(f) No provision of this Agreement shall be deemed waived by a course of conduct unless such waiver is in writing signed by all parties and stating specifi cally that it is intended to modify this Agreement.

(g) This Agreement is governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. Any proceeding relating to the subject matter of this Agreement shall be within the exclusive jurisdiction of the courts of the Province of Ontario.