General Terms for Businesses

Aller Media Nordic, ReTALE · 2026

Scope and roles

These General Terms apply when an agreement is concluded with ReTALE by a Media Owner and/or an Advertiser (Media Owner: ReTALE provides services for the commercialisation of its media; Advertiser: purchases visibility or other solutions in the Media Owner’s channels or other services through ReTALE).

These Terms set out the rights and obligations of the parties and the procedures for purchasing, selling, delivering and operating the services. Model-specific special terms (e.g. commissions, service fees, SLA, service descriptions) may be agreed in appendices.

1. Definitions

ReTALE — The ReTALE business of Aller Media Oy (or a contracting company belonging to the same group) acting as the commercialisation partner and contracting party.
Media Owner — A company or other entity for which ReTALE provides services for the commercialisation of media and whose Media Channels ReTALE may commercialise.
Advertiser — A company or other entity that purchases visibility or other solutions in the Media Owner’s channels or other services through ReTALE.
Media Service — The retail media services provided by ReTALE (including the design, productisation, commercialisation and sale of service and media products, campaign management, use of data, measurement and reporting, and operations).
Media Channels — The media spaces and channels of the Media Owner (or ReTALE’s own) in which the Advertiser purchases visibility or other solutions through ReTALE.
Service Agreement — The agreement between ReTALE and the Media Owner defining the services, responsibilities, delivery model, pricing/settlement and appendices.
Order Confirmation — The confirmation of an individual order between ReTALE and the Advertiser. An Order Confirmation may be made by email or by a separate offer, agreement or other written document.
Material — Material delivered to ReTALE by the Advertiser or the Media Owner (e.g. advertising materials, data feeds, other materials).
Parties — Depending on the agreement, (i) ReTALE and the Media Owner or (ii) ReTALE and the Advertiser.

2. Formation of the agreement and order of precedence

Formation of the agreement:

ReTALE – Media Owner: the agreement is formed when the Service Agreement is signed.
ReTALE – Advertiser: the agreement is formed when the Order Confirmation is delivered and accepted (this may be an email or a separate offer/agreement/other written document).

Order of precedence (as applicable):

Data processing appendix / data protection agreement
Service Agreement or Order Confirmation and their appendices
These General Terms

3. Obligations of the parties

Legislation: The parties comply with applicable legislation on marketing, taking into account channel and industry norms and industry self-regulation. The parties act in accordance with good marketing practice and cooperate appropriately to ensure smooth delivery.

3.1 Media Owner

Is responsible for the technical functionality and suitability of the Media Channels; ensures that third-party rights do not prevent commercialisation; appoints a contact person and provides the necessary instructions within a reasonable time; makes the channels available in accordance with ReTALE’s instructions.

3.2 Advertiser

Delivers the Material in accordance with ReTALE’s instructions and deadlines; is responsible for the legality, rights and suitability of the Material; is responsible for its own payments to third parties (e.g. material production), unless otherwise agreed; complies with media-specific rules.

4. Service descriptions and service level (SLA)

ReTALE may provide the following service packages to the Media Owner and/or Advertisers (non-exhaustive list of examples):

Assessment of media assets and revenue potential (inventory, market assessment, product range, scalability).
Development of commercialisation and sales models (productisation, pricing, channel packages, sales cooperation).
Operations: sales, sales support, campaign planning, delivery coordination, reporting, continuous optimisation.
Data, measurement and reporting: performance tracking, analytics, conversion metrics, improvement actions.
Business development: roadmap, targets, monitoring, continuous improvement.

SLA: Service levels and response times are described in appendices where necessary. If no SLA has been separately agreed, reasonable care and customary response times apply.

Time-based media products (e.g. display, visibility and campaign placement bookings based on a fixed period) carry no impression or contact guarantee.

ReTALE and the Media Owner have the right to temporarily suspend the delivery of the Media Service due to servicing, maintenance, updates or technical faults. ReTALE endeavours to schedule planned outages so as to cause as little inconvenience as possible and to give advance notice of them where possible. ReTALE is not liable for any damage resulting from such outages.

ReTALE has the right to develop and change the range, content, functionality and descriptions of the services and media products it offers as part of the continuous development of its services. The Media Owner and/or Advertiser will be notified within a reasonable time of material changes affecting agreed deliveries.

The Advertiser or Media Owner is not entitled to compensation on the basis of such changes, provided that the agreed scope of an already confirmed and paid campaign is not materially impaired.

5. Prices, payment terms and settlement

Prices are set out in the offer/Service Agreement or Order Confirmation; otherwise ReTALE’s general price list applies.
Invoicing after the order has been placed; payment term 14 days net unless otherwise mutually agreed; any remarks concerning an invoice must be made within 14 days of the invoice date.
Media Owner: ReTALE retains the commission or other service fee agreed in the Service Agreement and remits the agreed share to the Media Owner after payments from Advertisers have actually been received.
Late payment: ReTALE has the right to charge reasonable collection costs and late-payment interest in accordance with the Finnish Interest Act (633/1982, as amended) from the due date; ReTALE has the right to check the Advertiser’s credit information and to refuse delivery without separate notice if, in ReTALE’s view, the Advertiser is not creditworthy.
Taxes and charges: Value added tax and any official charges are added to the prices.
Additional work: ReTALE may charge for additional work (e.g. Material delivered late or with errors, separately agreed additional operations/production).

ReTALE has the right to change its price list and the pricing of its services. Changes will be notified reasonably in advance and, for services valid until further notice, at least thirty (30) days before the change takes effect.

A price increase also applies to unconfirmed bookings made by the Advertiser and to unconfirmed offers issued for them, unless ReTALE has separately stated that the offer is binding. In such case, the Advertiser has the right to cancel or shorten its booking in whole or in part free of charge within seven (7) days of written notification of the increase.

Cost increases resulting from legislation, decrees or measures by authorities increase prices from the time they take effect, including for orders already placed but not yet invoiced.

6. Cancellations and changes

For the Media Owner, cancellation terms are set out in the Service Agreement. The cancellation fees in section 6.1 apply to cancellations by the Advertiser, unless otherwise agreed in the Order Confirmation.
Changes to the service must be notified before the provision of the service begins, unless otherwise agreed in the Service Agreement or Order Confirmation.

The Advertiser may not make changes to an already confirmed campaign without ReTALE’s consent. ReTALE has the right to charge reasonable change and rescheduling costs for agreed changes.

ReTALE has the right, without liability for compensation, to reschedule or cancel a campaign, media space, media placement or time booking if special reasons – such as technical limitations of the Media Channel, editorial needs of the Media Owner or channel capacity – so require. ReTALE will notify the Advertiser of the change without delay and endeavour to offer equivalent replacement media or timing.

If the Advertiser wishes to move or withdraw a campaign during the campaign period, ReTALE will primarily endeavour to move the campaign to another equivalent channel or time, subject to availability. Withdrawing a campaign entirely during the period is handled in accordance with the cancellation terms.

6.1 Cancellation fees (Advertiser)

Cancellation of a confirmed campaign must be made in writing (email is also accepted). The cancellation fee is calculated on the price of the cancelled media products according to when the cancellation is received:

more than four (4) weeks before the campaign start: no cancellation fee;
two (2) to four (4) weeks before the campaign start: 50% of the price of the cancelled media products;
less than two (2) weeks before the campaign start or after the campaign has started: 100% of the price of the cancelled media products.

Physical and printed media products (e.g. in-store, façade and outdoor advertising surfaces) must be cancelled before the production order date. After that date, the production and installation costs incurred are charged, together with the media fee according to the above scale.

Design, production and other implementation costs incurred before the cancellation are always charged in full. The cancellation fees also apply to the Advertiser in the event of force majeure.

7. Delivery of Material

Material is delivered in accordance with ReTALE’s material guidelines. Delays or technical errors may reduce the number of impressions in proportion to the delay. ReTALE may charge late-delivery as well as correction/editing costs. The late-delivery fee is EUR 250 (excl. VAT) per Material per day of delay. If the Material is late, incorrect or technically deficient, ReTALE does not guarantee publication at the agreed time.

8. Intellectual property rights

Each party retains ownership of its own intellectual property rights. The Advertiser grants ReTALE a non-exclusive right to use the Material for the purpose of delivering the Media Services (including necessary documentation and technical modifications). ReTALE owns all materials it produces in connection with or on the basis of the Service Agreement, unless otherwise agreed; where ReTALE’s intellectual property rights are included in the Media Services, the other party is granted a non-exclusive and revocable right to use such intellectual property rights for the purposes of the Service Agreement during the contract period and for twelve (12) months after its termination or expiry. ReTALE and the Media Owner have the right to store the Material in their systems and archive it for the purposes of delivering, reporting on and documenting the Media Services.

9. Legality of content and allocation of responsibility

The Advertiser is responsible for the legality of the content it delivers or approves and for the necessary rights.
ReTALE and the Media Owner may pre-review, reject or suspend publication if there is justified reason to suspect illegality or a breach of contract.
The Advertiser is responsible for having the consents and permissions of persons appearing in the Material and of other rights holders for the use of the Material.
Particular care is exercised in marketing directed at or depicting minors, in accordance with the guidelines of the Finnish Consumer Ombudsman.
The Advertiser complies with each Media Owner’s own content and advertising policies (e.g. restrictions concerning product categories or competing products), which ReTALE provides to the Advertiser before the campaign is confirmed or upon request.
ReTALE and the Media Owner are not responsible for advertising by the Advertiser’s competitors being shown in the Media Channels at the same time, unless competitor exclusivity has been separately agreed in writing.

10. Defects, complaints and limitation of liability

ReTALE’s liability is limited to the value of the order in question. Minor errors or minor delays do not constitute a defect. Complaints must be made within 7 days of first publication. Indirect damages are not compensated.

11. Confidentiality

The parties undertake to keep secret and confidential all materials and information in any form received from the other party that are marked as confidential or that should be understood as such, including know-how and technical solutions relating to the Media Services and the pricing of the Media Services (“Confidential Information”).

A party has the right to: (i) use Confidential Information only for the purposes of the Service Agreement; and (ii) disclose Confidential Information only to such employees, subcontractors or external advisers who need to process the information to fulfil the purposes of the Service Agreement. The party disclosing Confidential Information is responsible for ensuring that the recipients comply with the confidentiality terms agreed in these General Terms.

The confidentiality obligation does not apply to materials and information that: (i) were demonstrably in the party’s possession without breach of confidentiality before the Service Agreement was signed; (ii) are public at the time of signing this agreement or subsequently become public without breach of confidentiality (from the time they become public); (iii) the party has received from a third party without a confidentiality obligation; (iv) the party has demonstrably developed independently without using the other party’s material or information; or (v) the party is obliged to disclose under law, decree or other order by an authority or a court decision.

The confidentiality provisions remain in force for three (3) years after the termination of the agreement.

12. Processing of personal data

The parties comply with data protection legislation. If personal data is processed on behalf of the other party, a separate data processing agreement (DPA) is concluded. The data processing appendix/data protection agreement takes precedence over these General Terms in the order of precedence.

13. Force majeure

The parties are not liable to each other for damage resulting from force majeure. Each party remains responsible for its own obligations, such as costs. Force majeure means an event beyond the party’s control which the party could not reasonably have foreseen and the consequences of which it could not have avoided, such as war, natural disaster, epidemic, order by an authority, industrial action, fire, crime (incl. data breach), general power or telecommunications failure, and delay by a subcontractor or Media Owner caused by a reason referred to herein. The other party must be notified of the impediment without delay.

14. Validity, assignment, suspension and termination

Assignment of the Service Agreement requires the written consent of the other party, unless the assignment relates to an intra-group arrangement or corporate restructuring. The Service Agreement may be terminated for material breach if the breach is not remedied within 30 days of written notice.

ReTALE has the right to suspend delivery of the Media Service without prior notice if (i) ReTALE has justified reason to suspect that the Advertiser is in breach of these General Terms or the Order Confirmation; (ii) the Material does not comply with these General Terms, legislation or the Media Owner’s policies; or (iii) the Advertiser cannot be reached to resolve a matter essential to the delivery of the campaign. Suspension does not release the Advertiser from its payment obligation.

An agreement valid until further notice may be terminated with three (3) months’ notice, unless otherwise agreed in the agreement. A fixed-term Order Confirmation ends when the agreed campaign period ends.

ReTALE furthermore has the right to terminate the agreement with immediate effect if the Advertiser has not paid a due invoice by the due date, or if the other party is declared bankrupt, placed in corporate restructuring or liquidation, or is otherwise found to be insolvent.

If any provision of these General Terms is found to be invalid or unenforceable, the remaining provisions remain in force, and the invalid provision is replaced by a valid provision that corresponds as closely as possible to the purpose of the original provision.

15. Reference rights

ReTALE has the right to use the name and logo of the Media Owner or Advertiser as a name reference in the marketing of ReTALE services (e.g. websites, presentations, offers and reference lists).
Broader reference use (such as case studies, joint press releases, campaign-specific results, direct quotations or visual materials) requires the separate written consent of the parties.
The name reference right survives the termination of the agreement.

16. Governing law and dispute resolution

The parties shall primarily seek to resolve any disputes arising from these General Terms through negotiation.
If no settlement is reached within a reasonable time from a written request for negotiation, disputes arising from these General Terms shall be finally settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The arbitral tribunal shall consist of one arbitrator. The seat of arbitration is Helsinki, Finland. The language of the arbitration is Finnish.
These General Terms are governed by the laws of Finland (excluding its choice-of-law provisions).

17. Validity and amendment of the Terms

These General Terms are valid from 30 September 2026 and replace ReTALE’s previous general terms.
ReTALE has the right to update these General Terms. Updated terms are published on ReTALE’s website and apply to Order Confirmations and Service Agreements made after the update. Orders already confirmed are governed by the terms in force at the time of the order. These General Terms have been prepared in Finnish and English; in the event of any discrepancy, the Finnish version prevails.