All quotations are made and all Orders for Goods issued by the Company are accepted subject to this Agreement that shall form and govern the contract of sale between the Company and the Customer. These Conditions apply to all business undertaken and Goods supplied or provided.
1. DEFINITIONS
In these Terms and Conditions of Business any reference to:
1.1
“Company” means DoubleC Printing Limited or any subsidiary thereof
1.2
“Customer” means any person or persons, firm, company or other organization or entity obtaining a quote or quotes, purchasing Goods or otherwise instructing the Company to carry out works on the Customer’s behalf
1.3
“Goods” means any product or products, or services, supplied by the Company to the Customer directly or through any third party and to include services, a product or products manufactured, delivered or otherwise provided by the Company, Supplier, Contractor or any other third party not herein mentioned
1.4
“Conditions” means these Terms and Conditions of Business
1.5
“Order” means when the Customer instructs the Company to supply Goods to the Customer
1.6
“Price” means the total price payable for the Goods as shown in the Order confirmation or Invoice and any subsequent amendment, addition or variation thereof as confirmed in writing by the Company to the Customer.
1.7
“Invoice” means the Company’s official document requesting payment of the Price of the Goods.
2. GENERAL
2.1
These Conditions represents the entire agreement between the Company and the Customer.
2.2
No variation or modification will be deemed incorporated into these Conditions unless expressly agreed and confirmed in writing by the Company to the Customer.
2.3
In the event of a discrepancy between these Conditions and any subsequent documentation sent to the Customer by way of quotation, order form or other correspondence or document or representation the terms of these Conditions shall prevail, unless expressly varied or modified in accordance with the Clause 2.2 above.
2.4
The headings in these Conditions are for reference purposes only and do not constitute part of the Conditions.
2.5
Where these Conditions allow for the Company to vary or modify the Conditions only persons duly authorized by the Company to make such decisions will bind the Company.
2.6
If the Customer is in any doubt about whether a person purporting to have authority to bind the Company does in fact have the requisite authority they should contact the Company’s directors at the head office, details of which can be found at the end of these Conditions.
2.7
Should any Clause or Clauses in these Conditions be held to be unreasonable and/or unenforceable in all the circumstances in accordance with the laws of England and Wales then that Clause or those Clauses shall be severed from the Conditions but the remaining Clauses shall continue to be valid and enforceable.
2.8
Nothing in these Conditions shall affect any statutory rights of the Customer.
2.9
All Schedules to these Conditions shall form part of the Conditions as if they were set out in the main body of the Conditions and shall be enforceable, or severable, as such.
3. PRICE AND ORDER VARIATION
3.1
Quotations are based on information supplied by the Customer and on the Company’s current costs for production. The period of validity of each quotation shall be 30 days from the date of issue. The Company reserves the right, unless otherwise agreed in writing, to amend quotations on or at any time after acceptance if the Customer changes specification or supplies additional information or to meet any rise or fall in the costs of the Company.
3.2
All prices quoted are ex works unless otherwise agreed in writing.
3.3
All prices quoted are exclusive of Value Added Tax (“VAT”), which will be charged where applicable along with any other taxes, duties or royalties payable against the work to be completed, whether or not included in the estimate or invoice.
4. PRELIMINARY WORK
4.1
All work carried out, whether experimentally or otherwise, at the Customer’s request shall be charged and shall be paid for by the Customer on demand or in advance if so required by the Company who will notify the Customer in advance of such charges being incurred.
4.2
A charge shall be made to cover any additional work involved where copy supplied is not clear and legible or in a format that the Company is able to take onward for. Production or that does not meet the criteria for submission specified by the Company.
4.3
All proofs for work to be completed must be signed for by the Customer. All completed work must be signed for by the Customer. No liability shall be incurred by the Company for any errors not corrected by the Customer on proofs submitted by the Company for the Customer’s approval. The Customer must approve the proofs before the work is commenced.
4.4
Customer’s alterations and additional proofs shall be charged extra. When style, type or layout is at the discretion of the Company, alterations made by the Customer shall be charged extra. All extra charges referred to in this Clause 4.4 shall be at the Company’s discretion as to the amount.
5. REFUSAL TO ACCEPT WORK
5.1
The Company may at any time notwithstanding prior acceptance of any Order for Goods, refuse to provide, undertake or complete all or any part of such Goods, and shall be under no liability whatsoever to the Customer in respect of such refusal, but the Customer shall be liable in respect of any partially completed Goods to pay the Company on a pro rata basis.
5.2
No items shall be delivered to nor accepted by the Company other than the materials relating to the Goods including but not limited to documents, disks, binders, papers, files, and packaging.
5.3
Orders for Goods accepted by the Company or documents delivered to the Company relating to Goods may not be withdrawn by the Customer save with the prior consent of the Company
(See clause 2.5 and 2.6)
6. COPYRIGHT TRADEMARK PROTECTION
6.1
The Customer shall be responsible for obtaining all necessary authority to reproduce any images including, but not limited to pictures, artwork, photographs
6.2
The Customer indemnifies, undertakes and warrants that all Goods delivered to the Company shall not infringe any copyright, trademark, registered design or other proprietorial right of any third party and shall not constitute libel or otherwise render the Company open to legal action whatsoever and the Customer shall indemnify the Company its servants and agents from and against all liabilities and claims which the Company may incur as a result of providing Goods and/or compliance with the instructions or requests of the Customer.
7. DEPOSITS, DELIVERY AND PAYMENT
7.1
Customer before the shipment will pay total invoice price included VAT.
7.2
On certain Orders, in particular work for overseas Customers, the Company reserves the right to insist upon payment being received prior to commencement of work.
7.3
The responsibility and cost for collection/ delivery of Goods lies with the Customer unless otherwise confirmed in writing by the Company. Any carriage arranged by the Company is on the Customer’s behalf and the Company is not liable for any delays or other alleged damage caused as a result of that carriage.
7.4
Should expedited delivery be agreed extra charges may be made to cover any overtime or any other additional costs involved but the Customer will be advised of such charges before they are incurred.
7.5
Should work be suspended at the request of, or be delayed through any default of the Customer for a period extending beyond 30 days the Company shall be entitled to payment for work already carried out, materials specially ordered and any other additional costs involved including storage.
7.6
Where the Goods are to be delivered in installments, each delivery shall constitute a separate Order and failure by the Company to deliver any one or more of the installments shall not entitle the Customer to treat the Order as a whole as repudiated.
7.7
The Company’s liability for failure to deliver the Goods for any reason other than any cause beyond the Company’s reasonable control or the Customer’s fault shall be limited in any event to a sum not exceeding £100.
8. COMPLETION DATES
No completion dates are guaranteed, time not being of the essence. In the event of a Customer paying an additional charge for an expedited completion date, and through no fault of the Customer such date is not met the liability of the Company shall only extend to the refund of the additional charge for the expedited service and not any alleged associated loss
9. VARIATIONS IN QUANTITY
Unless otherwise agreed in writing by the Company every endeavor will be made to deliver the correct quantity ordered and where the Goods have an excess or shortage the excess Goods or shortage of Goods is to be charged or deducted respectively.
10. CLAIMS
10.1
Any claim by the Customer that any Goods are defective, not matching the description given in the Order, or are not of satisfactory quality, must be notified to the Company by email at info@doublecprinting.co.uk or by letter to the head office address at the end of these terms and conditions immediately upon such alleged defect becoming apparent but in any event no later than 7 days after the date of delivery. If delivery is not refused or you do not notify the Company accordingly the Company shall have no liability for such failure or defect unless such defects are latent defects.
10.2
Any query regarding non-delivery must be made within 14 days of the Invoice date or expected delivery date. In so far as permitted at law, claims outside this limit will not be accepted.
11. LIABILITY
11.1
Except in respect of death or personal injury caused by the Company’s negligence the Company shall not be under any liability for negligence or otherwise howsoever caused in respect of any advice given to the Customer.
11.2
The liability of the Company in respect of defective or faulty Goods shall be limited to rectifying the defect or fault or replacing the Goods or crediting the Price of the Goods at its option. The Company shall in no circumstances be liable for any loss or damage in excess of the Price of any Goods or any part thereof in respect to which a claim is made.
12. SUITABILITY OF GOODS
12.1
Where the goods consist of container, wrappers or other articles intended for use in connection with any food, drug or other substance, the Customer shall satisfy himself that such food, articles or other substances is not likely to be adversely affected by any material used by the Company in the manufacture or printing of such containers, wrappers or other articles. The Company shall not be liable to the Customer or any third party in respect of any claims alleging that such food, drug or substance has been adversely affected.
12.2
The suitability of the products of the Company for use in the packaging of any particular commodity must be at the Customer’s risk unless expressly stated in writing or implied that the Goods supplied will be suitable for any particular purpose for use under specific conditions notwithstanding that any purpose or conditions intended by the Customer may be known or be made known to the Company.
13. STANDING MATERIALS
13.1
Metal, film, glass, digital media and other materials owned by and used by the Company in the production of type, plates, molds, stereotypes, film setting, negatives, positives, computer images and the like shall remain the Company’s exclusive property. Such items when supplied by the Customer shall remain the Customer’s property. All items described above may be distributed, negatives destroyed, computer files erased and lithographic photographic or other work effaced immediately after the Order is executed at the absolute discretion of the Company should they see fit to do so, unless written arrangements are made to the contrary. In the latter event, storage may be charged unless any property, which belongs to the Customer, is requested to be returned upon completion.
14.CUSTOMER’S PROPERTY
14.1
Title to the Goods shall not pass to the Customer until the Company has received in cash or cleared funds payment in full for the Price of the Goods
14.2
Customer’s property and all property supplied to the Company by or on behalf of the Customer shall, while it is in the possession of the Company or their agents or in transit, be deemed to be at the Customer’s risk unless otherwise agreed and the Customer should insure accordingly.
14.3
The Company shall be entitled to make a reasonable charge for the storage of any Customer’s property left with the Company before receipt of the Order or after notification to the Customer of the completion of the Goods. Whilst every care is taken the Company and its agents cannot accept any responsibility for loss or damage to artwork, photography, transparencies, computer files, digital media or other items of the Customer’s property whilst in the possession of the Company, but in any event liability shall be limited to the replacement cost of the basic material.
15. MATERIALS SUPPLIED BY THE CUSTOMER
15.1
The Company may reject any paper, plates, digital media or any other materials supplied or specified by the Customer that appear to be unsuitable. Any additional costs incurred by the Company if materials are found to be unsuitable during production may be charged to the Customer, except that if the whole or any part of such additional cost could have been avoided but for unreasonable delay by the Company
15.2
Where materials are supplied by the Customer the Company will take every care to secure the best results but responsibility will not be accepted for imperfect work caused by defects in or unsuitability of material supplied or specified.
15.3
The Quantity of materials supplied by the Customer must be adequate to cover normal spoilage and if the Customer is in any doubt as to what this may be the Customer should contact the Company directly to discuss this.
15.4
In the event that the Company suffers loss or damage to equipment, machinery or the reputation of the Company as a result of faulty, inappropriate, libelous or otherwise harmful materials supplied by the Customer, the Customer shall be responsible for meeting all costs associated with such loss or damage.
16. SUB-CONTRACTING
The Company shall be at liberty to sub-contract either in whole or in part to any person, firm or company it shall think fit without notice to the Customer unless otherwise agreed in writing by the Company. For the avoidance of doubt such sub-contractors will not be, nor should they be deemed to be, employees of the Company.
17. DATA PROTECTION
17.1
Basic Customer information as well as files produced for a particular job will be stored for accounting and production purposes. The Company shall remove these files at any time after full payment of the Price has been received, upon receiving a request for removal, made in writing, by the Customer, provided such information is not required to be retained for legal or accounting reasons.
17.2
The Company is registered with the Data Protection Registrar. The Company will only use your data for its own marketing purposes, unless you have opted out from receiving such communications by writing to us at our trading address listed at the end of these Conditions. The Company will not communicate your details or sell them to a third party except as may be required by law.
18. INSOLVENCY
18.1
If the Customer ceases to pay their debts in the ordinary course of business or cannot pay their debts as they become due or being a company is deemed to be unable to pay its debts or has a winding-up petition issued against it or enters administration or voluntarily enters liquidation or commits any other act of insolvency or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him or petitions for his or her own bankruptcy, the Company without prejudice to other remedies shall
18.1.1
Have the right not to proceed further with the Order or any other work for the Customer, such charge to be an immediate debt due to the Company, and
18.1.2
In respect of all unpaid debts due from the Customer the Company shall have a general lien on all goods and property in the Company’s possession (whether worked on or not) and shall be entitled on the expiration of 14 days’ notice to the Customer or the Customer’s Trustee in Bankruptcy, Receiver or Administrator to dispose of such goods or property in such manner and at such price as he thinks fit and to apply the proceeds towards such debts.
19. ILLEGAL MATTER
19.1
The Company shall not be required to print or reproduce any matter which in its opinion is or maybe of an illegal or libelous nature, or an infringement of the proprietary or other rights of any third party and reserves the right not to print any matter which in its opinion may be prejudicial or detrimental to the good of the business of the Company.
19.2
The Company shall be indemnified by the Customer in respect of any claims, costs and expenses arising out of any libelous matter and any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material or Goods presented for or by the Customer. The indemnity shall extend to any amounts paid for legal advice in settlement of any claim.
20. FULL COLOUR PRINTING
20.1
Every effort will be made to obtain the best colour reproduction but because of the process involved, the Company cannot guarantee an exact colour or texture match between the Customer’s original colour photography or transparency or electronic file and the Goods.
20.2
Customers who require colour reproduction of a specific standard and who wish to check the colour reproduction prior to printing must order a colour machine proof, in writing, when placing the Order. An additional charge will be made for this.
20.3
It is the Customer’s responsibility to ensure that the colour images submitted are suitable for the Goods. The Company cannot accept liability for unsatisfactory results caused by unsuitable or inferior colour images.
21. COLOUR MATCHING
The Company can mix the Customer’s special colour requirements or order special colors to be mixed by manufacturers if an ink sample is supplied but the Company cannot guarantee to reproduce it exactly on additional runs or repeat Orders. For this reason the selection of a Pantone colour is always recommended in order to ensure the best chance of accurate colour matching. If colour matching is of particular importance to the Customer then the Customer must order a machine proof the cost of which will be quoted at the time of the request.
22. MACHINE READABLE
22.1
In the case of machine-readable codes or symbols the Company shall print the same as specified or approved by the Customer in accordance with generally accepted standards and procedures.
22.2
The Customer shall be responsible for satisfying themselves that the code or symbol will read correctly on the equipment likely to be used by those for whom the code or symbol is intended and the Company shall be in no way responsible for any loss or damage claimed by the Customer in this respect.
22.3
The Customer shall indemnify the Company against any claim by any party resulting from the code or symbol not reading or not reading correctly for any reason, except to the extent that such claim arises from any failure of the Company to comply with Clause 22.1 above which is not attributable to error falling within the tolerances generally accepted in the trade in printing of this nature.
23. FORCE MAJEURE
The Company shall be under no liability if it is unable to carry out any provision in the Order for any reason beyond the Company’s reasonable control including but limited to (without limitation to the foregoing) Act of God, act of terrorism, legislation, war, fire, flood, drought, import, or export regulations or embargoes, failure of power supply, lock-out, strike or other action taken by employees in contemplation of furtherance of a dispute or owing to any inability to procure materials required for the performance of the Order. During the continuance of such a contingency the Customer may by written notice to the Company at its head office address elect to terminate the Order and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
24. LAW
The construction, validity and performance of these Conditions shall be governed in all respects by the laws of England and Wales.
25. NOTICES
Notices required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to, in the case of the Company its registered address and in the case of the Customer the address last provided or known to the Company and service shall be deemed to have taken place the next working day, in the event of Royal Mail First Class Post, or second working day, in the event of Royal Mail Second Class Post, after the notice was posted.
26. ARBITRATION
Any dispute arising under or in connection with these Conditions shall be referred to arbitration by the single arbitrator appointed by agreement or (in default) nominated on the application of either party by the National Council of The British Association for Print and Communication and all other provisions of the Arbitration Act 1996 shall remain in force as applicable.
SCHEDULE A
Our terms for payment are cash from date of Invoice unless specifically agreed otherwise in writing by a Director of the Company.
If an Invoice becomes overdue by 7days or more we may levy an Administration Charge of £40.00 against that Invoice to cover our internal administration costs in collecting payment.
If the Invoice remains outstanding at the end of the overdue month we may pass it to an agent of the Company’s choosing, who will add their charges to the account for collection. In such a case all outstanding Invoices will fall due and payable immediately.
Please note that we reserve the right to charge interest on overdue amounts and to pass on the cost of collection in accordance with these Conditions and in accordance with EC Directive 2000/35/EC.
DoubleC Printing Limited