1. Price variation. Estimates are based on the company's current costs of production and, unless otherwise agreed, are subject to amendment on or at any time after acceptance to meet any rise or fall in such costs. Whereas as a Quotation will be deemed to be a fixed price and binding to the company for a period of 28 days from the date of issue.
2. Tax. The company reserves the right to charge the amount of any value added tax payable whether or not included on the estimate or invoice.
3. Preliminary work. All work carried out, whether experimentally or otherwise at the customer's request shall be charged.
4. Copy. A charge may be made to cover any additional work deemed necessary by the company either on artwork or where copy supplied is not clear and legible to the company. All copy or changes to copy, artwork, proofs or the like must be presented properly in writing with symbols for correcting proofs. No responsibility can be taken for telephoned copy or changes to copy, artwork, proofs or the like which are not confirmed promptly in writing by the customer.
5. Proofs. Proofs of all work may be submitted for customer's approval and the company shall incur no liability for any errors not corrected properly by the customer (with symbols for correcting proofs) in proofs so submitted. Customer's alterations and additional proofs necessitated thereby shall be charged extra. When style, type or layout is left to the company's judgement, changes therefrom made by the customer shall be charged extra.
6. Delivery and payment
(a) Delivery of work shall be accepted when tendered and thereupon or, if earlier, on notification that the work has been completed the risk shall pass and payment shall become due.
(b) Unless otherwise specified the price quoted is for delivery of the work to the customer's address as set out in the estimate. A charge may be made to cover any extra costs involved for delivery to a different address.
(c) Should expedited delivery be agreed an extra may be charged to cover any overtime or any other additional costs involved.
(d) Should work be suspended at the request of or delayed through any default of the customer for a period of 28 days the company shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage.
(e) The customer shall reimburse any legal or other costs incurred by the company in pursuing an overdue payment and the amount of any such costs or expenses shall be a debt due to the company immediately upon notification thereof to the customer.
(f) Invoices raised by the company are payable before the end of the month following the month in which the work is delivered. The company retains the right to charge interest upon all overdue amounts at a rate of 8% above the base rate from time to time prevailing, such interest to accrue on a daily basis.
7. Variation in quantity. Every endeavour will be made to deliver the correct quantity ordered, but estimates are conditional upon margins of 5 per cent for work in one colour only and 10 per cent for other work being allowed for avers or shortage (4 per cent and 8 per cent respectively for quantities exceeding 50,000) the same to be charged or deducted.
8. Claims. Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to the company and the carrier within three days of delivery (or, in the case of non-delivery, within 28 days of despatch of the goods) and any claim in respect thereof must be made in writing to the company and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of despatch). All other claims must be made in writing to the company within 7 days of delivery. The company shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (i) it was not possible to comply with the requirements and (ii) advice (where required) was given and the claim made as soon as reasonably possible.
9. Liability
(a) The company shall not be liable for indirect loss, consequential loss, loss of profits or third party claims occasioned by delay in completing the work or for any loss to the customer arising from delay in transit.
(b) Where work is defective for any reason, including negligence, the company's liability (if any) shall be limited to rectifying such defect.
10. Standing material
(a) Metal, film, glass and other materials owned by the company and used by him in the production of type, plates, moulds film-setting, negatives, positives and the like shall remain his exclusive property. Such items when supplied by the customer shall remain the customer's property.
(b) Type may be distributed and lithographic, photogravure or other work effaced immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged.
11. Customer's property
(a) 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 in transit to or from the customer be deemed to be at customer's risk unless otherwise agreed and the customer should insure accordingly.
(b) 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 completion of the work.
12. Materials supplied by the customer
(a) The company may reject any paper, plates or other materials supplied or specified by the customer which appear to him to be unsuitable. Additional cost incurred if materials are found to be unsuitable during production may be charged.
(b) Where materials are supplied or specified, 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 materials so supplied or specified.
(c) Quantities of materials supplied shall be adequate to cover normal spoilage.
13. Insolvency or credit risk. If the customer at any time fails to provide satisfactory evidence of credit worthiness to the company or ceases to pay his debts in the ordinary course of business or cannot pay his 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 being a person commits an act of bankruptcy or has a bankruptcy petition issued against him, the company without prejudice to other remedies shall have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to him.
14. General lien. In respect of all unpaid debts due from the customer the company has a general lien on all goods and property in his possession (whether worked on or not) and shall be entitled on the expiration of 14 days' notice 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.
15. Retention of title. Notwithstanding clause 6 the work shall remain the property of the company until that work and all other work supplied or agreed to be supplied by the company to the customer has been paid for in full and until such time the customer receives and holds the work in a fiduciary capacity as bailee for the company and accordingly shall keep the work separate from other goods on the premises of the customer and marked as being the property of the company. Until such time as property in the work passes to the customer the company shall be entitled at any time to require the customer to deliver up the work and if the customer fails to do so the company shall be entitled to enter upon the premises of the customer or any third party where the work is stored and repossess the work. The customer has the right to sell the work but the proceeds of resale (or such part of the proceeds that is owed to the company) shall be held in a separate account to the company's order and the customer shall assign to the company any rights or claim the customer may have against any sub-purchaser.
16. Illegal matter
(a) The company shall not be required to design, produce artwork, written copy or print any matter which in his opinion is or may be of, an illegal or libellous nature or an infringement of the proprietary or other rights of any third party.
(b) The company shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amounts paid on a lawyer's advice in settlement of any claim.
17. Periodical publications. A contract for the printing of a periodical publication may not be terminated by either party unless 13 weeks notice in writing is given in the case of periodicals produced monthly or more frequently or 26 weeks notice in writing is given in the case of other periodicals. Notice may be given ;at any time but wherever possible should be given after completion of work on any one issue. Nevertheless the company may terminate any such contract forthwith should any sum due thereunder remain unpaid.
18. Force majeure. The company shall be under no liability if he shall be unable to carry out any provision of the contract for any reason beyond his control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to the company elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
19. Law. These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England.
20. Invalidity. If any provision of the contract or these conditions is held by any competent authority to be invalid or unenforceable in whole or in part for whatever reason (including without limitation, lack of registration) the validity of the other provisions of the contract and of these conditions and the remainder of the provision in question shall not be affected thereby and shall continue to bind the customer.