Terms & Conditions
definitions
"You " and "Your " means The Customer. "Us ", "Our " and "We " means Prevamp Limited whose registered office is at 10 Walton Road, Clevedon, North Somerset, BS21 6AE and whose registered number is 4037391. "Order(s) " means all and any work undertaken by Us for You. Notwithstanding anything to the contrary in Your terms of business, this Order is placed with Us only upon the condition that You accept that any and all materials produced by Us including but not limited to all photographic work, film positive, artwork produced in the course of complying and completing any Order are Our sole and exclusive property.
copyright
The copyright in all materials supplied by You or Your principal pursuant to any Order is hereby assigned to Us unconditionally in order to fulfil all and any Orders placed by You with Us for all purposes and that You and Your principal unconditionally and irrevocably waive all and any rights attaching to such copyright that exist or may exist in any work created in fulfillment of any Order for You, unless specified otherwise by Us. We are able to supply You with all relevant files and resources upon completion of any Order for that Order. We will require a fee set by Prevamp for release of all authorship, ownership and copyright. The supply by You or Your principal of any material pursuant to the Order shall constitute an acceptance by You and Your principal of these terms without variation or addition.
preliminary work
All work carried out at Your request shall be charged at the current rates applicable for work of that kind carried out by Us and shall be based on Our current hourly rates. Please refer to Our current rates card.
estimates
Estimates are based on Our 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. All prices quoted exclude Value Added Tax at the prevailing rate. A further charge may be made to cover any additional work involved where any material supplied by You is not clear and legible and requires enhancing by Us.
copywriting
A further charge will be made for any copy writing or content required in complying and completing any Order placed by You. Please refer to Our current rates card.
advertising
Any Order placed by You which requires Us to buy in advertising will be subject to a booking fee. This is set at 10% of the cost of the advertising fee to Us.
proofs
Proofs of all work may be submitted for Your approval and We shall incur no liability for any errors not corrected by You to any proofs submitted. Any alterations made by You which are not grammatical or are not as per Your original instructions to Us may incur an additional charge. When style, type or layout is left to Our judgement, changes made by You following submission of any proof or proofs shall be re-charged to You on an hourly basis. No printing shall commence unless any proof is signed/approved by You in writing.
payment on account
We will require a payment on account from You before we accept any Order from You. Such a payment will typically represent 20% of the total value of Our quotation or invoice. On receipt of payment from You, We will process Your Order. Late payment may delay completion of Your Order. In such circumstances, we will not be responsible for this delay in completion.
payment terms
Payment terms are 30 days from date of invoice. We will be entitled to hold the Order, or in the case where 30 days have elapsed, charge interest at the rate of 4% above NatWest Bank base rate from time to time to cover any administration costs that We may incur due to late payment.
delivery
Time for delivery of all and any Orders shall not be of the essence. Times given to You for delivery of all finished Orders are a best estimate by Us of delivery and no more. Unless otherwise specified the price quoted is for delivery of the work to Your address as set out on the Production Order Form. A charge may be made to cover any extra costs involved for delivery to a different address. Should expedited delivery be agreed an extra cost may be charged to cover any overtime or any other additional costs involved. Should work be suspended or delayed at Your request for a period of 30 days We shall be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage.
claims
Advice of damage, or partial loss of any Order in transit or of non-delivery must be given in writing to Us within three days of delivery (or, in the case of non-delivery, within 28 days of despatch of the Order and any claim in respect thereof must be made in writing to Us within seven days of delivery (or in the case of non-delivery, within 42 days of despatch). All other claims must be made in writing to Us within 28 days of delivery.
liability
We shall not be liable for indirect loss or third party claims occasioned by delay in completing the work or for any loss to You arising from delay in transit. Where work is defective for any reason, including negligence,Our liability (if any)shall be limited to rectifying such defect and in any event,Our maximum liability shall be the price of the Order placed by You .We do not accept liability for third party loss in any way and the Contracts (Rights of Third Parties) Act 1999 will not apply to any work carried out by Us. We do not accept liability for consequential losses of any kind.
insolvency
If You cease to pay Your debts in the ordinary course of business or cannot pay Your debts as they become due or being a company are deemed 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, We (without prejudice to other remedies) shall:
(i)
have the right not to proceed further with any Order or any other work for You and be entitled to charge for work already carried out (whether completed or not)and materials purchased for You, such charge to be an immediate debt due to Us, and
(ii)
in respect of all unpaid debts due from You ,We have a general lien on all goods and property in Our 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 We think fit and to apply the proceeds to such debts.
(iii)
have the right to proceed with court action against You to reclaim all debt amounting to the invoices issued along with any cost incurred for Us to do so.
force majeure
We shall be under no liability if we shall be unable to carry out any provision of the contract for any reason beyond Our 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 You may by written notice to Us elect to terminate the contract and pay for work done and materials used,but subject thereto shall otherwise accept delivery where available.
proper law
This contract shall be governed by and construed in accordance with English Law and You hereby submit for all purposed of and in connection with this contract to the non-exclusive jurisdiction of the English Courts.
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