Standard Conditions of Contract
(Issued by the British Printing Industries Federation)
- Price variation Estimates are based on the printer’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.
- Tax Except in the case of a customer who is not contracting in the course of a business nor holing himself out as doing so, the printer reserves the right to charge the amount of any value added tax payable whether or not included on the estimate or invoice.
- Preliminary work All work carried out, whether experimentally or otherwise, at customer’s request shall be charged.
- Copy A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
- Proofs Proofs of all work may be submitted for customer’s approval and the printer shall incur no liability for any errors not corrected by the customer 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 printer’s judgement, changes therefrom made by the customer shall be charged extra.
- 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 ownership 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 the 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 30 days the printer shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage.
- Variations 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 l0 per cent for other work being allowed for overs or shortage (4 per cent and 8 per cent respectively for quantities exceeding 50,000) the same to be charged or deducted.
- Claims Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to the printer and the carrier within three clear 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 printer 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 printer within 28 days of delivery. The printer 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.
- Liability The printer shall not be liable for any loss to the customer arising from delay in transit not caused by the printer.
- Standing material (a) Metal, film, glass and other materials owned by the printer and used by him in the production of type, plates, moulds, stereotypes, electrotypes, 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.
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.
- Customer’s property (a) Except in the case of a customer who is not contracting in the course of a business nor holding himself out as doing so, customer’s property and all property supplied to the printer by or on behalf of the customer shall while it is in the possession of the printer 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 printer shall be entitled to make a reasonable charge for the storage of any customer’s property left with the printer before receipt of the order or after notification to the customer of completion of the work.
- Materials supplied by the customer (a) The printer 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 except that if the whole or any part of such additional cost could have been avoided but for unreasonable delay by the printer in ascertaining the unsuitability of the materials then that amount shall not be charged to the customer.
(b) Where materials are so supplied or specified, the printer 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 material supplied shall be adequate to cover normal spoilage.
- Insolvency If the customer 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 printer without prejudice to other remedies shall
(i) 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, and (ii) in respect of all unpaid debts due from the customer have a general lien on all goods and property in his possession (whether worked on or not) and shall be entitled on the expiration of l4 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.
- Illegal matter (a) The printer shall not be required to 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 printer 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 or otherwise arising out of the contract. The indemnity shall extend to any amounts paid on a lawyer’s advice in settlement of any claim.
- Periodical publications A contract for the printing of a periodical publication may not be terminated by either party unless l3 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 printer may terminate any such contract forthwith should any sum due thereunder remain unpaid.
- Force majeure The printer shall be under no liabiltiy 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 printer elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
- Law These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England.
Additional Conditions of Contract issued by limetree offset Ltd
- Payment. Full payment shall become due no later than 30 days from the last day of the month in which delivery (see clause 6 above) was made.
- Interest on delayed / overdue payment. All sums due from the customer to the printer which are not paid on the due date shall bear interest from day to day at the
annual rate of 5% over the base lending rate of the H.S.B.C. Bank plc from the date of default until the date of payment in full whether or not after judgment; and the customer shall reimburse any legal or other costs and expenses incurred by the printer in pursuing an overdue payment and the amount of any such costs and expenses shall be a debt due to the printer immediately upon notification thereof to the customer.
- Title and Risk.
- Delivery of work shall be accepted when tendered,and thereupon or, if earlier, on notification that the work has been completed, payment shall become due.
- The risk in the work and all goods delivered in connection therewith ( hereinwith in this clause called “the Goods”) shall pass to the customer upon delivery.
- Until full payment has been received by the printer for all amounts due to the printer from the customer under this or any other contract:
- Property in the Goods shall remain in the printer.
- Subject to sub - paragraph (iv) hereof, the customer shall be at liberty to sell the Goods in the ordinary course of its business and the proceeds of sale and all rights and claims relating thereto shall belong to and be held by the customer for the printer provided that if the customer sells any of the goods as aforesaid it shall sell as agent and bailee of the printer in law and in equity and shall keep the printer indemnified against any liability whether contractual or otherwise arising from the sale.
- The customer shall not mingle the proceeds of any sale pursuant to the power of sale referred to in clause (c) (ii) with any other monies and shall not pay the same into an overdrawn bank account. The customer shall open a fiduciary account with its bankers and advise them that it holds the entire proceeds of sale as trustee for the printer. The customer shall not be entitled to deal with the monies in the said account other than pay the same over to the printer upon demand notwithstanding any other agreed date for payment of any sum due to the printer from the customer.
- Unless and until sold under the power of sale contained in sub - paragraph (ii) the
customer shall (unless otherwise agreed by the printer in writing): (A) ensure that the Goods are stored separately and marked so that they may be readily identified as the property of the printer; and
(B) upon request inform the printer of the whereabouts of the Goods and procure that the printer shall have access thereto at all times on reasonable notice.
- The customer ‘s right to retain possesion of the Goods and power of sale will automatically determine in any of the following circumstances:-
(A) the customer fails to make the payment of any sum due to the printer under this or any other contract and such sum remains outstanding for more than14 days after the date on which such sum falls due for payment and the printer serves a written notice of termination; or (B) an encumbrancer takes possession or a receiver, administrative receiver, trustee or similar officer is appointed of any part of the assets of the customer; or (C) a distress or execution is levied on or issued against any of the property of the customer and is not paid within seven days after such levy or issue; or (D) a petition is advertised or notice is given of a resolution to wind up the customer (otherwise than for the purpose of reconstruction or amalgamation) or a petition for an administration order is presented in respect of the customer ; or (E) a petition in bankruptcy is presented against the customer; or
(F) the customer is unable to pay its debts within the meaning of Sections 123 or 341(3) of the Insolvency Act 1986 or any statutory modification or re-enactment thereof; or (G) the customer makes any arrangement or composition with its creditors.
- Upon determination of the customer ‘s right to possession and power of sale under sub - paragraph (v) hereof the customer shall place the Goods at the disposal of the printer who shall be entitled to enter upon the premises where the Goods are held for the purpose of removing the same.
- Carriage. Unless specifically agreed all goods shall be consigned to the nominated destinations subject to the ‘Conditions of Carriage 1998’ issued by the Road Haulage Association Ltd of which copies are available upon request.
- Sole Conditions. These conditions all listed above shall apply to any order subject only to variations which shall be valid if agreed in writing and signed by both the Buyer and the seller and in the event of any conflict the conditions of Limetree Offset Ltd shall prevail