our terms and conditions
In these Conditions “the Company” means Sumographics. All business undertaken by the Company is transacted subject to the conditions hereinafter set out each of which shall be deemed to be incorporated in any agreement between the Company and its customers.
1. TERMS AND CONDITIONS
Any order accepted by Sumographics whether made verbally or in writing is subject to these Terms and Conditions. In the event of there being any conflict then these Terms and Conditions shall prevail and shall override any Terms or Conditions stipulated incorporated or referred to by the Client in their order, correspondence or negotiations or otherwise. Neither Sumographics or the Client shall be bound by any variation, waiver or addition to these conditions or the terms of order except as agreed by both parties in writing.
2. ORDERS
Cancellation or amendments to orders will only be considered if made in writing by the Client to Sumographics and if the Client compensates Sumographics for all costs and expenses and loss of profit incurred in relation thereto.
3. PRICE
a) Estimates and quotations are based on the current costs of materials and production and are valid for 30 days.
b) Sumographics reserves the right to amend any quotation or estimate on or at any time after acceptance to meet any rise or fall in costs of materials and production.
c) Quotations are exclusive of VAT which will be payable, where applicable, on all invoices.
d) All preliminary work carried out whether experimentally or otherwise at the Client’s request shall be charged as an extra to the price quoted.
4. SPECIFICATION AND PROOF
a) Sumographics will take all reasonable care in carrying out work to the Client’s specification but accepts no liability for the contents of such specification or work.
b) Sumographics shall not be required to carry out any work which in its opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other
rights of any third party.
c) Sumographics shall be indemnified by the Client in respect of any claims, costs, losses and expenses which it may incur as a result of any civil claims or proceedings
brought against it arising out of on any work carried out for the Client. This indemnity shall extend to any amounts paid on lawyers’ advice in settlement of any claim.
d) Whenever practicable a proof will be submitted to the Client for approval. Sumographics shall incur no liability for any errors not corrected by the Client in any proof
submitted.
e) If amendments made by the Client necessitate additional proofs such proofs shall be charged as an extra to the price quoted.
5. FULL COLOUR PRINTING
All reasonable efforts shall be made to obtain the best possible colour reproduction for the Clients work but variation is inherent in the print process and it is understood and accepted as reasonable that, Sumographics shall not be required to guarantee an exact match in colour or texture between the Clients photograph, transparency, proof, electronic graphic file, previously printed matter (whether printed by Sumographics or any other party) or any other materials supplied by the Client and the printed article the subject of the Clients order.
6. DELIVERY
a) Turnaround is measured in Working Days.
b) Sumographics will make all reasonable efforts to meet the delivery date quoted on the order but delivery dates are quoted in good faith and should be treated as
estimates only. Subject to sub-clause (c) below, where time is not expressly agreed to be of the essence of the Contract, Sumographics shall not be liable for any
loss, damage, or expense caused by any delay in dispatch or delivery howsoever the same may be caused.
c) The method and appropriate insurance for delivery will be at the discretion of Sumographics and Sumographics reserves the right to send work by courier and make
an additional charge if necessary.
d) Should work be suspended or delivery delayed at the request of the Client for a period of 30 days or more Sumographics shall be entitled to payment for work carried
out, materials specially ordered and other additional costs including storage.
e) The risk in the work shall pass to the Client at the point the work leaves Sumographics premises.
7. PAYMENT
Invoices are payable within 7 days of date of invoice unless otherwise agreed. In the event of failure to make payment by the due date, interest will be charged at the rate of 5% above the base rate of Barclays Bank from time to time prevailing such interest to accrue on a daily basis.
8. CLAIMS AND LIABILITY
a) Any defect in or damage to or delay in delivery of work must be notified to Sumographics in writing within 7 days of the date of dispatch. Sumographics shall not be
liable in respect of any claim unless such notification has been made.
b) Sumographics shall incur no liability in respect of the work supplied hereunder in the absence of wilful default or neglect on the part of Sumographics or its
employees, agents or sub-contractor.
c) Where work is defective for any reason Sumographics liability shall be limited to rectifying such defect.
d) Every reasonable endeavour will be made to deliver the quantity ordered but quotations are conditional upon a margin of 10% being allowed for overs and
shortages the same to be charged or deducted respectively. All work the subject of claims or complaint (except as to loss) must be retained and made available to
Sumographics for inspection failing which any such claim or complaint cannot be considered.
9. COPYRIGHT AND OWNERSHIP OF MATERIALS
a) Sumographics will retain the ownership of the copyright in all work created by Sumographics at all times.
b) On receipt of payment for work Sumographics will grant to the Client a licence to use the copyright in the work for the purpose for which it was produced for the
period during which Sumographics is employed by the Client. Subject to agreement of terms between Sumographics and the Client, Sumographics will extend the
Licence in the copyright for such further period as may be agreed. Any Licence granted by Sumographics hereunder shall not be assignable without the prior written
consent of Sumographics.
c) Any materials owned by Sumographics and used by it in production of work for Clients shall remain its exclusive property. Materials supplied by the Client shall remain
the Client’s property.
10. ELECTRONIC STORAGE
Sumographics undertake to store electronically materials and resources relating to work carried out for Client for a maximum of three years.
11. CLIENT’S PROPERTY
a) Client’s property and all property supplied to Sumographics by and on behalf of the Client shall whilst it is in the possession of Sumographics or in transit to or from
the Client be deemed to be at the Client’s risk unless otherwise agreed and the Client should insure accordingly.
b) Sumographics 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.
c) Any items can be disposed of by Sumographics if not collected within three months.
12. MATERIALS SUPPLIED BY CLIENT
a) Sumographics may reject any paper, files or other materials supplied or specified by the customer which appear to it to be unsuitable. Additional costs may be incurred if
materials are found to be unsuitable during production and may be charged (except that if the whole or any part of such additional cost should have been avoided but
for unreasonable delay by Sumographics 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, Sumographics will take every reasonable 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) A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
13. LIABILITY FOR DATA DIVULGED OR CORRUPTED THROUGH HACKING, ETC
In the case of a customer who supplies data to Sumographics by e-mail, ISDN or other electronic means, the Client shall indemnify Sumographics against any claim by any person, firm or corporation in respect of or resulting from the divulgence of or corruption to a) any data held by Sumographics in connection with the contract which divulgence or corruption occurs directly or indirectly as a result of unlawful access by any person whatsoever (other than Sumographics or their employees) by electronic means to Sumographics computers and/or ancillary equipment and b) any data (to whomsoever belonging) held by Sumographics which divulgence or corruption occurs directly or indirectly as a result of access by the Client or his employees by electronic means to Sumographics computers and/or ancillary equipment. Provided always that the Client shall have retained a security duplicate of data supplied to Sumographics and makes the same available to Sumographics on request, Sumographics shall restore at their expense any data lost as a result of any such unlawful access by any person other than the Client, its employees or agents. This clause shall not in any event apply in the case of a client who is not contracting in the course of a business nor holding himself out as doing so.
14. INSOLVENCY OR CREDIT RISK
If the Client at any time fails to provide satisfactory proof of credit-worthiness to Sumographics or does not comply with the payment terms under Clause 7 hereof 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 Sumographics 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), materials purchased for the Client, such charge to be an immediate debt due to him.
15. FORCE MAJEURE
Sumographics shall be under no liability if it shall be unable to carry out any provision of the contract for any reason beyond its reasonable 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 of furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. If such contingency continues for a period of thirty days or more the customer may by written notice to Sumographics elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
16. TERMINATION
Both Sumographics and the Client shall have the right at any time by giving notice in writing to the other to terminate this contract forthwith upon the happening of one or more of the following events:
a) If the other shall fail to make any payment within seven days of the due date or to remedy any other breach forthwith upon being so required in writing.
b) If the other shall enter into bankruptcy or liquidation whether compulsory or voluntary (other than for the purposes of amalgamation or reconstruction) or compounds
with or enters into a scheme of arrangement for the benefit of its creditors or has a receiver appointed of all or any part of its assets or takes or suffers any similar
action in consequence of debt.
17. SUB-CONTRACTORS
Sumographics may sub-contract any or all of its obligations, but shall remain liable to the customer therefore. The customer may not withhold payment of any invoice or other amount due to Sumographics by reason of any right or set-off or counterclaim which the Client may have orally to have or for any reason whatever. Any provision of these conditions which is or may be void or unenforceable shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision of these conditions.
18. SEVERABILITY AND WAIVER
In the event that any or one of these terms and conditions shall be found to be void but would be valid if some part thereof were deleted or the period or area of application reduced such term shall apply with such modification as may be necessary to make it valid end effective. Failure to enforce these terms and conditions or any one of them Sumographics shall not be regarded as a waiver of these terms and conditions.
19. VARIATIONS TO TERMS AND CONDITIONS
These terms and conditions may be amended from time to time. The latest version of these terms and conditions may be accessed via the Sumographics website – www.sumographics.co.uk.
20. LAW
This contract shall be governed by and construed in accordance with the laws of England.
Updated May 2018
1. TERMS AND CONDITIONS
Any order accepted by Sumographics whether made verbally or in writing is subject to these Terms and Conditions. In the event of there being any conflict then these Terms and Conditions shall prevail and shall override any Terms or Conditions stipulated incorporated or referred to by the Client in their order, correspondence or negotiations or otherwise. Neither Sumographics or the Client shall be bound by any variation, waiver or addition to these conditions or the terms of order except as agreed by both parties in writing.
2. ORDERS
Cancellation or amendments to orders will only be considered if made in writing by the Client to Sumographics and if the Client compensates Sumographics for all costs and expenses and loss of profit incurred in relation thereto.
3. PRICE
a) Estimates and quotations are based on the current costs of materials and production and are valid for 30 days.
b) Sumographics reserves the right to amend any quotation or estimate on or at any time after acceptance to meet any rise or fall in costs of materials and production.
c) Quotations are exclusive of VAT which will be payable, where applicable, on all invoices.
d) All preliminary work carried out whether experimentally or otherwise at the Client’s request shall be charged as an extra to the price quoted.
4. SPECIFICATION AND PROOF
a) Sumographics will take all reasonable care in carrying out work to the Client’s specification but accepts no liability for the contents of such specification or work.
b) Sumographics shall not be required to carry out any work which in its opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other
rights of any third party.
c) Sumographics shall be indemnified by the Client in respect of any claims, costs, losses and expenses which it may incur as a result of any civil claims or proceedings
brought against it arising out of on any work carried out for the Client. This indemnity shall extend to any amounts paid on lawyers’ advice in settlement of any claim.
d) Whenever practicable a proof will be submitted to the Client for approval. Sumographics shall incur no liability for any errors not corrected by the Client in any proof
submitted.
e) If amendments made by the Client necessitate additional proofs such proofs shall be charged as an extra to the price quoted.
5. FULL COLOUR PRINTING
All reasonable efforts shall be made to obtain the best possible colour reproduction for the Clients work but variation is inherent in the print process and it is understood and accepted as reasonable that, Sumographics shall not be required to guarantee an exact match in colour or texture between the Clients photograph, transparency, proof, electronic graphic file, previously printed matter (whether printed by Sumographics or any other party) or any other materials supplied by the Client and the printed article the subject of the Clients order.
6. DELIVERY
a) Turnaround is measured in Working Days.
b) Sumographics will make all reasonable efforts to meet the delivery date quoted on the order but delivery dates are quoted in good faith and should be treated as
estimates only. Subject to sub-clause (c) below, where time is not expressly agreed to be of the essence of the Contract, Sumographics shall not be liable for any
loss, damage, or expense caused by any delay in dispatch or delivery howsoever the same may be caused.
c) The method and appropriate insurance for delivery will be at the discretion of Sumographics and Sumographics reserves the right to send work by courier and make
an additional charge if necessary.
d) Should work be suspended or delivery delayed at the request of the Client for a period of 30 days or more Sumographics shall be entitled to payment for work carried
out, materials specially ordered and other additional costs including storage.
e) The risk in the work shall pass to the Client at the point the work leaves Sumographics premises.
7. PAYMENT
Invoices are payable within 7 days of date of invoice unless otherwise agreed. In the event of failure to make payment by the due date, interest will be charged at the rate of 5% above the base rate of Barclays Bank from time to time prevailing such interest to accrue on a daily basis.
8. CLAIMS AND LIABILITY
a) Any defect in or damage to or delay in delivery of work must be notified to Sumographics in writing within 7 days of the date of dispatch. Sumographics shall not be
liable in respect of any claim unless such notification has been made.
b) Sumographics shall incur no liability in respect of the work supplied hereunder in the absence of wilful default or neglect on the part of Sumographics or its
employees, agents or sub-contractor.
c) Where work is defective for any reason Sumographics liability shall be limited to rectifying such defect.
d) Every reasonable endeavour will be made to deliver the quantity ordered but quotations are conditional upon a margin of 10% being allowed for overs and
shortages the same to be charged or deducted respectively. All work the subject of claims or complaint (except as to loss) must be retained and made available to
Sumographics for inspection failing which any such claim or complaint cannot be considered.
9. COPYRIGHT AND OWNERSHIP OF MATERIALS
a) Sumographics will retain the ownership of the copyright in all work created by Sumographics at all times.
b) On receipt of payment for work Sumographics will grant to the Client a licence to use the copyright in the work for the purpose for which it was produced for the
period during which Sumographics is employed by the Client. Subject to agreement of terms between Sumographics and the Client, Sumographics will extend the
Licence in the copyright for such further period as may be agreed. Any Licence granted by Sumographics hereunder shall not be assignable without the prior written
consent of Sumographics.
c) Any materials owned by Sumographics and used by it in production of work for Clients shall remain its exclusive property. Materials supplied by the Client shall remain
the Client’s property.
10. ELECTRONIC STORAGE
Sumographics undertake to store electronically materials and resources relating to work carried out for Client for a maximum of three years.
11. CLIENT’S PROPERTY
a) Client’s property and all property supplied to Sumographics by and on behalf of the Client shall whilst it is in the possession of Sumographics or in transit to or from
the Client be deemed to be at the Client’s risk unless otherwise agreed and the Client should insure accordingly.
b) Sumographics 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.
c) Any items can be disposed of by Sumographics if not collected within three months.
12. MATERIALS SUPPLIED BY CLIENT
a) Sumographics may reject any paper, files or other materials supplied or specified by the customer which appear to it to be unsuitable. Additional costs may be incurred if
materials are found to be unsuitable during production and may be charged (except that if the whole or any part of such additional cost should have been avoided but
for unreasonable delay by Sumographics 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, Sumographics will take every reasonable 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) A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
13. LIABILITY FOR DATA DIVULGED OR CORRUPTED THROUGH HACKING, ETC
In the case of a customer who supplies data to Sumographics by e-mail, ISDN or other electronic means, the Client shall indemnify Sumographics against any claim by any person, firm or corporation in respect of or resulting from the divulgence of or corruption to a) any data held by Sumographics in connection with the contract which divulgence or corruption occurs directly or indirectly as a result of unlawful access by any person whatsoever (other than Sumographics or their employees) by electronic means to Sumographics computers and/or ancillary equipment and b) any data (to whomsoever belonging) held by Sumographics which divulgence or corruption occurs directly or indirectly as a result of access by the Client or his employees by electronic means to Sumographics computers and/or ancillary equipment. Provided always that the Client shall have retained a security duplicate of data supplied to Sumographics and makes the same available to Sumographics on request, Sumographics shall restore at their expense any data lost as a result of any such unlawful access by any person other than the Client, its employees or agents. This clause shall not in any event apply in the case of a client who is not contracting in the course of a business nor holding himself out as doing so.
14. INSOLVENCY OR CREDIT RISK
If the Client at any time fails to provide satisfactory proof of credit-worthiness to Sumographics or does not comply with the payment terms under Clause 7 hereof 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 Sumographics 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), materials purchased for the Client, such charge to be an immediate debt due to him.
15. FORCE MAJEURE
Sumographics shall be under no liability if it shall be unable to carry out any provision of the contract for any reason beyond its reasonable 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 of furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. If such contingency continues for a period of thirty days or more the customer may by written notice to Sumographics elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
16. TERMINATION
Both Sumographics and the Client shall have the right at any time by giving notice in writing to the other to terminate this contract forthwith upon the happening of one or more of the following events:
a) If the other shall fail to make any payment within seven days of the due date or to remedy any other breach forthwith upon being so required in writing.
b) If the other shall enter into bankruptcy or liquidation whether compulsory or voluntary (other than for the purposes of amalgamation or reconstruction) or compounds
with or enters into a scheme of arrangement for the benefit of its creditors or has a receiver appointed of all or any part of its assets or takes or suffers any similar
action in consequence of debt.
17. SUB-CONTRACTORS
Sumographics may sub-contract any or all of its obligations, but shall remain liable to the customer therefore. The customer may not withhold payment of any invoice or other amount due to Sumographics by reason of any right or set-off or counterclaim which the Client may have orally to have or for any reason whatever. Any provision of these conditions which is or may be void or unenforceable shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision of these conditions.
18. SEVERABILITY AND WAIVER
In the event that any or one of these terms and conditions shall be found to be void but would be valid if some part thereof were deleted or the period or area of application reduced such term shall apply with such modification as may be necessary to make it valid end effective. Failure to enforce these terms and conditions or any one of them Sumographics shall not be regarded as a waiver of these terms and conditions.
19. VARIATIONS TO TERMS AND CONDITIONS
These terms and conditions may be amended from time to time. The latest version of these terms and conditions may be accessed via the Sumographics website – www.sumographics.co.uk.
20. LAW
This contract shall be governed by and construed in accordance with the laws of England.
Updated May 2018