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Terms & Conditions

MACAULAY SCOTT LLP TRADING AS MACAULAY SCOTT PRINTING Co.
(Hereinafter refered to as the Company or We)
STANDARD TERMS AND CONDITIONS OF TRADING

All users of the Company’s services, accept the following terms of business irrespective of the mode or manner of ordering employed by the Customer when ordering the services.

These conditions are to be used in conjunction with details as shown on the Company Order Form (where completed)

1. COST VARIATION:

(a) Quotations are based on the current costs of production and are subject to amendment by the Company on or at any time after acceptance to meet any rise or fall in such costs.

(b) All quotations are made and all orders are accepted subject to these Conditions of Trading and no variation thereof is valid or permitted unless made or authorised in writing by a Proprietor of the Company.

(c) Quotations shall be available for acceptance for a period of 30 days from the date hereof and may be withdrawn by the Company within such period at any time without notice.

2. PRELIMINARY WORK: Work carried our whether experimental or otherwise at Customer’s request will be charged.

3. PROOFS: Author’s corrections, including alterations in style, and the cost of additional proofs necessitated by such corrections, will be charged extra. Proofs of all work may be submitted for Customer’s approval, and in that event no responsibility will be accepted for any errors in them not corrected by him/her.

4. DELIVERY AND PAYMENT:

(a) Delivery of work shall be accepted when tendered and thereupon or on notification that the work has been completed payment shall become due.

(b) Time for delivery is not guaranteed and shall in no circumstances form part of any contract between the Company and the Customer. The Customer shall have no right of action for damages nor to cancel the order in the event of failure to meet any delivery date whether expressly stated or otherwise for whatever reason the same shall have occurred.

(c) Cancellation will only be agreed to by the Company on the condition that:

(i) all costs and expenses incurred by the Company up to the time of cancellation and,

(ii) all loss of profits and other loss or damage resulting to the Company by reason of such cancellation (as to all of which the Certificate of the Company’s Auditor shall be final and conclusive) will be reimbursed by the Customer to the Company forthwith.

(d) Any special terms of payment on any particular Contract shall be subject to prior negotiation but once determined shall constitute a term of the contract. If advance payments are provided the payments must be received by the Company on or before the date. In the event of the Customer failing to make a payment in accordance with the foregoing provisions or the contract terms within 30 days the Customer shall pay to the Company interest on the contract price outstanding at the rate of 3% per calendar month. Prices in respect of deliveries shall become due for payment 30 days after the date of delivery. The time of payment is the essence of the contract and payment at a due date is a condition precedent to further deliveries.

(e) Should expedited delivery be agreed and necessitate overtime or other additional cost then extra charge may be made.

(f) Should work be suspended at the request of or delayed through any default of the Customer for a period of 30 days the Company shall then be entitled to payment for work already carried out and materials specially ordered.

(g) Where no credit account is established, the Customer may be required to supply credit card details to secure the commencement and completion of an order. In the event of non-collection or non-payment payment by other means the Company reserve the right to use said credit card details to settle the outstanding amount.

(h) If payment is not received for any Web hosting or Web design service the Company reserve the right to immediately remove the Customer’s website from viewing on the internet and suspend further work. Such removal or withholding does not relieve the Customer of his obligation to pay any charges or interest.

5. VARIATION IN QUANTITY: Every endeavour will be made to deliver the quantity ordered but quotations are conditional on a margin of 10% being allowed for overs or shortage, the same to be charged or deducted pro rata.

6. CLAIMS: Claims arising from damage, delay or partial loss of goods in transit must be made in writing to the Company and Carrier so as to reach them within three days of delivery, and claims for non-delivery within 28 days of despatch of the goods. All other claims must be made to the Company within 7 days of delivery.

7. LIABILITY:

(a) The Company shall not be liable for indirect loss or third party claims occasioned by delay in completing the work or for any loss to the Customers 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.

8. STANDING MATTER:

(a) Digital origination, film and other materials used by the Company in the production of type, plates, moulds, stereotypes, electrotypes, film-setting, negatives, positives, hard copy and the like shall remain the Company’s exclusive property.

(b) Lithographic, digital information or other work may be effaced immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged.

(c) Origination supplied to the customer in the form of digital information is supplied expressly for his/her personal use and constitutes a loan. Such information may not be supplied or used in part or entirety by a third party unless notification in writing is obtained by the customer from the company prior to any information transfer when a license fee will be charged.

9. CUSTOMER’S PROPERTY: Customer’s property and all property supplied to the Company, by or on behalf of, the Customer, will be held, worked on, and carried at Customer’s risk. Responsibility will not be accepted for imperfect work caused by defects in or unsuitability of material so supplied.

10. MATERIAL SUPPLIED BY CUSTOMER:

(a) The Company may reject any digital media, 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 so supplied or specified, responsibility for defective work will not be accepted by the Company unless this is due to his failure to use reasonable skill and care.

(c) Quantities of materials supplied shall be adequate to cover normal spoilage.

(d) The Company reserve the right to refuse to handle any media which contains a virus or hostile program. In the event a virus or hostile program is detected the media may be deleted.

11. GENERAL LIEN:

(a) Unless the Company shall otherwise specify in writing all goods manufactured for, or supplied or sold by, the Company to the Customer shall be and remain the property of the Company until the contract or purchase price is paid in full and irrespective of any subsequent sale to a third party and notwithstanding that

i) The Customer or the Customer’s agent may obtain possession of the good and

ii) That the risk in the goods shall pass to the Customer on their delivery to the Customer who should therefore insure the same.

(b) Should the goods become constituents of or be converted into other products while subject to the Company’s legal or equitable and beneficial ownership in such other products as if they were solely and simply the goods, and accordingly Condition (a) hereof shall as appropriate apply to such other products.

(c) In the event of the Customer reselling or otherwise disposing of the goods or any part thereof, before the property therein has passed to the Customer then the Customer will until payment in full to the Company of the price of the goods, hold in trust for the Company all of the Customer’s rights under any such contract of resale or any other contract in pursuance of which the goods or any part thereof are disposed of, or any contract by which property comprising the said goods or any part thereof is to be disposed of, and any monies or other consideration received by the Customer thereunder.

(d) If the Customer being an individual (or, when the Customer is a Firm, any Partner in the Firm) shall at any time become bankrupt, or shall have a receiving Order or Administration Order made against him or shall make any composition or arrangement with, or for the benefit of his Creditors, or shall make any Conveyance or Assignment for the benefit of his Creditors or shall purport to do so, or if in Scotland he shall become insolvent or notour Bankrupt, or any Application shall be made under any Bankruptcy Act for the time being in force for sequestriation of his Estate or a Trustee shall be granted by him on behalf of his Creditors, or if the Customer, being a Company shall pass a resolution, or the Court shall make an Order that the Company shall be wound up (not being a Members’ Winding Up for the purpose of reconstruction or amalgamation) or if the Receiver, or Manager on behalf of a Creditor, shall be appointed, or if circumstances shall arise which entitle the Court or a Creditor to appoint a Receiver or Manager, or which entitle the Court to make a Winding up Order then:

i) It is hereby expressly provided that the goods in the possession order or disposition of the Customer at any of the aforesaid times shall not be deemed to be in the Customer’s said possession in such circumstances that the Customer is the reputed owner thereof and

ii) The right of the Customer to possession of the goods shall cease and the Company

iii) shall be at liberty:

(a) To cancel the Order summarily by Notice in Writing without compensation to the Customer or

(b) To give any such Receiver or Liquidator or other person the option of carrying out the contract or

(c) To enter upon the Customer’s or the Customer’s Agent’s premises to recover the goods and the Company is hereby expressly authorised so to do.

12. COPYRIGHT: The copyright of all origination including drawings and designs submitted by the Company to the Customer or the Customers Agents shall remain the property of the Company.

13. ILLEGAL MATTER:

(a) The Company shall not be required to handle any media or print any matter which in his opinion is or of an illegal or libellous nature.

(b) The Company shall be indemnified by the Customer in respect of any claims, costs and expenses arising out of any libellous matter produced for the Customer or any infringement of copyright, patent or design.

14. SUITABILITY OF PRODUCTS: The Company accepts no responsibility as to the suitability of any printed product. In cases where such printing may be used for clothing labels, food packaging etc; it is the Customers sole responsibility to ensure the suitability prior to printing, no claim will be entertained.

15. FULL COLOUR PRINTING: Every effort will be made to obtain the best possible colour reproduction on customers work but due to the nature of the process involved the Company shall not be required to guarantee an exact match in colour or texture between the printed result and any proof or existing copy so supplied. Pantone ink matches cannot be produced using the full colour process. Any proof copies issued are not colour accurate and are issued for content checking only.

16. PRINTED RESULTS: The Company have no control over the production of artwork supplied by customer and or their agents, the guide produced by the Company is a basic guide only and in no way provides an exhaustive or guaranteed result. Where customers or their agents supply artwork for print on disk/CD or via any other electronic means this is done entirely at the customers own risk the Company cannot accept responsibility for the quality or accuracy of the printed product.

17. DOMAIN NAME REGISTRATION

(a) The Company make no representation that the domain name you wish to register is capable of being registered by or for you or that it will be registered in your name. You should therefore not assume registration of your requested domain name(s) until you have been notified that it has or they have been registered. Any action taken by you before such notification is at your risk;

(b) The registration and use of your domain name is subject to the terms and conditions of use applied by the relevant naming authority; you shall ensure that you are aware of those terms and conditions and that you comply with them. For UK domain registrations you shall ensure that you are aware of the terms and conditions of Nominet UK, the UK naming authority, that can be found at http://www.nominet.org.uk/nominet-terms.html and that you comply with them. You shall have no right to bring any claim against us in respect of refusal to register a domain name or cancellation of the domain name by the relevant naming authority. Any administration charge paid by you to us shall be non-refundable notwithstanding refusal by the naming authority to register your desired name.

(c) The Company shall have no liability in respect of the use by you of any domain name; any dispute between you and any other person must be resolved between the parties concerned in such dispute. If any such dispute arises, the Company shall be entitled, at its discretion and without giving any reason, to withhold, suspend or cancel the domain name. The Company shall also be entitled to make representations to the relevant naming authority but will not be obliged to take part in any such dispute.

(d) The Company give no warranty or representation that your domain name is or will continue to be available for your use or that no domain name is or will be registered which conflicts with your domain name or which otherwise affects your use of your domain name.

(e) The Company shall be entitled to withhold the release of any domain name to another provider or “tag holder” unless full payment of all amounts due to us at that time for whatever reason has been received by us:

(f) If payment is not received for any domain name the Company may delete or retain the domain for further sale.

(g) The Company will maintain control of the settings for DNS, web forwarding, email forwarding, nameserver and IPS tag.

(h) Where you register a domain name with another supplier you undertake to provide the Company with access details to enable fulfilment of any contract. You agree to accept legal responsibility for the usage of the domain name and to abide by the terms and conditions set out your domain name supplier.

18. WEBSITE HOSTING AND EMAIL

(a) The Company make no representation and give no warranty as to the accuracy or quality of information received by any person via our servers and the Company shall have no liability for any loss of or damage to any data stored on the servers.

(b) You shall effect and maintain adequate insurance cover in respect of any loss of or damage to data stored on the servers.

(c) You represent, undertake and warrant to us that you will use the Website allocated to you only for lawful purposes. In particular, you represent, warrant and undertake to us that you will not use the Website in any manner which infringes any law or regulation or which infringes the rights of any third party, nor will you authorise or permit any other person to do so;

You will not post, link to or transmit:

i) any material which is unlawful, threatening, abusive, malicious, defamatory, obscene, pornographic, blasphemous, profane or otherwise objectionable in any way;

ii) any material containing a virus or other hostile computer program;

iii) any material which constitutes, or encourages the commission of, a criminal offence or which infringes any patent, trade mark, design right, copyright or any other intellectual property right or similar rights of any person which may subsist under the laws of any jurisdiction.

(d) You shall keep secure any identification, password and other confidential information relating to your account and shall notify us immediately of any known or suspected unauthorised use of your account or breach of security, including loss, theft or unauthorised disclosure of your password or other security information.

(e) If you are found to be sending unsolicited (spam) email through any of our servers your account will be terminated with immediate effect without option of refund.

(f) Where the Company set up a webmail account on your behalf with a third party, the Company accept no resposibility for the usage of that service.

(f) You shall observe the procedures which the Company may from time to time prescribe and shall make no use of the Website which is detrimental to our other customers.

(g) Any access to other networks connected to the Company must comply with the rules appropriate for those other networks.

(h) While the Company will use every reasonable endeavour to ensure the integrity and security of its servers, the Company do not guarantee that the servers will be free from unauthorised users or hackers or from corruption by virus and the Company shall be under no liability for non-receipt or misrouting of email or for any other failure of email or damage to data or operations.

17. FORCE MAJEURE: Every effort will be made to carry out the contract but its due performance is subject to the cancellation by the Company or to such variation a he may find necessary as a result of inability to secure labour, material or supplies, or as a result of any Act of God, War, Strike, Act of Terrorism, Lockout or other labour dispute, fire flood drought legislation or other cause (whether of the foregoing class or not) beyond the Company's control.

18. LAW: These conditions and all other Express Terms of the Contract shall be governed and construed in accordance with the Laws of England.

19. TAX: The Company shall be entitled to charge the amount of any tax payable whether or not included in the quotation or invoice.

20. OUTSTANDING ACCOUNTS: An account will be defined as outstanding after a lapsed time of 30 days from the date of invoice.

The Company reserves the right to charge interest on any outstanding accounts at the rate of 5% per month for each month or part that remains outstanding.

21. LEGAL COSTS: The Company reserves the right to charge any legal or other costs incurred in placing any outstanding accounts into the hands of a Trade Collection Agency or solicitors.