Terms and Conditions
- ‘Seller’ means the party providing the goods or services under these terms and conditions. In this case CCM, Enterprise Close, Millennium Business Park, Mansfield, NG19 7JY.
- ‘Buyer’ means the party contracting with the Seller to acquire the goods and services supplied under these terms and conditions.
- ‘Work’ means all goods (by way of intermediate or finished product) and services supplied by the Seller to the Buyer.
- ‘Intermediates’ means all products produced during the manufacturing process including non-exhaustively discs, film, plate, and intellectual property.
- ‘Preliminary Work’ means all work done in the concept and preparatory stages (including non-exhaustively design, artwork, colour matching).
- ‘Electronic File’ means any text, illustration or other matter supplied or produced by either party in digitised form on disc, through a modem, or by ISDN or any other communication link.
- ‘Periodical Publications’ means publications produced at (normally regular) intervals.
- ‘Insolvency’ means the Buyer is in a position where it is unable to pay its debts or has a winding up petition issues against it or has a receiver, administrator or administrative receiver appointed to it or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him.
These conditions will apply to any contract(s) between the Seller and the Buyer. They override any differing conditions which may appear on the Buyers order form or document issued by the Buyer and may be varied only with the Sellers consent in writing.
- Estimates are based on the Sellers current costs and, unless otherwise agreed in writing, are subject to amendment to meet any rise or fall in such costs that have taken place by the time of delivery.
- Estimates are given exclusive of tax and the Seller reserves the right to charge the Buyer any VAT or other tax payable.
- All work carried out shall be charged. This includes Preliminary Work whether or not the Buyer agrees to that work being taken forward to production.
- Any additional work required of the Seller by reason of the Buyer supplying inadequate copy, incomplete or incorrect instructions or insufficient materials; or late delivery of the same shall be charged.
- Payment shall become due before delivery of the Work. The Seller, at his absolute discretion, may ask for part or full payment in advance of starting the Work.
- If credit facilities have been granted, payment is due by the end of the month following the month of Invoice. If any item(s) remain unpaid by that due date charges will apply in accordance with the Late Payment Commercial Debt (Interest) Act 1998 or any subsequent enactment. In addition, all invoices will become due and payable immediately and will be treated as overdue items, with appropriate charges applied and all costs reasonable incurred in collecting the debt payable by the Buyer.
- Unless otherwise agreed in writing, the price of the Work will be ‘ex-works’ and delivery shall be charged extra.
- Should the Work be suspended or delayed by the Buyer for any reason the Seller shall be entitled to charge for storage and for loss of or wastage of resources that cannot otherwise be used.
- Should the suspension or delay in 3(h) above extend beyond 30 days the Seller shall be entitled to immediate payment for work already carried out, materials specially ordered and any other additional costs.
Credit facilities may be granted to applicants who complete the Suppliers Credit Account Application Form and who satisfy the Suppliers criteria as set out from time to time. Where facilities are granted the Supplier reserves the right to withdraw them at any time, without having to give their reasons and, in such a case, all outstanding invoices become due and payable immediately.
- The Seller will not be liable for any loss or damage of any kind whatsoever caused directly or indirectly by any delay in delivery of the goods nor will any such delay entitle the Buyer to cancel the contract.
- The Seller reserves the right to make deliveries by instalments and to render a separate invoice in respect of each such instalment.
- If the Seller exercises its right to make deliveries in accordance with 5(b) above then any delay in the provision of such deliveries, or failure to deliver any further instalment or instalments, shall not entitle the Buyer to reject the contract or the delivery/service of any other instalment or to withhold payment in respect of any instalment previously delivered.
- Should expedited delivery be agreed an extra might be charged to cover any overtime or any other additional costs involved.
- Should work be suspended at the request of or delayed through any default of the Buyer for a period of 30 days the Seller shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage.
- No claim for non-delivery will be considered unless the Seller is advised in writing within 14 days from the date of invoice.
- Invoices not queried within seven days of receipt will be deemed correct.
- Advice of damage or partial loss of goods must be given in writing to the Seller within 24 hours of delivery and any claim in respect thereof must be made in writing to the Seller within three days of delivery.
6. Material Supplied
- The Seller may reject any materials if in the Sellers opinion they are unsuitable, substandard or of defective quality (unsuitable). The Seller shall charge any additional costs incurred thereby or if materials are found to be unsuitable at any stage during or after production. Such supply or specification must be within a reasonable time prior to production and of an adequate quantity to allow for normal spoilage.
- The Buyer shall indemnify the Seller against any liability, which it may incur as the direct or indirect result of the Buyer supplying, or specifying materials, which are unsuitable. Where materials are so supplied or specified the Seller will take care to secure the best results but will not be responsible for checking or reading the material and responsibility will not be accepted for imperfect work caused by defects in or unsuitable material.
7. Standing Matter
Metal, film, cardboard, glass and other material used by the Seller in production shall remain its exclusive property. Lithographic, photogravure and other work may be destroyed and electronically stored origination material may cease to be stored immediately on completion of the work unless instructions to the contrary in writing are given by the Buyer and accepted by the Seller in which case rent or other appropriate storage fee shall be charged by the Seller.
8. Retention of Title
- The work remains the Sellers property until the Buyer has paid for it and discharged all other debts owing to the Seller.
- If the Buyer becomes subject to Insolvency and the work has not been paid for in full the Seller may take the goods back and, if necessary, enter the Buyers premises to do so, or to inspect and/or label the goods so as to identify them clearly.
- If the Buyer shall sell the goods before they have been paid for in full he shall hold their proceeds of sale on trust for the Seller in a separate account until any sum owing to the Seller has been discharged from such proceeds.
- Where the Buyer is in breach of these Terms or performs any act of Bankruptcy or Insolvency the Seller reserves the right to approach the Buyers customer and to offer the work directly to them, notwithstanding the fact that this involves advising the Buyers customer that the Buyer is in breach or in default.
9. Proofs and Variations
- The Seller shall incur no liability for any errors not corrected by the Buyer where the Buyer has been provided with proofs. The Buyers alterations and additional proofs necessitated thereby shall be charged extra. When style, type or layout is left to the Sellers judgement, changes there from made by the Buyer shall be charged extra.
- Where the Buyer specifically waives any requirement to examine proofs the Seller is indemnified by the Buyer against any and all errors in the finished work.
- Colour proofs due to differences in equipment, paper, inks and other conditions between colour proofing and production runs, a reasonable variation in colour between colour proofs and the completed job will be deemed acceptable unless otherwise agreed in writing.
- With variations in quantity every endeavour will be made to deliver the correct quantity ordered, but estimates are conditional upon margins of 5% for work being allowed for overs or unders the same to be charged or deducted, unless otherwise agreed in writing.
- Advice of damage, delay or loss of goods in transit or of non-delivery must be given in writing to the Seller and the carrier within three clear days of delivery (or, in case of non-delivery, within 3 days of notification of despatch of the goods) and any claim in respect thereof must be made in writing to the Seller and the carrier within seven days of delivery (or, in the case of non-delivery, within 7 days of notification of despatch). All other claims must be made in writing to the Seller within 14 days delivery. The Seller shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the Buyer proves that (i) it was not possible to comply with the requirements and (ii) the claim was made as soon as reasonably possible.
- If the work is defective so that the Buyer may in law reject it, said rejection must take place within 7 days of delivery of the goods, failing which the Buyer will be deemed to have accepted the work.
- In the event of all or any claims or rejections the Seller reserves the right to inspect the work within seven days of the claim or rejection being notified.
- Insofar as is permitted by law where work is defective for any reason, including negligence, the Sellers liability (if any) shall be limited to rectifying such defect, or crediting its value against any invoice raised in respect of the work.
- Where the Seller performs its obligations to rectify defective work under this condition the Seller shall not be liable for indirect loss, consequential loss or third party claims occasioned by defective work and the buyer shall not be entitled to any further claim in respect of the work nor shall the Buyer be entitled to repudiate the contract, refuse to pay for the work or cancel further deliveries.
- Defective work must be returned to the Seller before replacement or credits can be issued. If the subject work is not available to the Seller the Seller will hold that the Buyer has accepted the work and no credits or replacement work will be provided.
- The Seller shall not be liable for indirect loss, consequential loss or third party claims occasioned by delay in completing the work or for any loss to the Buyer arising from delay in transit, whether as a result of the Sellers negligence or otherwise.
- Where the Seller offers to replace defective work the Buyer must accept such as offer unless he can show clear cause for refusing to do so. If the Buyer opts to have the work re-done by any third party without reference to the Seller the Buyer automatically revokes his right to any remedy from the Seller, including but not exclusively the right to a credit in respect of work done by the Seller.
- Where the work will be forwarded by or on behalf of the Buyer to a third party for further processing the Buyer will be deemed to have inspected and approved the work prior to forwarding and the Seller accepts no liability for claims arising subsequent to the third party’s processing.
- The Seller reserves the right to reject any work forwarded to him after initial processing by a third party as soon as is reasonably practicable without processing the work any further. Should the Buyer require the Seller notwithstanding to continue, then the Seller is only obliged to do so after confirmation from the Buyer in writing.
- Nothing in these conditions shall exclude the Sellers liability for death or personal injury as a result of its negligence.
Without prejudice to other remedies, if the Buyer becomes insolvent, the Seller shall have the right not to proceed further with the contract or any other work for the Buyer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the Buyer, such charge to be an immediate debt due to him. Any unpaid invoices shall become immediately due for payment.
13. General Lien
Without prejudice to other remedies, in respect of all unpaid debts due from the Buyer the Seller shall have a general lien on all goods and property of or provided by the Buyer 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.
14. Illegal Matter
- The Seller 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 propriety or other rights of any third party.
- The Seller shall be indemnified by the Buyer in respect of any claims, costs and expenses arising out of the printing by the Seller for the Buyer of any illegal or unlawful matter including which is libellous or infringes copyright, patent, design or any other proprietary or personal rights. The indemnity shall include (without limitation) any amounts paid on a lawyer’s advice in settlement of any claim that any matter is libellous or such an infringement.
15. 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 must be given after completion of work on any one issue. Nevertheless the Seller may terminate any such contract forthwith should any sum due there under remain unpaid.
16. Force Majeure
The Seller shall be under no liability if they are unable to carry out any provision of the contract for any reason beyond reasonable control including (without limiting the foregoing): Act of God/Legislation – war, fire, flood, drought, inadequacy or unsuitability of any instructions, electronic file or other data or materials supplied by the Buyer; 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 Buyer may by written notice to the Seller elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
17. Data Protection
The Buyer is hereby notified that the Seller may transfer personal information about the Buyer to a Credit Agency pursuant to cl 3f above.
These conditions and all other express and implied terms of the contract shall be governed and construed in accordance with the laws of England and the parties agree to submit to the jurisdiction of the courts of England and Wales.
All specifications and notices relied on by either party and all variations to this agreement must be in writing and include a duly authorised signature.
Nothing in these Terms shall affect the rights of Consumers.
All clauses and sub-clauses of the agreement are severable and if any clause or identifiable part thereof is held to be unenforceable by any court of competent jurisdiction then such enforceability shall not affect the enforceability of the remaining provisions or identifiable provisions or identifiable parts thereof in these Terms and Conditions.