Desired Design Limited - Terms and Conditions
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Please note these terms and conditions may change from time to time. Last updated 25/02/2011.
These Conditions shall apply to all goods and services supplied by the Desired Design Limited. Any provision, stipulation or condition in the conditions of order of the person, firm or company to whom such goods and services are supplied (‘the Customer’) or otherwise which conflicts with or in any way qualifies or negates any of these Conditions shall have no effect and these Conditions shall prevail.
1. Charges and Estimates
(a) Desired Design Limited shall charge such costs charges and expenses as shall be agreed in writing with the Customer for the supply of any goods and services. (b) Any estimates given are based on Desired Design Limited’s current costs of production and, unless expressly otherwise agreed in writing are subject to amendment on or at any time after acceptance by the Customer to cover any rise or fall in such costs.
2. Additional Charges
Desired Design Limited reserves the right to make additional charges in respect of all costs charges and expenses incurred by Desired Design Limited beyond normal allowances including but not limited to those caused by or arising out of: (a) copy supplied not being clear and legible; (b) author’s corrections or other work not specified in the estimate; (c) additional use of fax, telex, couriers and similar facilities (d) additional or expedited deliveries, packing or mailing.
3. Preliminary Work
All preliminary work carried out at the Customer’s request, whether experimentally or otherwise, shall be charged to the Customer.
4. Terms of Payment
(a) Desired Design Limited reserves the right: (i) to invoice the Customer for disbursements (including but not limited to postage) incurred by Desired Design Limited and any such invoice shall be due and payable immediately; (ii) to require the Customer to provide payments on account for work done or to be done and expenses incurred or likely to be incurred on the Customer’s behalf; (iii) to suspend work until such payments are made. (iiii) to invoice the client for costs to date for unfinished work where the client has caused a delay to the schedule. An invoice of 33% of the total proposal will be charged to the client for complete termination of a project. (b) All other invoices shall be paid in full within thirty days of the date of invoice unless otherwise agreed in writing. (c) Without prejudice to any other remedy available to it Desired Design Limited shall be entitled to charge interest on overdue invoices at the rate of 5 per cent per annum above the National Westminster Bank Plc base rate from time to time in force and such interest shall accrue at such rate after as well as before any judgment. Non payment will result in legal action. It is Desired Design Ltd policy to pursue non-paying clients through the Small Claims Courts, and this action can result in CCJs (County Court Judgements) which will affect your credit rating. (d) Goods or services supplied to or commenced at the request of an agent for the Customer shall be chargeable to that agent as well as to his principal.
5. Printing and Website hosting
As part of Desired Design Ltd’s graphic design service, Desired Design Ltd may nominate a printing service to you and arrange printing on your behalf with a printer Desired Design Ltd have reason to believe is reliable and cost effective. A surcharge of up to 20% of the total print costs will be charged by Desired Design Ltd for handling of the project. However, Desired Design Ltd accept no liability for the actions of the printing company and will not be liable for any costs incurred or loss of earnings following a failure of the printing service. Any dispute of this nature must be settled between you and the printing company. Desired Design Ltd will not be liable for the cost of reprinting the material. As part of Desired Design Ltd's web hosting service, Desired Design Ltd may nominate a hosting company to you and arrange hosting on your behalf with a hosting company Desired Design Ltd have reason to believe is reliable and cost effective. A surcharge of up to 20% of the total hosting costs will be charged by Desired Design Ltd for handling of the project. However, Desired Design Ltd accept no liability for the actions of the hosting company and will not be liable for any costs incurred or loss of earnings following a failure of the hosting service. Any dispute of this nature must be settled between you and the hosting company.
Proofs of all work may be submitted for the Customer’s approval and Desired Design Limited shall not be liable for errors not corrected by the Customer in such proofs. The Customer’s alterations and additional proofs necessitated thereby shall be charged as additional charges.When style, type or layout is left to Desired Design Limited’s judgement, changes therefrom made by the Customer shall be charged as additional charges. No responsibility will be accepted for any errors in proofs approved by the Customer. Once the final proof is signed off and approved by the customer, the remaining balance is due in order to begin creation of Hi Resolution artwork and any print production.
7. Property and Risk in Goods
(a) The Customer shall be deemed to have accepted the goods and services on delivery but Desired Design Limited shall retain ownership of all materials and goods produced by it to the order of the Customer until all goods and services provided to the Customer have been paid for in full. (b) The risk in the goods shall pass to the Customer upon delivery which for the avoidance of doubt means from the commencement of unloading activities or when collected from Desired Design Limited by the Customer or its Agent as the case may be. (c) Metal film, electronic data and other materials owned by Desired Design Limited or its supplier and used by Desired Design Limited for example in the production of film setting, negatives, positives, plates, etc shall remain the exclusive property of Desired Design Limited or its supplier as the case may be. (d) Any material made available to Desired Design Limited by or on behalf of the Customer shall, while it is in the possession of the Desired Design Limited or in transit, be at the Customer’s risk and Desired Design Limited shall not be liable for any loss or damage to such materials however caused and the Customer shall insure the said material accordingly. (e) (i) Electronic data may be erased from memory and lithographic, or other work effaced immediately after the order is completed unless written arrangements are made to the contrary, whereupon a storage fee may be charged to the Customer. (ii) The Company shall be entitled to destroy any other materials supplied to it by or on behalf of the Customer upon the earlier of 12 months after they come into the Desired Design Limited’s possession or one month after written notice has been given by Desired Design Limited to the Customer. (f) The Company shall be entitled to make a reasonable charge for the storage of any Customer’s property left with Desired Design Limited before receipt of the order or after notification to the Customer of completion of the work.
8. Materials Supplied by the Customer
(a) Desired Design Limited may reject any paper, disks, plates or other materials supplied or specified by the Customer which appear to Desired Design Limited unsuitable. Additional costs incurred if materials are found to be unsuitable during production may be charged to the Customer. (b) Where materials are so supplied or specified by the Customer, Desired Design Limited 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 90 supplied or specified. (c) Quantities of materials supplied shall be sufficient to cover normal spoilage. (d) Any additional costs incurred by Desired Design Limited where disks, etc., are supplied by the Customer without adequate instructions, that result in re-running may at the discretion of Desired Design Limited be charged to the Customer.
9. Periodical Publications
A contract for the printing of a periodical publication shall 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. Such notice may be given at any time but whenever possible should be given after completion of work on any one issue.
10. Indemnity and Illegality
(a) Desired Design Limited shall not be required to print any matter which in its opinion is or may be of an illegal or libellous nature or an infringement of any proprietory or other right of any third party. (b) The Customer shall indemnify Desired Design Limited and keep it indemnified against all or any costs, claims, damages, demands and expenses (including legal costs) which may be incurred by or made against Desired Design Limited by any third party by reason of the supply of Desired Design Limited’s goods or services in accordance with the Customer’s instructions.
11. Claims Against the Company
(a) Desired Design Limited reserves the right at any time to alter its product specification without giving prior notice to the Customer.
The Customer shall be responsible for effecting all necessary insurance in respect of any loss, damage, or expense that it may suffer directly or indirectly in relation to the provision or non-provision of Desired Design Limited’s goods and services.
13. Suspension and Termination
Desired Design Limited shall be entitled: (a) to suspend its performance of the contract if and for so long as the Customer shall be in breach of any of its obligations; and (b) to determine the contract without notice in the event of the bankruptcy, insolvency or liquidation of the Customer at any time or the levying of any distress, execution or other legal process upon’the Customer’s assets or in the event of a receiver being appointed over all or any part of Desired Design Limited’s assets or in the event of a continuing breach by the Customer of any of its obligations.
The waiver or non-enforcement by Desired Design Limited of any breach or non observance of any of these Conditions shall not prevent the subsequent enforcement of these Conditions in full and shall not be deemed a waiver of any subsequent breach.
Desired Design Limited shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to Desired Design Limited by the Customer or its agents and any other confidential information concerning the Customers business or its products which Desired Design Limited may obtain and the Customer shall restrict disclosure of such confidential material to such of its employees, agents or sub-contractors as need to know the same for the purpose of discharging Desired Design Limited’s obligations to the Customer and shall ensure that such employees, agents or sub-contractors are subject to like obligations of confidentiality as bind by Desired Design Limited.
16. Intellectual Property
(a) One creative approach shall be selected and approved by the customer and executed by Desired Design Limited. All ideas, inventions, concepts, materials, designs, artwork, calculations, or similar documents in hard form or electronic format or otherwise (including those not in existence and to be prepared in the future) shall remain the property of Desired Design Limited. (b) Desired Design Limited shall be identified as author of the Intellectual Property in accordance with section 78, Copyright Designs and Patents Act 1988 and shall not have any of its Intellectual Property subjected to derogatory treatment in accordance with section 80 of that Act. (c) Desired Design Limted shall upon payment of its copying charges provide the Customer with copies of all the Intellectual Property from time to time as and when reasonably required by the Client.
17. Force MaJeure
Desired Design Limited shall not be liable for any delay or failure to perform any of its contractual obligations as a result of war, flood, storm, riot, fire, accident, civil commotion, acts of god, government action, failure of power supply, equipment tailure, lock out, strike, default or failure of subcontractor or suppliers or any other cause beyond its reasonable control and Desired Design Limited shall not be liable for any loss, damage or expense suffered by the Customer or any third party arising directly or indirectly from any of such matters.
a) These Conditions shall not be varied, waived or modified except in writing under the hand of a duly authorised officer of Desired Design Limited. (b) These Conditions override any differing conditions which may appear on the Customer’s order form or other document. (c) Desired Design Limited reserves the right to vary these Conditions from time to time subject to giving prior written notice to the Customer. (d) 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. (e) The headings used herein are for convenience only and shall not affect the meaning or construction of these Conditions.
Any notices required to be given under these Conditions shall be in writing and shall be served by prepaid first class letter addressed to the party to which it shall be sent at its principal place of business or such other address as may have been notified pursuant to this provision to the party giving the notice and shall be deemed to be delivered 48 hours after posting.
20. Proper Law and Jurisdiction
These Conditions shall be governed and construed according to English Law and the parties irrevocably submit to the non-exclusive jurisdiction of the English Courts Desired Design Ltd are: Graphic Designers in Birmingham | Solihull | Redditch | Wythall | Tamworth | Sutton Coldfield | Lichfield | The Midlands Web Designers in Birmingham and Solihull Call : 01564 826 054