Terms of Business for Tessell8 Limited

These terms and conditions (“the Conditions”) set out the terms in which Tessell8 Limited (hereinafter referred to as The Company) supplies all goods and services to its Customers. No variation to the Conditions will be binding on the Company unless set out in writing and accepted in writing by the Company. By accepting our quote and placing an order based upon it you are agreeing to these terms.

Quotations

Any quotations provided will remain valid for a period of 30 days unless otherwise stated, following which the Company reserves the right to provide an amended quotation.
The Company reserves the right at any time to change the prices (including delivery charges) quoted to the Customer in order to in the suppliers own judgement:-

a) to correct errors or omissions;

b) to reflect any alteration to the Goods requested by the Customer;

c) to reflect any increase in the costs of completing the Contract including, but not limited to increases in costs of production transport charges and insurance

variations in tax or duty or alterations of exchange rates or

d) for any other unforeseen event beyond The Company’s control.

Price

The price quoted is exclusive of VAT and also excludes delivery charges unless otherwise stated.
The prices are per item unless otherwise stated.
All prices are subject to fluctuation due to factors beyond The Company’s control.

Contract

A contract will exist between The Company and a Customer when the Company accepts an order for Goods (hereinafter referred to as The Goods) placed by the Customer whether by telephone or in writing. (hereinafter referred to as The Contract). No previous negotiations, quotations, correspondence or other communication prior to the date of order shall form part of The Contract unless The Company otherwise agrees in writing.

Artwork

Artwork should be provided in pdf format. The company reserves the right to make additional charges if artwork is not provided in this format. Artwork may be supplied in other formats please contact The Company for current information on the various accepted formats. If the Company is required to purchase fonts or other items to be able to print from your files we reserve the right to make charges to cover any related additional costs
In supplying artwork to The Company you confirm that you have the right over the artwork and design for production and The Company is not responsible for any copyright or legal ownership.

Proofs

The Company may supply proofs prior to production and where a proof is supplied The Company will not proceed with production until written approval has been received. Once written approval has been received full responsibility for the artwork will be assumed by the client and The Company will not be held responsible for any errors therein.
Paper and/or electronic proofs may be supplied free of charge (although if there are

multiple changes and re-proofs required The Company reserves the right to charge a fee to be agreed before proceeding).

Printed proofs supplied on the item can be produced at a charge of £50 in addition to the cost of origination.

Colour Matching

The Company will make every effort to match print colours to Pantone Colour references but due to various printing methods and materials there may be some variations in colour. If you require an exact match and no tolerance is acceptable we recommend a product proof. Surcharges will apply for exact colour matches.

Rushed Order Charges

If you require delivery in less time than The Company’s usual delivery terms you must make this clear at the time of ordering. This is often available on request, but the company reserves the right to raise a surcharge at the time of ordering.

Delivery

Delivery charges will be added to all orders placed unless otherwise stated.
A delivery date will be agreed or advised once the order is placed.
While every effort will be made to deliver on time The Company will not accept liability for any loss arising due to late deliveries.

Claims

Deliveries should be carefully checked within 24 hours of delivery and any damages or shortages notified in writing to The Company within 48 hrs of delivery. Failure to do this will nullify any future claim.

Title and Risk

Risk of damage due to loss of the Goods shall pass to the Customer at the time of delivery to the address specified by the Customer or if the Customer (or the delivery addressee) fails to take delivery or postpones delivery of the Goods, the time when the Company has tendered delivery of the Goods.
Goods are not insured against damage during transit. If you require your goods to be insured during transit this must be made clear at the time of ordering. Whilst The Company will endeavour to mitigate any damage or loss during transit The Company cannot be held responsible for damage that occurs during transit.
Notwithstanding delivery and the passing of risk in the Goods, the title in the Goods shall not pass to the Customer until the Company has received in cash or cleared funds payment in full of the Price for the Goods and all and any other Goods or services or other charges for which payment is then due to the Company. Until title passes to the Customer the Customer shall hold the Goods as the bailee for the Company and shall make the Goods available for collection by the Company upon request.

Cancellation Charges

Charges may be made on cancelled orders in addition to a charge for work carried out prior to the date of cancellation being received in writing.
Once an order is placed there is no guarantee that it can be cancelled. Whilst The company will do all it can to halt an order in progress the customer will be liable for all the costs incurred up to the time the production of the order can be halted.

Invoices

Our standard practice is to email invoices, if for any reason you require a paper copy of an invoice the charge for this is £35.00 per invoice.
If you require an invoice to be emailed a second time for any reason the charge for this is £15.00 per invoice emailed.

Warranties and Liability

Save as expressly provided in the Conditions all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.

The Company reserves the right to modify, amend or add any information and conditions to any of its brochures or information contained in its brochures or other documentation including price lists drawings illustrations and measurements.
Whilst every effort is made to ensure the accuracy of the description of Goods or other information provided by the Company in its sales literature or any other documents, no warranty is given and no liability will be accepted by The Company for losses resulting from any mis-description omission typographical error or any other error of whatever nature in its sales literature or other documentation and The Company may correct such errors without any liability on its part.
All advice and recommendations given by or on behalf of the Company to the Customer as to the type or quantity of Goods to be ordered are given without liability on the part of the Company.

The Company shall not be liable to the Customer for any indirect, special incidental economic or consequential loss including without limitation loss of profits loss of revenue loss of goodwill and loss of contracts whether caused by the negligence of the Company or otherwise that arise out of or in connection with the supply of the Goods.
In the event that any exclusion contained in the Contract shall be held to be invalid for any reason and the Company becomes liable for loss or damage that may not lawfully be limited, the Company’s liability shall be limited to the replacement or repair of the relevant Goods, or to a refund of the price for the Goods (or a proportionate part of the price) at the Company’s sole discretion. In no circumstances shall the Company’s liability to the Customer exceed the amount paid by the Customer in respect of the relevant Goods.
Nothing in this Contract shall limit or exclude the Company’s liability in respect of death or personal injury caused by the negligence of the Company.

Payment

You may be required to pay in advance for your first order on receipt of a pro-forma invoice. For future orders providing a credit account has been established, strict 30 days payment terms will apply.
Any discounts that may be offered are on the strict understanding that payment will be received by the due date. If payment is not received by the due date The Company reserves the right to invoice for the difference between the standard rate and the discounted rate offered.
Where the customer fails to pay the company with the agreed terms, and where the company provides ecommerce solutions, the company reserves the right to switch off ecommerce stores, reset pass words, or in other ways, remove access to these ecommerce systems until payment is made. Where the customer has agreed to a monthly fee for the provision of an ecommerce solution, this fee will still be due for any or all of the time the store is inaccessible by the customer as a result of non payment.
The Company reserves the right to charge for any legal or collection charges incurred by using a third party or court proceedings to collect outstanding monies.

Payment Terms

All sums due to The Company from the Customer within the terms of the Contract shall be paid without any set-off or counterclaim.

LATE PAYMENT MAY RESULT IN ADDITIONAL CHARGES AND RETURN OR REMOVAL OF GOODS WITHOUT NOTICE

If payment remains outstanding after the due date the Company may withhold further deliveries of the Goods under this or under any other contract between the Company and the Customer, and/or:

a) charge the Customer interest on outstanding sums at the rate of 10% per annum above the Bank of England base lending rate from the due date until payment in full is received in cleared funds; and/or

b) terminate the Contract in whole or in part and seek to recover damages for breach of contract, and/or

c) Charge a late payment fee. This fee is fixed at £50 or 10% of the value of the invoice (whichever is greater). This charge will be added as soon as the invoice is overdue and will also be charged per complete subsequent month the payment remains overdue.

d) Withhold the provision of services from a company within the same group regardless of the geography or payment history of that company. For the avoidance of doubt, should payments remain outstanding after the due date the company reserves the right to withhold the provision of goods and services for any other companies that are within the same global group or operate under the same brand or affiliated brand, irrespective of the payment history of that company.

Should the Customer be unable to pay its debts as they fall due be placed in liquidation (other than for the reasons of restructuring) be wound up by the courts or come to an arrangement with its creditors then:-

a) if the Goods have been delivered but not paid for the invoice for the Goods shall

become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary;

b) the Customer’s right to keep the Goods shall cease and the goods are to be made available for immediate collection, the company can reclaim or remove any supplied good without notice without any reduction in liability for the customer; and

c) The Company shall have the right to determine any contract or suspend any further deliveries within the terms of the contract with the Customer without liability to the Customer as well as retaining the right to recover any money due for damages resulting from breach of contract.

d) The Company shall have the right to report non payment by the customer to relevant credit agencies.

Intellectual Property

Nothing in these Conditions shall be construed as assigning to the Customer or granting the Customer any interest in any intellectual property rights in the Goods and the Customer shall not at any time in any way question or dispute the ownership by the Company or any other party of the intellectual property rights in the Goods.

Customer Content

(which term for the purposes of these Conditions means marketing material, data, text, audio files, video files, graphics, software, trademarks, trade names and other materials to be provided by the Customer to enable the Company to supply the relevant Goods)

The Customer warrants to the Company that any and all rights in the Customer Content belong to the Customer and that the use of the Customer Content in the supply of the Goods will not infringe the intellectual property rights of any other party. The Customer agrees to indemnify and keep the Company indemnified against any liability which it suffers as a result of the breach of this clause.

We make changes to these terms from time to time. These terms are subject to updates without notice. Please refer back to this page to keep up to date with any changes.

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Terms of Business for Tessell8 Limited