Terms and Conditions

1. INTERPRETATION

In these conditions:
1.1 “The Company” means Pinfold Promotions of 15a Queen Street, Southwell, Nottinghamshire NG25 0AA.
1.2 “The Client” means the Client of Pinfold Promotions.
1.3 “The Goods” means the goods detailed in the order made by the Client and accepted by the Company.
1.4 “The Contract of Sale” means the Contract between the Company and the Client for sale of the Goods of which these Terms and Conditions form a part.

2. PRICE

2.1 The Price of the Goods shall be the price stipulated on the order made by the Client and accepted by the Company. The Company may by giving notice to the Client at any time up to delivery of the Goods increase the Price of the Goods to reflect any increase in the cost to the Company which is due to factors occurring after the making of the Contract of Sale which are beyond the reasonable control of the Company (including, without limitation, foreign exchange fluctuations, taxes and duties and the cost of labour, materials and other manufacturing costs).
2.2 The Company reserves the right to increase the Price to reflect any increase in cost to the Company due to changes requested by the Client after the making of the contract of sale.
2.3 The Price is exclusive of VAT which shall be due at the rate falling on the date of a VAT invoice.
2.4 The Company reserves the right to make an additional charge for electronic storage of any material in whole or part which the Client requires for future contracts. The Company however, accepts no responsibility for any loss incurred through loss of data stored electronically or otherwise.

3. PAYMENT

3.1 Payment of the Price and VAT shall be due within (30) days of the date of the invoice.
3.2 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day, until the date of payment at a rate of (2%) per month on all overdue amounts.
3.3 The Company reserves the right to request a sum of money to be paid on account of expenses to be incurred or to deliver interim bills on completion of agreed stages of the Goods. Such requests and bills will be payable on receipt and if the Client fails to pay the amount stipulated in full by the due date, interest shall be charged on any overdue amount in clause 3.2. The Company reserves the right to refuse to proceed to the next stage of production of the Goods unless and until an interim bill or request for monies has been settled in full.
3.4 Any complaint by the Client relating to an invoice must be notified by the Client to the Company in writing within (30) days of the date of the invoice.

4. DELIVERY

4.1 Delivery of the Goods shall be made to one address agreed between the Company and the Client at the making of the Contract of Sale. The Company reserves the right to impose an additional charge for delivery to another address at the Client’s request.
4.2 The Company shall not be liable for any consequential loss or damages arising from late delivery of the Goods, however, the Company will use its best endeavours to deliver the Goods to the Client by the date agreed between the Company and the Client and shall notify the Client of any anticipated delay at the first opportunity, in which case the Client may (unless delay is the fault of the Client) make time of the essence by giving the Company notice that delivery must be effected within (30) working days of the agreed date following which the Client may cancel the Contract without payment in the event of the Company failing to deliver the Goods within the stipulated time.

5. COPYRIGHT

All specifications, visuals, drawings, photographs, artwork, samples, proofs and information provided by the Company to the Client shall remain the exclusive property of the Company and shall not be disclosed by the Client to any third party without the prior written consent of the Company. The copyright for all purposes in all such specifications, visuals, etc. vests and remains in the Company unless and until ownership is assigned to the Client on receipt of an agreed fee.

6. ACCEPTANCE OF THE GOODS

6.1 The Company will make every reasonable effort to ensure that all artwork and production specifications are correct, however, the ultimate responsibility in both respects rests with the Client. It is therefore assumed that the Client will thoroughly check all artwork/proofs/specifications as required before production.
6.2 The Client shall be deemed to have accepted the Goods (3 working days) after delivery to the Client. After acceptance the Client shall not be entitled to reject goods which are not in accordance with the Contract.
6.3 Every endeavour will be made to deliver the correct quantity of Goods ordered, but the Company works upon margins of 5% for work in one colour only and 10% for the work being allowed for overs or shortage, the same to be charged or deducted. Claims for non-delivery are to be made within 28 days of despatch of the Goods.
6.4 Every endeavour will be made to match print colours to the Client’s requirements, but the Client accepts that the Company is unable to guarantee an exact match. In addition, the Company reserves the right to alter any specification or change materials when necessary for reasons beyond the Company’s control. Where possible, the Company shall notify the Client of any anticipated change at the first opportunity, however, any substituted specification or change of materials will be to an equal quality and value.

7. CANCELLATION

7.1 If the Client seeks to rescind a Contract of Sale, the Company reserves the right to charge the Client for costs incurred by the Company to date under the Contract of Sale as follows:
7.1.1 The Company reserves the right to charge the Client for all costs incurred on work including sub-contract work carried out to the date of cancellation.
7.1.2 The Client shall also be liable for all materials, print, type-setting, photography, etc. purchased on behalf of the Client with regards to the contract for sale until settlement of any outstanding invoice. A handling fee of 10% is payable on all purchases made on behalf of the Client.
7.2 The Company reserves the right to rescind the Contract of Sale in the event that the Client 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, the Company without prejudice to other remedies shall have the right not to proceed further with the Contract of Sale or any other work for the Client and is entitled to charge the work already carried out (whether completed or not) and materials purchased for the Clients such charge shall be an immediate debt due to the Company.

8. RISK AND TITLE

8.1 The Goods shall be at the Client’s risk as from delivery.
8.2 Inspite of delivery having been made, title in the Goods shall not pass from the Company until the Client shall have paid the Price plus VAT in full and no other sums whatsoever shall be due from the Client to the Company, provided that if the Goods or any part thereof are resold by the Client before title has passed, the Client shall forthwith hold upon trust for the Company such sum as shall be equal to the amount then owing to the Company in respect of the Goods whether or not the proceeds of such re-sale have been received by the Client provided that nothing herein contained shall affect the Company’s right against the Client, and should the Goods become converted into other products before title has passed, the Company shall have the beneficial ownership of the products as if they were solely and simply the Goods and accordingly, this clause shall apply to the other products as if they were the Goods.

9. LIABILITY

9.1 The Company shall not be liable for indirect loss or Third Party Claims occasioned by delay in supply of the Goods or for any loss to the Client arising from delay in transit.
9.2 Where the goods are defective for any reason, including negligence, the Company’s liability (if any) shall be limited to rectify such defect.

10. ILLEGAL MATTER

10.1 The Company shall not be required to print any matter which in its opinion is or may be of an illegal, immoral or libellous nature.
10.2 The Company shall be indemnified by the Client in respect of any claims, costs and expenses arising out of any libellous matter printed for their Client or any infringement of copyright, patent or design.

11. FORCE MAJEURE

Every effort will be made to carry out the Contract but its true performance is subject to cancellation by the Company or to such variation as it may find necessary as a result of inability to secure labour, materials or supplies or as a result of any act of God, war, strike, or other labour dispute, fire, flood, drought, legislation or other cause (whether of the foregoing class or not) beyond the Company’s control.

12. PROPER LAW OF CONTRACT

These terms and conditions are subject to the Law of England and Wales.