Repeat
Performance Multimedia Ltd
STANDARD TERMS AND CONDITIONS OF BUSINESS 5 APRIL 2014
Repeat Performance Multimedia endeavours
to provide the fast, professional service that its clients rightly deserve
and expect, but considers it prudent to lay down these standard Terms and
Conditions.
1. DEFINITIONS The
following expressions have the respective meanings set opposite them:
(a) "the Company" Repeat Performance Multimedia Ltd
(b) "the Customer" the person, firm or company entering
into the Contract with the Company.
(c) "the Services" (i) all processing, recording or replaying,
editing, titling, transferring, copying, printing and/or other services
carried out by the Company, and
(ii) the supply of the Finished Products by the Company.
(d) "Customer's Materials" all audio and video tapes,
reels, cassettes, discs, cartridges, negatives, interpositives, prints,
transparencies, artwork, or other materials of any nature provided by the
Customer to the Company.
(e) "Finished Products" all audio and video tapes, reels,
cassettes, discs, cartridges, negatives, interpositives, prints, transparencies,
artwork, or other materials of any nature produced by the Company pursuant
to the Contract.
(f) "Customer's Client" means a person, firm or company
authorised by the Customer to place orders for the Services and/or the
Finished Products with the Company
(g) "the Contract" the agreement between the Company and
the Customer for the supply of the Services by the Company.
2. APPLICATION OF TERMS
These terms of business shall, subject to any additional
or alternate terms agreed to in writing by the Company, constitute the
entire Contract and shall govern all orders for the Services to the exclusion
of all other terms (whether those of the Customer or otherwise) and of
all representations written or oral made by or on behalf of the Company.
3. ORDERS
Subject to clause 4 below, the Company shall, during the
period of the Contract carry out the Services in accordance with the full,
legible and concise written orders placed by the Customer and by Customer's
Clients duly authorised by the Customer. The Customer shall be liable for
the payment of all charges due to the Company under the Contract, and where
any Customer's Clients place orders with the Company they shall be deemed
to be acting as agents for the Customer and both they and the Customer
shall be personally liable for the payment of all charges in respect of
those orders.
4. ACCEPTANCE AND CANCELLATION
Notwithstanding anything to the contrary in these terms or
elsewhere, the Company shall be under no liability in respect of orders
for the Services placed by the Customer or by the Customer's Clients until
it shall have accepted such order either expressly or implied by commencing
the Services. On the cancellation of any order by the Customer or the Customer's
Client within 24 hours before the relevant Services are due to commence,
then unless the Company is able to mitigate its loss it shall be entitled
to make a cancellation charge to cover its loss which shall be deemed to
be the full amount of the charge which would have been made had the Services
been carried out.
5. CHARGES
(a) Unless otherwise agreed in writing the charges for the
Services will be those published in the Company's price lists at the date
of delivery of the Finished Products. The Company reserves the right to
alter without notice the terms of the said prices at any time during the
subsistence of the Contract.
(b) The Company will give due consideration to any alleged
case of incorrect invoicing to the Customer provided that the Customer
gives written notice of such an event to the Company within 7 days of the
date of the Company's invoice
(c) All charges exclude VAT and, where relevant, VAT will
be paid by the Customer against delivery by the Company of the necessary
VAT invoices.
6. PAYMENT
Unless the Company requires full or part payment in advance
the Customer shall pay in full all charges under the Contract before delivery
of the Finished Products. Where a credit account has been established for
the Customer, payment shall be made by the Customer by the end of the month
following the date of the Company's invoice, or by the date shown on the
Company's invoice, whichever shall be the earlier date. In payment time
shall be of the essence and payments by post are at the risk of the Customer.
Any credit account facilities granted to the Customer may be withdrawn
at the discretion of the Company, whereupon the outstanding balance will
be paid immediately and in full. Without prejudice to any other of its
rights the Company reserves the right to charge interest on the outstanding
balance of all overdue accounts at 100 per cent per annum above the current
Bank of England minimum lending rate.
7. GENERAL LIEN
Without prejudice to its other rights against the Customer
and/or the Customer's clients, the Company shall have a general lien on
the Customer's Materials and on the Customer's Finished Products for any
sums owed by the Customer and/or the Customer's Clients to the Company
and shall have the right, if any part of such sums shall remain unpaid
at the expiration of fourteen days after giving notice to the Customer
or as the case may be the Customer's Clients requiring payment therefor,
to dispose of such Customer's Materials and Finished Products as it thinks
fit (including the sale and/or erasing of tapes and discs for re-use) and
to apply the proceedings of sale or re-use (if any) in or towards payment
of such sums.
8. CUSTOMER'S MATERIALS
On completion of the Services or on earlier termination of
the Contract the Company shall, unless otherwise agreed between the parties,
return all Customer's Materials in its possession to the Customer by such
means as is appropriate, and at the Customer's expense and risk. If the
Customer's Materials are not to be returned they shall, by prior arrangement,
be stored by the Company at the Customer's risk for such time as may be
convenient to both parties.
9. CUSTOMER'S OBLIGATIONSThe
Customer shall:-
(a) supply to the Company such of the Customer's Materials
as the Company decides are necessary to carry out the Services to a suitably
professional standard
(b) ensure that all Customer's Materials supplied to the
Company conform with the specifications laid down by the manufacturer of
equipment used by the Company and shall be liable for (and where relevant
shall indemnify the Company against) any damage caused to such equipment
and any damage, personal injury, death or loss (consequential or otherwise)
caused by or by the use of the Customer's Materials
(c) ensure that no material supplied to the Company is
defamatory, obscene or in any way infringes the rights of any third party,
and the Customer shall indemnify the Company in full against any loss or
liability arising from the control, possession or publication of such material
by the Company.
10. DELIVERY
Unless otherwise agreed the Company shall deliver the Customer's
Materials and Finished Products as directed by the Customer and the Customer
shall pay the Company's delivery charges as appropriate at the time of
delivery. Risk in Finished Products passes on delivery to the Customer,
the Customer's Client, or a carrier or other person acting on behalf of
the Customer or Customer's Client. The Company shall not be liable in any
way for loss or damage to, or for any delayed, defective or non-delivery
of the Customer's Materials or the Finished Products. The Company does
not contract to complete any order at any specified time, although it will
make its best endeavours to meet completion date requirements. The Company
will not be liable for any loss or damage resulting from delivery after
the indicated completion date, nor is the Company responsible for any delays
occurring subsequent to the Finished Products and/or Customer's Materials
leaving the Company's premises.
11. LIABILITY
(a) Subject to (b) below, the Company does not accept any
liability whatsoever for loss or damage arising from any delay in carrying
out the Services or from defects in the Finished Products caused by faults
in the Customer's Materials, and the Company gives no warranties (expressed
or implied) as to the state, quality, merchantability or fitness of the
Finished Products.
(b) If within 7 days after delivery of the Finished Products
the Customer returns any defective Finished Products to the Company, where
such defects arise as a result of the negligence of the Company its servants
or agents in carrying out the Services, the Company will replace the relevant
items or remedy the defects at its own expense but shall not otherwise
be liable in any way in respect of any defect in the Finished Products
or any defective or non-performance of the Services.
(c) the Company endeavours to ensure the security of its
premises and the materials in its possession, but its charges do not reflect
the value of the material recorded on the Customer's Materials, and accordingly
the Company:-
(i) will not be liable for any loss of or damage to the
material recorded on the Customer's Materials, whether as a result of the
negligence of the Company or its servants or otherwise
(ii) shall not be liable in any way for any failure to
perform the Services, or any loss or damage to the Customer's Materials
as a result of any circumstances beyond its reasonable control including
(but not limited to) trade disputes, fire, theft, chemical reaction, equipment
breakdown, power failure or normal deterioration of films, tapes and disks,
and
(iii) shall not be liable for an amount in excess of the
aggregate sum payable under the Contract unless the parties have agreed
in writing on any other sum.
12. COPYRIGHT
The Company undertakes to provide the Services on the express
condition that the Customer holds the copyright in, or has the full authority
of the copyright holder in respect of the use of the Customer's Materials,
and the Customer will ensure that the use of the Customer's Materials and/or
the provision of the Services by the Company shall not infringe the rights
of any third party as to copyright, registered design, trade marks, patents
or otherwise, nor be itself or cause the Company to be in breach of any
statute, regulation or order, and shall indemnify the Company against all
costs, claims, expenses, loss and damage (consequential or otherwise) incurred
by the Company in the provision of the Services whether by reason of such
infringement or breach or by defamation or otherwise.
13. TERMINATION
The Company shall have the right at its own action (but without
prejudice to any of its other rights against the Customer) by notice in
writing to the Customer to terminate the Contract in toto or as
to any order placed pursuant to it, or to suspend performance of any of
its obligations hereunder if:-
(a) any sum owing to the Company under the Contract is
overdue for more than 30 days
(b) the Customer is in breach of Contract
(c) the Customer goes into liquidation (whether voluntary,
compulsory or under supervision) or enters into any compromise or arrangement
with or for the benefit of its creditors, has a receiver appointed over
any of its assets or undertaking, or
(d) any dispute arises over the Customer's copyright or
its authority to permit the Company to use the Customer's Materials.
14. ENGLISH LAW
This Contract shall be governed and constituted in accordance
with the Laws of England.
This page is from the Web site of RPM, Repeat Performance
Multimedia
3 Cockpit Cottages, Cockpit Road, Great Kingshill, High Wycombe, Buckinghamshire HP15 6ER
Visitors welcome by appointment
Tel 020 3286 4018 . | . Skype RepeatPerformance
E-mail:
info@repeat-performance.co.uk
Home:
http://www.repeat-performance.co.uk
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All our prices are quoted in pounds sterling. E.&O.E.
©1990-2021 Repeat Performance Multimedia Ltd
Prices contained in these pages supercede any previously
published, and are subject to our standard terms
and conditions, and to VAT