TERMS AND CONDITIONS

1. The Definitions
1.1 “Contract” means the contract formed by the Printer’s acceptance of the Order.
1.2 “Customer” means (unless otherwise expressly agreed in writing) the person from whom the Printer accepts Instructions to supply the Goods and Printer shall be entitled to recover payment for the Goods from such person.
1.3 “Goods” means the articles or services or any part thereof described in the Order.
1.4 “Order” means the order placed by the Customer for the supply of the Goods by the printer.
1.5 “Printer” means MEEA or any subsidiary or associated company thereof.

2. Exclusion of Certain Conditions
Unless otherwise agreed in writing by the Printer, these conditions shall override any terms or conditions stipulated incorporated or referred to by the Customer whether in the Order or in any negotiations.

3. Price
All quotations given by the Printer for the Goods will remain fixed for a period of 30 days’ subject to the Printer’s rights to vary any such quotation in the event of an error or omission. Thereafter unless the quotation is specifically referred to in writing as a firm quotation the quoted price may be increased by the Printer to take into account market conditions at the date of actual supply of the Goods under the Order and the Customer shall pay such increased price to the Printer. Without prejudice to their generality the words “market conditions” shall include any increase in the cost of labour, materials, services or transport. Unless otherwise stated, all prices are exclusive of Value Added Tax.

4. Sub-Contractors
The Printer reserves the right to sub-contract the fulfilment of the Order or any part thereof.

5. Deliveries and Force Majeure
5.1 The Printer shall arrange for the delivery of the Goods. Delivery to the Customer shall take place:
a) In the case of Goods for delivery in the U.K. on delivery at the address or addresses specified by the Customer.
b) In the case of Goods for delivery outside the U.K. on delivery to a shipping agent in the U.K. designated by the Printer (or as specified by the Customer).
5.2 Whilst the Printer will use all reasonable endeavours to avoid delay, it shall be relieved of Its obligation here under and shall not in any event be liable to the Customer for any loss or damage whatsoever if it is delayed or prevented from delivering the Goods or performing any service due to any cause whatsoever beyond its control (including without limitations, strikes or labour disputes).

6. Proofs
Author’s corrections, including alterations in style and the cost of additional proofs necessitated by such corrections, will be charged extra. Proofs of all work may be submitted for the customer ‘s approval in that event no responsibility will be accepted by the Printer for any errors not corrected by the Customer.

7. Risk
The Goods shall be at the Customer’s risk immediately on delivery as specified in Clause 5.1.

8. Standing Matter
8.1. Film, plates, drawings, designs, specifications and other materials manufactured and used by the printer in the production of typesetting, negatives, positives, plates and the like shall remain its exclusive property.
8.2. Except as provided in clause 8.3 below, typesetting may be distributed and Litho graphic, photogravure, or other work effaced immediately after the Order is executed unless written arrangements are made to the contrary. In the event, rent may be charged.
8.3 The Printer undertakes not to use any signatures enfaced on any documents for any other purpose that the performance of the Contract.

9. Copyright etc.
9.1. The Customer shall indemnify the Printer against all damages penalties costs and expenses to which the Printer may become liable as a result of work done in accordance with the Customer’s specifications which involved the infringement of any registered design or copyright or any other right of a third party.
9.2. The Customer warrants that nothing whatever shall be included in the Goods which shall constitute a breach or infringement of any copyright which shall be in any way illegal, scandalous or libellous and the Customer will indemnify the Printer against any liability in respect thereof and shall pay all consequential costs and expenses which may be incurred by the Printer arising there from.
9.3. All drawings and specifications supplied by the Printer are copyright and may not be reproduced or disclosed to a third parties without the Printer’s consent in writing.

10. Warranties and Limitations of Liability
10.1 The Printer warrants that the Goods will be manufactured in accordance with the Customer’s specification. All other warranties or conditions statutory or otherwise (including conditions as to quality or fitness for any particular purpose) whether express or implied are hereby excluded insofar as is permitted by law.
10.2 The Printer’s liability to the Customer for any loss or damage incurred by the Customer arising from breach or any of the warranties contained in the Contract or from any other cause whatsoever shall be limited to the cost incurred by the Printer in reprinting the Goods.
10.3 Other than aforesaid the Printer shall under no circumstances be  liable to the Customer for any losses, damage or any third party claims whether direct or indirect, consequential, special or incidental (and whether for the face value of Security Documents or of any other kind whatsoever) arising from any act (including, without limitations, loss theft or destruction of the Goods or printing plates or other working materials on the Printer’s premises or otherwise), the negligence of the Printer, it’s sub-contractors or from any other cause whatsoever.
10.4 Should the services to be rendered to the Customer include domestic or international facsimile or other data transmission services, the Printer’s liability to the Customer for any loss or damage incurred by the Customer due to or arising from any failure or delay in the performance of the facsimile transmission services shall be limited to cancellation of the Printer’s charges for such transmission services. In no case shall the Printer be liable to the Customer or to third parties for any loss of sales, advertising revenue or profit or for any damage injury or expense whatsoever arising directly or indirectly from any such failure or delay on the art of the Printer.
10.5 The Printer is not responsible for any consequential costs incurred through using materials either Sapphire coated, watermarked or converted by the Printer. 

11. Risk of Damage to Customers Property
11.1 Whilst all typescript, tapes, discs, artwork or any other material supplied by the Customer shall remain the Customer’s property, any such items which are left in the custody of the Printer by the Customer shall be so left at the sole risk of the Customer and the Printer shall not be responsible for any loss or damage occasioned to them whilst in such custody.
11.2 The Customer shall at its own expenses insure any such items to the full value thereof whilst in the custody of the Printer.

12. Termination
If the Customer shall make default in or commit a breach of the Contract or of any other of its obligations to the Printer or if any distress or execution shall be levied upon the Customer’s property or assets, or if the Customer shall make any arrangements or compositions with creditors, or commit any act of bankruptcy, or if any petition or receiving order in bankruptcy shall be presented or made against him, or if the Customer is a limited company and any resolution or petition to wind up such company’s business (other than for the purpose of amalgamation or reconstruction) shall be passed or presented, or if a receiver of such company’s undertaking, property or assets or any part thereof shall be appointed, the Printer shall have the right forthwith to terminate any Contract then subsisting and upon written notice of such termination being posted to the Customer’s last known address the subsisting contract shall be deemed to have been terminated without prejudice to any claim or right the Printer any otherwise make or exercise.

13. Lien
In addition to any right of lien to which the Printer may be law be entitled, the Printer shall be entitled to a general lien on all goods and paper or other material supplied by the Customer in the Printer’s possession (although such goods and paper or other material or some of them may have been paid for) for the unpaid price of any other goods sold and delivered to the Customer by the Printer under the same of any other contract. The Printer shall be entitled on the expiry of fourteen days’ notice to dispose of such goods and paper or other material on the best commercial terms reasonably obtainable and to apply any proceeds towards such unpaid price.

14. Suspension of Deliveries
If default is made by the Customer in paying any sum due under any Order as and when it becomes due the Printer shall have the right, without prejudice to its other rights and without incurring any liability to the Customer, either to suspend all further deliveries until the default be made good or to cancel the Order so far as any goods remaining to be delivered thereunder are concerned.

15. Partial Completion
In the case of partial completion of an Order the Printer shall be entitled to be paid for all Goods delivered by it and to a quantum merit in respect of all work done by it without prejudice to its rights should non-completion to occasioned by the Customer.

16. Payment of Purchase Price
16.1 The price payable for the Goods shall be paid by the Customer to the Printer’s offices at 56 Wilbury Way, Hitchin, Hertfordshire SG4 0TP within 30 days from the date of the Printer’s invoice; provided that invoices in respect of postal charges incurred by the Printer on behalf of the Customer shall be paid within seven days of the date thereof.
16.2 Satisfactory business references must be given to the Printer if required.
16.3 Without prejudice to the Printer’s other rights, including the right in any event to sue for the price immediately payment becomes due whether or not property in the Goods has passed, the Printer reserves the right to charge interest to be added to the amount of any delayed payment at the rate of 2 per cent per month or part of a month until payment in full has been received.

17. Financial Risk
If the Printer considers at any time in its absolute discretion that the financial circumstances of the Customer do not justify the credit terms specified in the Contract, the Printer shall, at its option, exercisable by notice in writing to the Customer, be entitled, without incurring any liability to the Customer, either to require payment in cash before commencement of production of the Goods or before despatch of all Goods remaining to be delivered hereunder or to cancel the Contracts or so much of it as remains unperformed without prejudice to any claim for damages and to any other rights or remedies which the Printer may have in consequence of the Customer’s default of in any way arising there from.

18. Seller’s Remedies
No relaxation, forbearance of delay by the Printer in enforcing any of its rights under the Contract herein shall prejudice, affect or restrict the rights of the Printer hereunder, nor shall any wavier by the Printer of any breach operate as a waiver of any subsequent or continuing breach thereof.

19. Retention of Title
19.1 The Work remains the Seller’s property until the Buyer has paid for it and discharged all other debts owing to the Seller.
19.2 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 Buyer’s premises to do so, or to inspect and/or label the goods so as to identify them clearly.
19.3 Unless otherwise agreed in writing, (in which case an extra charge may be made) delivery will be to kerbside at the Buyer’s address and the Buyer will make arrangements for off-loading and for any additional transportation to its storage facility.
19.4 Subject to any agreement as per 4(c) above, delivery involving difficult access and/or unreasonable distance from vehicular access shall entitle the Seller to make an extra charge to reflect its extra costs.
19.5 Should expedited delivery be agreed the Seller shall be entitled to make an extra charge to cover any overtime or any other additional costs.

20. Headings
Headings to the clauses in these Terms and Conditions are inserted for convenience of reference only and shall not affect the construction thereof.

21. Severability
If any provision in these Terms and Conditions (or Part thereof) shall be found to be invalid, ineffective or unenforceability, the invalidity, ineffectiveness or enforce ability of such provisions (or part thereof) shall not affect any other provision (or the remainder of the provisions of which such invalid ineffective or unenforceable part forms part). Accordingly, all provisions (or parts thereof) not affected by such invalidity, ineffectiveness or unenforceability shall remain in full force and effect.

22. Governing Law and Jurisdiction
All contracts incorporating these Terms and Conditions shall be governed by and construed exclusively in accordance with the laws of England and the Customer agrees to submit to the non-exclusive jurisdiction of the English courts.

23. Invoice Queries
All invoice queries must be advised of and put in writing and sent to MEEA Print within 7 working days from receipt of invoice.