Terms & Conditions

GENERAL

1. The placing of an order by a client and the acceptance of that order by NinetyFive Creative Ltd (known as 95C herein after) brings into being a contract on 95C terms and conditions as detailed in the following paragraphs.

2. In addition to these terms and conditions any special terms and conditions agreed between the client and 95C prior to the client signing the order form shall apply. Where there is inconsistency between terms agreed verbally and terms recorded on the order form (which has been signed by the client) the terms on the order form shall prevail.

3. All confirmation of orders shall be in writing either in an email or the clients official order form or letter head, and shall be signed/initialled by the client, or in the case of a company, by a responsible person representing the client.

4. In exceptional circumstances and entirely at its own discretion 95C may accept an order given verbally by an existing or former client who has had notice of these terms and conditions; these terms and conditions shall apply equally to an order given and accepted.

5. In the case of 95C accepting an order verbally, the client shall confirm such an order in writing as soon as practicable. In the absence of written confirmation 95C will not accept liability for any error in executing the order.

6. 95C reserves the absolute right to refuse any order whatsoever and for whatever reason. Particularly in cases where 95C has reason to believe that acceptance and execution of the order will lead to a breach by 95C of the laws of obscenity, libel or copyright, or to the aiding and abetting of such a breach by any other part.

FEES AND PAYMENTS

Fees

7. The fee payable by the client for the execution of any order shall be in accordance with 95C fee ruling at the time of the acceptance of the order. 95C reserves the right to alter its rate card at any time and without notice.

8. 95C reserves the right to make additional charges when completion of an order is requested/required in less than normal delivery time for the type of work ordered.

Day Definition:

9. A day is defined as a continuous eight-hour period within 24 hours. Hours worked in excess of the agreed quotation / estimate / project specification will be charged at the current hourly rate.

VAT:

10. The rate card published from time to time by 95C is exclusive of Value Added Tax. Value Added Tax will be added to all charges at the current rate.

11. 95C reserve the right to pass the cost to the customer of VAT charged by suppliers, other than UK suppliers, whether or not in the EU, if 95C is charged. 95C is required to charge UK VAT if services are booked in the UK for a UK company.

Exchange Rate:

12. All estimate / quotation prices are in GB Pounds. Goods and services supplied from other countries will be calculated at the prevailing current rate of the Euro or other currency at the time of the event. 95C reserve the right to pass on to the client exchange rate fluctuations in excess of 1% of the rate shown at the date payment is made or received.

Payment:

13. Payment terms shall be “payment with order” or “payment on delivery” at the discretion of 95C, unless a payment schedule has been agreed by 95C and the client in writing.

Payment Schedule:

14. 95C require payment of as follows: 50% with immediate effect once estimate / quotation agreed 50% to be paid 30 days following the final invoice.

15. The payment schedule is to be agreed by both 95C and the client in writing.

Charges over and above agreed initial quotation:

16. Any additional agreed charges for the project, incurred for the project, will be forwarded for payment within 30 days of invoice date.

17. All outstanding invoices shall be settled in full by the client no later than 30 days from invoice date or at a time agreeable and accepted in writing by both 95C and the client.

18. Any account with an outstanding balance which is overdue by more than 60 days will be referred to a debt collection service. This may affect the client’s credit rating and may lead to court action.

19. 95C reserve the right to charge the client interest on invoices, which have not been paid within 30 days of the due date, until payment in full at 3% above Lloyds Banks Plc’s base rate.

METHODS OF PAYMENT

20. All cheques shall be payable to NinetyFive Creative Ltd. In the event of a cheque not being honoured on presentation for what ever reason 95C reserves the right to charge an administration fee for each presentation and re-presentation of the cheque.

21. Payment may be made by bank transfer (BACS) using the following details Account name: NinetyFive Creative Ltd. Account number: 67469560 Sort code: 30-99-90 Bankers: Lloyds TSB Plc 4 The Cross, Worcester, Worcestershire, WR13PY

DESIGN & PRINT PRODUCTION LIABILITY

22. 95C will take all reasonable care in the handling and processing of all materials belonging to the client.

23. Where original materials are submitted to 95C in the form of computer disks or any other electronic or digital erasable media it shall be the responsibility of the client to maintain their own master copy independently of the material submitted to 95C. On computer disk or other electronic or digital erasable media of which the client does not have another copy, the client shall inform 95C of that fact either before or when the material are submitted to 95C. If the client fails to inform 95C, 95C’ liability for loss of or damage to any such material shall not exceed £50 per item.

24. Unless otherwise specifically agreed by 95C in writing any date or time given for the completion of an order is a guide only. 95C shall not be liable to the client or any third party for losses arising for delay in completing the order.

Accuracy of Size and Colour Matching:

25. Sizes quoted are nominal. It is the client’s responsibility to inform 95C at the time of ordering if any dimensions are critical.

26. The client must accept that close colour matching is subjective and that totally accurate colour matching to 100% fidelity is rarely possible. However, 95C will endeavour to achieve the closest possible colour match within the limitation of materials and processes used. Where accurate colour matching is essential, the client shall provide sample materials for use by 95C as colour matching guides. Pantone colours will be near matched where possible but ref. numbers must be given in writing.

Copyright:

27. It shall be the responsibility of the client to ensure that all materials presented for processing, printing, copying, duplication, restoration or any other process of reproduction are free from any third party claims for breach of copyright or license.

28. By placing an order with 95C the client certifies and warrants that (i) no copyright exists in the material(s) or (ii) the client is the owner of the copyright in the material(s) and that any reproduction by 95C will not infringe the rights of any existing licence or (iii) the client has the valid authority of the copyright owner (or of an existing licensee of the copyright owner) to authorise the reproduction of the material(s) as required by the order.

29. The client acknowledges that the breach of copyright in the course of trade or business is both a civil wrong and a criminal offence under the terms of the Copyright, Designs and Patents Act 1988.

Original Work Created by 95C:

30. Where the terms of the order require 95C to create original works the copyright in such and image(s) shall be the property of 95C in accordance with the Copyright, Designs and Patents Act 1988. 95C shall grant to the client at no additional charge a licence to reproduce the images in non-photographic form in any quantity and in any part of the world for a period of three years from the date of the invoice. Any digital reproduction shall be carried out only by 95C. Any extension to the licence beyond the three year period shall be subject to negotiation and further agreement between the client and 95C.

31. All materials on which original works are created by 95C shall remain the property of 95C and 95C undertakes to file and store all such original materials safely and to make them available for future reproduction. Where 95C gives possession of original materials to the client such material shall nevertheless remain the property of 95C and shall be given to the client on free loan for the duration of the copyright license. Prints (whether from negatives, transparencies or digital files) will become and remain the property of the client. However the client acknowledges that ownership of any physical materials such as prints, transparencies or digital files/disks does not imply ownership of the copyright of the images on them (which remains the property of 95C in accordance with paragraph 32 above) or any right to reproduce or authorise the reproduction of any such images by any means.

32. Original artwork which may be commissioned by a client for specific events / purposes and is charged accordingly may become the property of the client subject to all outstanding payments having been received within the agreed payment period.

Artwork:

33. The client shall ensure that artwork sketches and specific instructions supplied by him/her or his/her agents shall be accurate, unambiguous and clearly legible.

Proofs & Additional Work:

34. Proofs may be submitted for client approval. 95C shall not be liable for any errors that have not been corrected by the client. Client alterations, other than alterations arising from mistakes on the part of 95C, may give rise to an extra charge. Equally additional work caused by omissions or ambiguity in the client’s copy or instructions may also incur an additional charge. In either such case any additional charge shall be made, such reasonable amount as reflects the additional work which 95C has had to undertake.

35. The completed materials produced by 95C shall correspond with the description referred to on the order form and with any approved sample, illustration, descriptive material or artwork save where such sample, illustration, descriptive material or artwork has been made available by 95C for illustrated purposes only.

Standing Materials:

36. Metal, film, glass, computer disks and other materials used in the production or delivery of artworks shall remain the property of 95C. Such items when supplied by the client shall remain as the client’s property.

Cancellation:

37. Notice of cancellation or curtailment must be given in writing and is effective from the time of reception during normal office hours 0900-1730 Monday to Friday, not including UK public holidays, by 95C.

38. Where the order is cancelled before completion, 95C reserves the right to charge for work carried out plus a percentage of the total amount.

Delivery:

39. Dispatch of completed material will normally be by First Class letter post, delivery by 95C own delivery service or any other carrier chosen by 95C or the client. Where and when applicable 95C will charge for postage, package and delivery. The carrier shall be deemed to be the agent of the client and 95C shall not be liable for any loss or damage occurring while the completed materials are in transit.

40. The client shall inspect the completed materials on delivery and shall within five working days of delivery notify 95C of any alleged defect, shortfall in quantity, damage or failure to comply with description or sample. If the client so notifies 95C it shall return the completed materials together with all associated paperwork and packaging to 95C within seven working days of said notification. If the client shall fail to notify 95C the completed materials shall be conclusively presumed to be in accordance with the contract and free from any defect or damage which would be apparent on a reasonable examination of the completed materials and the client shall be deemed to have accepted the completed materials.

Subsistence & Travel:

41. Where the estimate / quotation price includes travel expenses for staff to / from a training venue or meeting place, subsistence while travelling to / from the venue and an allowance per person per day for subsistence on site for evening meal. The client provides lunch and refreshments during working hours for the staff. Appropriate staff accommodation (if required) is to be provided by the client, on a bed and breakfast basis.

42. Hotels, travel expenses and subsistence, where not provided by the client, are charged at cost except as otherwise shown. All prices in estimate / quotation are shown net of VAT.

43. An additional charge will be made where the client does not provide travel expenses, subsistence and accommodation.

Insurance:

44. The estimate / quotation price includes public liability insurance to £2,500,000, and professional indemnity insurance to the value of £250,000

Cancellation:

45. Notice of cancellation or curtailment must be given in writing and is effective from the time of reception during normal office hours 0900-1730 Monday to Friday, not including UK public holidays, by 95C.

46. Where the event is cancelled or curtailed within 30 days of the scheduled first set up day, the full quoted fees and expenses are payable.

Copyright:

47. The client is responsible for clearing all copyrights or permissions required to use copyright material supplied by the client for use at the performances or events unless otherwise agreed in writing by 95C prior to any use.

LIEN & RETENTION OF TITLE:

48. 95C shall have a right to retain all of the client’s materials in its possession and shall reserve the right to retain any such materials until all monies due and payable have been received.

49. In the event of non-payment in accordance with these terms and conditions for any original work created by 95C the licence to reproduce the image(s) shall be thereby immediately revoked without further notice from 95C thereby rendering any reproduction of the image(s) by the client a breach of copyright for which 95C reserves the right to take such legal action as may be appropriate. E&OE

NinetyFive Creative Ltd
29 Foregate Street, Worcester, WR11DS
T: +441905 388160  |  enquiries@ninetyfivecreative.com  |  www.ninetyfivecreative.com
Registered Office
Prospect House, Signet End, Burford, Oxford, OX18 4PZ
VAT Registration No. 909 6020 32, Company No. 5686234, Registered in England.