GENERAL
In these Terms and Conditions “the Company” means Garry Morris trading as ThinlineCreative: The Coach House 18a Derby Road Heaton Moor, Stockport, Cheshire “ Goods” means the goods sold and/or services rendered by the Company “ the Customer” means the person, firm or company buying the Goods.
The Customer represents that it enters into the Contract in the course of its business and not as a consumer.
These Conditions shall apply to the Contract except where expressly excluded by the Company in writing. Any general Conditions of Order or other Terms of Business offered on behalf of the Customer shall, if inconsistent with these Conditions, be deemed to have been rejected by the Company unless expressly accepted in writing by Garry Morris of the Company.

QUOTATIONS AND PRICES
Any quotation given by the Company shall be open for acceptance by the Customer for a period of 30 days and if not accepted within this period shall be withdrawn by the Company.
Every endeavor will be made to deliver the correct quantity ordered, but quotations are conditional upon margins of 5 per cent for work in one colour and 10 per cent for other work being allowed for overs or shortages.
Customer’s alterations and additional proofs shall be charged extra.
Where copy supplied is not clear and/or legible an extra charge may be made to cover any additional work involved.
If the Company’s costs incurred in respect of the Goods increase due to the following circumstances which may occur after the Customer’s Order was accepted, the Company may at its option at any time before delivery give notice to the Customer of an increase in the Contract price under this Condition due to:
Variation and/or alteration of instructions and/or details and/or a failure by the Customer or its representative to provide the same.
Overtime costs incurred if the delivery date does not permit sufficient time for the work to be completed during normal working hours i.e. 9 am -6 pm Monday to Friday.
The Company reserves the right to sub-contract work and where the quotation given includes an estimate or reserve in respect of the costs of a sub-contractor such estimate or reserve whilst given in good faith is subject to formal confirmation and will not be binding upon the Company unless and until ratified by the sub-contractor.
Any Order accepted by the Company may be amended or cancelled by the Customer only with the Company’s written consent. Any costs incurred by the Company in connection with that Order may be charged to the Customer.
All work carried out at the Customer’s request whether experimentally or otherwise shall be charged to the Customer.
Value Added Tax will be charged in accordance with United Kingdom legislation in force at the tax point date whether specified on the quotation or not.

DELIVERY
Time of delivery shall not be the essence of any Contract.
Any delivery date specified is a genuine forecast in the light of current conditions but shall not be legally binding on the Company and is subject to extension to cover delays caused by events beyond the Company’s control.
Where at the request of our Customer we are asked to forward Goods by Post, BritDoc, Rail, Carrier or any other means, an appropriate charge will be rendered for this service.
Whilst every reasonable precaution will be taken to ensure accuracy of despatch, no claims will be accepted by the Company in the event of damage to or non-delivery or late delivery of Goods by whichever means of transport have been used once the Goods have left the Company’s premises.
Any additional work to replace lost or damaged Goods will be charged for.

TERMS OF PAYMENT
Payments shall be made to the Company’s business address and are due no later than 30 days from this Customer Order Form date quoted over leaf, or earlier if specified
The Company reserves the right to charge and be paid interest on all sums due from the Customer at the rate of 5% above Lloyds Bank plc base lending rate from the date upon which payment is due until the date upon which it is received as well after as before judgement.
Invoices are payable in full and the Customer shall not be entitled, for any reason whatsoever, to withhold or set-off payment or make any counterclaim.
The time of payment shall be the essence of the Contract.
Dishonoured cheques will be charged at £40.00 per presentation.

DEFECTS IN THE GOODS
The following terms will apply to all Goods supplied by the Company whether artwork has been created by the Company or the Customer has supplied the artwork files.
Whilst every care is taken by the Company when designing work/processing files for visuals before print, it is the responsibility of the Customer to proof bromides/films immediately upon receipt whether laser proofs have been supplied by the Company or not.
The Company shall not be liable in any way whatsoever for any defects in Goods beyond the Company’s reasonable control.
If the Customer alleges that the Goods do not conform to the Customer’s Order whether as to content or quality it shall notify the Company within three working days of delivery by letter or facsimile transmission of such allegation and the failure to make such notification shall be deemed to be conclusive evidence of the conformity of the Goods to the Customer’s Order in every respect.The Company’s liability for defects in the Goods caused by the negligence of the Company shall be limited to the replacement by the Company of the artwork bromides/films at no cost to the Customer provided that such defect is notified in accordance with clause 5(c) above and the Goods have been returned for scrutiny by the Company as evidence of the alleged defects.
In any event the liability of the Company for defects/errors in the Goods shall be limited to a sum equivalent to the invoice price of the Goods in respect of which any claim is made against the Company.
The Company shall NOT be liable for any claims for consequential loss or loss of profit or any other loss calculated on a time basis of whatsoever nature including claims for cromalins, plates or printing costs.
Where a complaint or a claim has been made in respect of Goods proved or alleged to be defective the Company may suspend further deliveries of any Goods under this Contract which may have the same or similar alleged defects until the validity of such complaint or claim has been finally determined. In such event the applicable delivery dates shall be postponed accordingly.
Colour separated films will not be guaranteed for registration.
The Company shall not be liable for indirect loss or third party claims occasioned by delay in completing the work nor for any loss to the Customer in delay of transit and the Customer is advised to obtain insurance.

RISK , TITLE AND INTELLECTUAL PROPERTY RIGHTS
Unless otherwise agreed in writing and signed by both parties the entire copyright, design and all other intellectual property rights subsisting in or attached to the Goods belongs to the Company and shall not be licensed or assigned to the Customer other than as provided for herein.
This Contract shall operate as a licence for the Customer to use the Goods and the intellectual property rights therein as provided for over leaf until the date payment is due and, provided that payment in full is made for the Goods on or before 5 pm on the date due, this Contract shall operate as an automatic licence (or an automatic assignment of intellectual property rights if this is agreed in writing and signed by both parties) for the Customer to continue to use the Goods and the intellectual property rights therein as provided for overleaf subject to the terms herein, but, if payment in full is not made on or before 5 pm on the date due for payment there shall be no assignment of rights and any right or licence the Customer may have had to use the Goods and any intellectual property rights herein contained shall be automatically revoked and the Company reserves the right to take such action as may be necessary and appropriate in both the civil and the criminal courts and all intellectual property rights in the Goods shall remain the property of the Company and the Customer shall have no further right to use Goods in anyway prohibited by the Contract or statute or common law unless otherwise agreed in writing by the Company and signed by Garry Morris of the Company.
Title to the Goods shall not pass to the Customer until payment in full of the price agreed for the Goods and until such payment is received in full by the Company the Customer shall have possession of the Goods as bailee for the Company and shall store the Goods in such a way as to enable them to be identified as the property of the Company, provided that, if the Customer is purchasing the Goods for resale the Customer may act as agent for the Company and sell or deliver the Goods to a third party in the ordinary course of the Customers business on condition that until such payment as aforesaid the Customer shall hold all the proceeds in trust for the Company in a separate interest bearing account and further, the Customer hereby assigns to the Company all rights and claims which the Customer may have against it’s Customer arising from such sale until payment is made in full as described hereunder.
The Company reserves the right to repossess any Goods in respect of which payment is overdue and following such repossession to resell such Goods if possible and for this purpose the Customer hereby grants an irrevocable right and licence to the Company, it’s servants and agents to enter upon the Customer’s premises with or without vehicles during normal business hours and this right shall continue not withstanding the termination of this Agreement for any reason and is without prejudice to any other rights of the Company.
All rights and licences granted or made to the Customer hereunder by the Company are conditional on the Goods and any intellectual property rights therein being used only for the purposes agreed over leaf and the Customer hereby undertakes and agrees to promptly notify the Company in order to obtain it’s approval (which shall not be unreasonably withheld or delayed) to use the Goods and/or any intellectual property rights therein contained for any additional purpose including, but not limited to re-use, re-print or duplication and the Customer further agrees to pay the Company the appropriate fee as listed in the Company’s scale for such charges from time to time, copies of which are available on request.
All risk in connection with the Goods shall pass to the Customer upon delivery but, where the Goods are collected by or on behalf of the Customer from the Premises of the Company or the Premises of any Agent or sub-contractor of the Company the risk shall pass to the Customer at the time the Goods are handed over.

LIBELLOUS/ILLEGAL MATTER
The Company shall not be required to process any matter which, in its opinion, is or may be of any illegal or libellous nature or of an infringement of the proprietary, intellectual property or any other rights of any third party.
The Company shall be completely indemnified by the Customer in respect of any claims, costs, and expenses arising out of any libellous matter or any infringement of Copyright, Patent or design or any other proprietary, intellectual property or personal rights contained in any materials processed for the Customer and the indemnity shall extend to any amounts paid on Lawyer’s Advice in settlement of any claim.
The Company shall be at liberty at any time to discontinue work if in the Company’s opinion such work may be libellous or illegal and in such circumstances the Customer shall be liable to pay the Company for the work carried out prior to the date of discontinuance.

OWNERSHIP OF ARTWORK/MAGNETIC MEDIA/PRINT/GOODS
All artwork/films/magnetic media/print/Goods produced or originated during the course of production of the Goods shall remain the property of the Company who reserve the right to dispose of the same immediately after completion of the Contract.
At the request of the Customer this period may be extended and a charge may be made for the storage of these materials. Whilst every care will be taken to keep the materials in good condition, the Company accepts no liability for damage or loss of any kind.
The Company will be prepared to negotiate with the Customer for the sale of such materials at any time during the period mentioned in this clause.
All designs and visuals are submitted by the Company in confidence, and unless otherwise agreed in writing, it owns the Copyright in them and, all rights under the Copyright Designs and Patents Act 1968, including the right to reproduce any such design, remains its property.

STORAGE OF CUSTOMER’S PROPERTY
The Company accepts no liability for any loss or damage to property left in the Company’s possession unless the Customer has given written instructions requiring the property to be retained and has paid a storage charge including any charge for insurance.
Whilst every care and precaution is taken against loss of or damage to originals or other articles entrusted to the Company, all are held at the sole risk of the Customer and no liability is accepted should damage or loss occur.
The Customer is advised to obtain insurance.
If there remain outstanding sums in respect of the Customer’s obligation to pay the Company for the Goods supplied under this Contract or to be supplied under this or any further Contract, the Company shall have a general lien on all Goods and property in its possession whether worked on or not and shall be entitled, on the expiration of fourteen days notice, to dispose of such Goods or property in such manner and at such price as it thinks fit and to apply the proceeds of that sale after having given credit for the costs of sale towards such debts of the Customer as may be outstanding.
Customer’s property and all property supplied to the Company by or on behalf of the Customer will be held, worked on, and carried at Customer’s risk.
Metal, film, glass and other materials used in the production of types, plates, moulds, stereotypes, electrotypes, film-setting, positive and the like shall remain the exclusive property of the Company.
Type may be distributed and lithographic, photo-gravure, or other work effaced immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged.

FORCE MAJEURE
Every effort will be made to carry out the Contract but its due performance is subject to suspension or cancellation by the Company or to such variations as the Company may find necessary as a result of inability to secure labour, materials or suppliers, or as a result of any act of God, war, strike, lockout or other labour dispute, fire, flood, drought, illness, accident, legislation failure of power at place of manufacture of the Goods, unavailability of materials from usual sources of supply or other cause (whether of the foregoing class or not) beyond the control of the Company.

MATERIAL SUPPLIED
The Company may reject any paper, plates or other material supplied by the Customer which appear unsuitableand the Customer agres that it will pay any additional costs may be be incurred if materials supplied or requested by the Customer are found to be unsuitable during production.
Where materials are so supplied, responsibility for defective work will not be accepted by the Company unless this is due to failure by the same to use reasonable skill and care.
Quantities of materials supplied shall be adequate to cover normal spoilage.

TERMINATION DUE TO INSOLVENCY OR BREACH
If the Customer shall be in breach of any of it’s obligations hereunder or becomes subject to any bankruptcy petition order or, if a company, becomes subject to any winding up petition or order or is in any way deemed to be insolvent or if an administrator, receiver or administrative receiver shall be appointed over the whole or any part of it’s assets or undertakings, the Company in it’s absolute discretion and without prejudice to any other right or remedy shall:- refuse to proceed further with and charge for all or any work already carried out (whether or not the same shall have been completed) together with all or any materials purchased on the Customer’s behalf (such debt to be immediately due by the Customer it’s trustee in bankruptcy, administrator or other official dealing with it’s financial position); have a lien over all the Customer’s goods and property in it’s possession in respect of all unpaid debts due from the Customer and shall on the expiry of 14 days notice to the Customer, be entitled to dispose of such goods or property in such manner and at such price as it deems fit.

LAW OF THE JURISDICTION
This Contract shall be governed exclusively by the Law of England and the Customer hereby accepts the jurisdiction of such Courts, whether in England or otherwise, as the Company may nominate for the purpose of trying any Action out of this Contract.