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Terms & Conditions

All common sense :)

INTRODUCTION

  1. These terms and conditions govern every contract made between Topright for the  supply of goods and services to any person, firm or company (“the client”).
  2. The terms prevail over any written terms and conditions of the client.
Any variation to the terms must be agreed in writing by a director of  Topright.
  3. All contracts between topright and the client will be governed by English law and the parties agree to submit to the exclusive jurisdiction of the English courts.
  4. Topright reserves the right to amend or update these terms without notice.

 

DESIGN AND PRODUCTION

1   Price and payment

  1. The client will pay topright the fixed fee, or pre-determined hourly rate – whichever is agreed at the time of instruction.
  2. Topright may invoice the client at 28 days from commencement for work done.
  3. Unless otherwise provided for, payment is due within 30 days from date of invoice. Should the customer fail to pay within the time period then Topright shall be entitled to charge interest at the rate of 2% for each month or part of month that the payment is outstanding, such interest to be added each month to the account for the purposes of calculating the monies due on the next month’s account.
  4. Topright reserves the right to demand payment for work delivered, completed or part completed at any time and may do so without disclosing a reason.
  5. The client (debtor) will pay Topright or topright’s appointed collection agent any costs and/or expenses incurred in connection with the recovery of due debts.

 

2    Ordering

  1. Orders for work may be given to Topright in writing or via e-mail.
  2. Not withstanding clause 3.1, if topright accepts a verbal order from the client, Topright will not be held responsible for any mistakes (made by either party) arising from that verbal order.
  3. Topright reserves the right to refuse to accept any order, written or verbal.

 

3    Quotations

  1. Quotations given by topright will normally be valid for 28 days from the date of quotation.
  2. Amendments to quotations will be made prior to the commencement of the work unless client time constraints or other factors limit Topright’s obligation to provide that amended quotation.
  3. If the client’s final order changes from the original specification to which Topright’s quotation relates, topright reserves the right to vary the quotation.

 

4     Turnaround times

  1. Turnaround times which are agreed verbally or in writing are target times only and topright accepts no liability for failure to meet these times, but will use its best endeavour to do so.

 

5     Supply of printed and digital materials

  1. Topright will not accept responsibility for the accuracy of content. The client will be responsible for ensuring the accuracy of content by thoroughly checking proofs prior to printing or production.
  2. Proofs may be supplied by Topright as printed pages or as digital .pdf (portable document format) files.
  3. Topright may charge a print management fee for print orders which may be included as a percentage of the print quote or may be quoted as a separate additional fee.
  4. Complaints regarding quality/quantity ar any other print issues must be raised with Topright within 14 days of delivery of print. Valid complaints will be resolved at no cost to the client.
  5. The quality of print and/or materials, either: purchased directly by the client using artwork produced by Topright; or, being experimental; or being produced against advice, will be the responsibility of the client.
  6. Topright cannot guarantee exact colour matching/consistency across print runs, different substrates, different media types or from proof to final print though every care will be taken by our suppliers to minimise discrepancies.

 

6     Data transmission

  1. Topright will not accept responsibility for problems arising from the inability of the client or Topright to transmit/receive digital information. Whilst every effort will be made to ensure problem free communication unforeseen circumstances can inevitably arise.

 

7     Colour balancing

  1. Topright will, if requested by the client, scan or electronically manipulate images to a colour balance provided by the client by way of reference.
  2. If no such request or reference material is provided by the client Topright will scan and/or print images using its own judgement for colour balancing.
  3. Topright cannot guarantee exact colour matching/balancing on different print runs, different substrates, different media types or from proof to final print though every care will be taken to minimise discrepancies.

 

8     Archive

  1. 
Topright does not guarantee to archive artwork in any way shape or form after the completion of an order though in most cases archived artwork is retrievable from our systems.
  2. Retrieval of archived artwork will incur a charge equal to the time taken to retrieve the artwork at the hourly design rate prevailing at the time of retrieval.

 

9     Copyright and intellectual rights

  1. Topright claims no copyright in third-party material submitted to us for the purposes of fulfilling the clients instruction.
  2. The client warrants that the client owns or controls all rights, has obtained all copyright, or has permissions, consents and waivers that as are now and hereafter required for all copying, processing, scanning, printing and manipulation to be undertaken by Topright of any material the client has supplied.
  3. The client also warrants that no copyright or intellectual rights will be infringed by Topright carrying out the requested work.
  4. The client agrees to indemnify Topright against all losses, damages, claims or expenses which Topright may incur by virtue of any breach of the above warranties.
  5. All copyrights and intellectual property rights for original material remain the property of topright. In most cases we are happy to transfer copyright once payment in full is received subject to written agreement. In some case we may retain copyright or may request an appropriately worded ‘design by’ style credit be displayed with a link to our website – for example on a website footer.
  6. All copyrights for original photography remain the property of Topright subject to prior written agreement.

 

10     Ownership of artwork

  1. Topright retain ownership of original artwork in all its forms unless by prior agreement.

11    Liability

  1. The client must contact topright concerning details of an invoice within 7 days of the due date of the invoice.
  2. Topright’s liability to the client or any other party for loss including theft, destruction or damage to any materials provided by the client which are deposited with topright for whatever reason will be limited to the replacement cost of the actual material. topright will not be liable for the cost of reshooting or reprinting or otherwise reinstating the material contained on the substrate and; topright will not be liable for any loss or damage to the client or any other party including loss of income and; it is the clients responsibility to insure against such loss and damage.
  3. Topright will not be liable for failing to complete any contract between topright and the client due to circumstances beyond topright’s control including loss of power supply, mechanical, electrical, electronic or communications breakdown, loss of materials, fire, storm, flood, act of god, war, civil disturbance or terrorism.

 

WEBSITES/ON-LINE SERVICES

1     Content

  1. The client agrees to make available as soon as is reasonably possible to Topright all materials required to complete the site to the agreed standard and within the set deadline.
  2. Any additions to the brief will be carried out at the discretion of Topright and where no charge is made by Topright for such additions, Topright accept no responsibility to ensure such additions are error free and reserve the right to charge an according amount for any correction to these or further additions.

 

2    Database, Website, Application and E-Commerce Development<

  1. Whilst every care is taken to ensure products are problem free and accurate, the ultimate responsibility lies with the client in ensuring that the applications function correctly before use.

 

3    Development/testing

  1. Where applications or sites are developed on servers not provided by Topright, the client is expected to provide or seek any information, additional software, support or co-operation pertaining to the server required in order for the application to be correctly developed.
  2. Where large applications are to be developed, it is the clients responsibility to provide a suitable development/testing environment identical to the final published environment.
  3. The client is expected to test fully any application or programming relating to a site developed by Topright or its agents before being made generally available for use.
  4. Where ‘bugs’, errors or other issues are found after the site is live and signed off by the client, Topright will endeavour to (but is not obliged to) correct these issues to meet the standards of function outlined in the brief and advise of any additional costs in order to achieve this.

 

4    Compatibility

  1. Topright will endeavour to ensure that any developed/designed site or application will function correctly on the server it is developed in and that it will function correctly when viewed with up-to-date web browsing software.
  2. Topright can offer no guarantees of correct function with browser software of all types and ages.
  3. Sites will be tested during development on up to date versions of both PC/Windows and Mac OS browsers. Sometimes clients may have non-standard software installed on their computer (including but not limited to spam filters, popup or advert blockers, virus or trojan software, firewalls), non standard settings or hardware issues which are beyond the control of Topright. In the event of problems, it falls to the Client to ensure that their computer systems are capable of displaying and working with hosting, email and websites.

 

5     Hosting

  1. Whilst Topright offers hosting of websites, no guarantees can be made to availability or up-time.

 

6     Payment

  1. Topright reserve the right to delay the publishing or provision of any design, files, hosting or service until accounts are paid in full.
  2. Topright reserve the right to request full payment before the release of files, design, domain names or hosting services.
  3. Fees relating to web hosting or domain names must be paid prior to the expiration date of the said service. If the fees remain unpaid at the time of expiration, we will with immediate effect, cancel said service and any data held by said service may be removed.

 

7     Unpaid accounts

  1. If accounts remain unpaid or Topright has not been contacted regarding the delay, access to the related website or service (including mail hosting) may be denied.
  2. Fees relating to web hosting or domain names must be paid prior to the expiration date of the said service. If the fees remain unpaid at the time of expiration, we may with immediate effect, cancel said service and any data held by said service may be removed.
  3. If a cancelled service is to be reinstated at the client’s request, a setup fee will be payable before any such reinstatement and any data lost as a result of the cancellation may not necessarily be restored or restorable.

 

8     Ownership

  1. Scripts, CGI applications or software written by Topright remain the copyright of Topright and may only be commercially reproduced or resold with the permission of Topright..
  2. Scripts, CGI applications or software written by third parties remain the copyright of the third party and may only be commercially reproduced or resold with the permission of the third party.
  3. Topright cannot take responsibility for any copyright infringements caused by materials submitted by the client. Topright reserve the right to refuse any material of a copyrighted nature unless adequate proof is given of permission to use such material.

 

9     Liability

  1. Whilst every endeavour will be made to ensure that the website and any scripts or programs are free of errors, Topright cannot accept responsibility for any losses incurred due to malfunction of the website/service or any part of it.
  2. Topright will not be liable for costs incurred, compensation or loss of earnings due to: the failure to meet agreed deadlines; the work carried out on behalf of the client or any of the clients appointed agents; the unavailability of the site, its servers, software or any material provided by its agents.
  3. Topright cannot take responsibility for any losses incurred by the use of any software created for the client.
  4. Topright cannot accept liability for losses caused by the unavailability, malfunction, interruption or loss of website hosting service.
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Tel: 01932 483 060