1. Basis of Agreement
1.1 These Terms apply to every contract for the sale of goods or services by Us to You, unless We agree otherwise in writing.
1.2 Any written quotation provided by Us to You concerning the proposed supply of goods or services is:
(a) valid for 30 days;
(b) an invitation to treat only;
(c) subject to You offering to enter into an Agreement and accepting these Terms.
2.1 Prices quoted by written quotation or verbally, for the supply of goods and services, include GST and any other taxes or duties imposed on or in relation to the goods and services. The Customer must pay any GST and any other taxes or duties imposed on the goods and services.
2.2 If You request any variation to an Agreement, We may increase the price to account for the variation.
2.3 Where there is any change in the costs incurred by Us in relation to the goods or services, We may vary our price for the goods or services in order to take account of any such change, by notifying You.
3.1 Unless otherwise agreed in writing, You must pay for the goods or services in full before any production of the goods or provision of the services is commenced.
3.2 We may amend any payment terms upon giving written notice to You.
4. Performance of Agreement
4.1 Any period or date for delivery of goods or provision of services is intended as an estimate only and is not a contractual commitment. We will use our reasonable endeavours to meet any estimated dates for delivery of the goods or completion of the services but will not be liable for any loss or damage suffered by You or any third party for failure to meet any estimated date.
5. Returns and Exchanges
5.1 We will not be liable for any defects, shortages, damage or non-compliance with the specifications in the Agreement unless You notify Us in writing with full details within 7 business days of delivery of the goods or provision of the services.
5.2 If You do not give the notice as required in clause 5.1, You are deemed to have accepted the goods or services.
5.3 When any defects, shortages, claim for damage or non-compliance with the Agreement specifications is accepted We may, at our option, replace the defective or missing goods or re-provide services.
5.4 We will not accept goods for return that:
(a) have been altered in any way; or
(b) have been used.
5.5 You must obtain our prior written approval for the return of goods and pay all freight charges associated with the return of goods unless We accepts the reasons stated for the return is due to its fault.
6.1 If, through circumstances beyond our control We are unable to effect delivery or provision of goods or services, then We may cancel your order (even if it has already been accepted) by notice in writing to You.
6.2 No purported cancellation or suspension of an order or any part thereof by You is binding on Us after that order has been accepted.
7. Intellectual Property
7.1 You acknowledge that You have no proprietary right or interest in Our Intellectual Property. You must not at any time create, sell, manufacture or process any goods using or taking advantage of the Intellectual Property.
7.2 Any Intellectual Property provided to You by Us in connection with the goods and services remains our exclusive property and must be returned to Us on demand and must not be copied or communicated to any third party without Our express written consent.
7.3 You indemnify and agrees to keep Us indemnified against all liability, losses or expenses incurred by Us in relation to, or in any way directly or indirectly connected with any breach of any intellectual property rights in relation to any Client IP.
8. Ownership of Copyright
8.1 Ownership of copyright in the Copyright Material will remain vested in Us.
9. Grant of Licence
9.1 You must not in any way modify, rewrite or alter the Copyright Material, or use the Copyright Material in an unauthorised manner or for an unauthorised purposes unless with our written permission.
10. Artwork and Orders
10.1 Although we will use our best endeavours to ensure that requested colours are matched we do not guarantee an exact match in colour or texture between your artwork (including electronic graphic file or previously printed material) or any other materials supplied by You. While we do have quality control processes in place You acknowledge and accept that there are acceptable levels of colour variation (+/- 5%) from print run to print run, from stock to stock, from back to front and between different printing processes.
10.2 Trimming may vary by up to 1 millimetre from the proof, specification or print job to print job.
10.3 Every endeavour will be made to deliver the correct quantity ordered. However, You acknowledge that variation of up to 10% is inherent in the print process and accept as reasonable and We will not have any liability in respect of such variations. Your remedies, at our sole discretion, will be either refund of monies paid for the shortage on a pro rata basis or re-print of the shortage quantity to be undertaken by Us within a reasonable period of time.
11.1 Except as specifically set out herein, or contained in any warranty statement provided with the goods or services, any term, condition or warranty in respect of the quality, merchantability, fitness for purpose, condition, description, assembly, manufacture, design or performance of the goods or services, whether implied by statute, common law, trade usage, custom or otherwise, is hereby expressly excluded.
11.2 Replacement of the goods or resupply of the services is the absolute limit of our liability howsoever arising under or in connection with the sale, use of, storage or any other dealings with the goods or services by You or any third party.
11.3 We are not liable for any indirect or consequential losses or expenses suffered by You or any third party, howsoever caused, including but not limited to loss of turnover, profits, business or goodwill or any liability to any other party.
11.4 We will not be liable for any loss or damage suffered by You where We have failed to deliver goods or services or fails to meet any delivery date or cancels or suspends the supply of goods or services, or suspends or cancels the Copyright Licence.
11.5 Nothing in the Terms is to be interpreted as excluding, restricting or modifying or having the effect of excluding, restricting or modifying the application of any State or Federal legislation applicable to the sale of goods or supply of services which cannot be excluded, restricted or modified.
12.1 The law of Victoria from time to time governs the Terms and the parties agree to the non-exclusive jurisdiction of the courts of Victoria, the Federal Court of Australia, and of courts entitled to hear appeals from those Courts.
12.2 Failure by Us to enforce any of these Terms shall not be construed as a waiver of any of our rights.
12.3 If any of the Terms are unenforceable it shall be read down so as to be enforceable or, if it cannot be so read down, the term shall be severed from these Terms without affecting the enforceability of the remaining terms.
13.1 In these Terms:
“Agreement” means any agreement or contract entered into for the provision of goods or services by Us to You;
“GST” means the Goods and Services tax as defined in A New Tax System (Goods and Services Tax) Act 1999 as amended;
“Copyright Licence” means the licence to use the Copyright Material granted by Us to You;
“Copyright Material’ means any copyright work produced by Impress Print Management in the provision of the goods or services;
“Goods” means any goods provided to You by Us or procured by Us for You and includes without limitation printing proofs (both conceptual and final), printed stationery, business cards, brochures, and any other printed material or artwork;
“Intellectual Property” means all copyright, trade marks, designs, specifications, confidential information, (whether registrable or not) owned or licensed by Us in respect of the goods and services; and
“services” means the provision by Us to You of any services including without limitation, graphic design, printing;
“Terms” means these Terms and Conditions;
“We”, “Us”, “Our” means Impress Print Management (ABN 75 585 453 663) Unit 83, 63-85 Turner Street, Port Melbourne VIC 3207; and
“You”, “Your” means a person, firm or corporation, jointly and severally if there is more than one obtaining the goods and services from Us.