Terms & Conditions
- Price variation
- Preliminary work
- Delivery and payment
- Variations in quantity
- Consequential loss
- Standing material
- Title and risk
- Customer’s property
- Materials supplied by the Customer
- Materials supplied to the Customer
- Machine readable codes
- Illegal matter
- Periodical publications
- Force majeure
- Price Variation
Estimates are valid for 30 days from the date of issue and are based on Oculus Design & Communications Limited’s current costs of production and materials and, unless otherwise agreed, are subject to amendment on or at any time after acceptance to meet any rise or fall in such costs. Estimated costs provided are subject to the provision of a full brief. Oculus will require a purchase order be issued or written confirmation prior to the project commencing. Projects may be invoiced in stages from the date of approval to commence at Oculus’ discretion. All additional author amends will be charged at the relevant hourly rate. Additional or timed couriers and deliveries will be charged accordingly.
Oculus Design & Communications Limited reserves the right to change the amount of any Value Added Tax or duty payable whether or not included on the estimate or invoice.
- Preliminary Work
All work carried out, whether experimentally or otherwise, at customer’s request shall be charged.
A charge may be made to cover any additional work involved where copy supplied is not clear and legible.
Proofs of all work may be submitted for customer’s approval and Oculus Design & Communications Limited shall incur no liability for any errors not corrected by the customer in proofs so submitted. Customer’s alterations and additional proofs necessitated thereby shall be charged extra. When style, type or layout is left to Oculus Design & Communications Limited’s judgement, changes made by the customer shall be charged extra.
- Delivery and Payment
- Unless otherwise specified, the price quoted is for delivery of the final work (and excludes items covered in clause 12 f) to the customer’s address as set out in the estimate. A charge may be made to cover any extra costs involved for delivery to a different address.
- Should expedited delivery be agreed an extra charge may be made to cover any overtime or any additional costs involved.
- Should work be suspended at the request of, or delayed through any default of, the customer Oculus Design & Communications Limited shall then be entitled to payment for work already carried out, materials specially ordered, and other additional costs including storage.
- Responsibility for completed work will pass from Oculus Design & Communications Limited to the customer upon notification that the work is completed, or upon dispatch from Oculus Design & Communications Limited’s premises, whichever is earlier.
- Schedules of timings are stated as accurately as possible, but are not guaranteed and are subject to extension to cover delay caused by events beyond Oculus Design & Communications Limited’s control.
- Terms of payment: Payment is due 30 days from date of invoice.
- Late payments: In line with UK late payment legislation, outstanding overdue payments will incur a monthly £15 penalty fee together with an interest payment of 8% per annum above the current base rate and accrued daily.
- Cancellation of retainers: Unless otherwise agreed in writing, all cancellation of retainers is subject to three months’ written notice to the directors of the company. All costs incurred on behalf of the client during said retainers will be reconciled and invoiced appropriately at the end of the notice period. Any agreements entered into on behalf of the client that go beyond the notice period may be invoiced in full.
- Variations in Quantity
Every endeavour will be made to deliver the correct quantity ordered, but estimates are conditional upon margins of 5 per cent for all work.
Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to Oculus Design & Communications Limited and the carrier within three clear days of delivery (or, in the case of non-delivery, within 28 days of dispatch of the goods). Any claim in respect thereof must be made in writing to Oculus Design & Communications Limited and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of dispatch). All other claims must be made in writing to Oculus Design & Communications Limited within 28 days of delivery. Oculus Design & Communications Limited shall not be liable in respect of any claim unless the aforementioned requirements have been complied with except in any particular case where the customer proves that (a) it was not possible to comply with the requirements and (b) advice (where required) was given and the claim made as soon as reasonably possible.
- Consequential Loss
Oculus Design & Communications Limited shall not be liable for any consequential loss incurred by the customer in the event of late or non-delivery. Where defective goods have been supplied by Oculus Design & Communications Limited liability shall be restricted to the correction of such goods.
- Standing Material
- Metal, film, magnetic media, code, electronic files and other materials owned by Oculus Design & Communications Limited and used by Oculus Design & Communications Limited in the production of type, plates, blocks, computer processing, film-setting, negatives and positives, etc., shall remain its exclusive property. Such items when supplied by the customer shall remain the customer’s property. Whilst reasonable care is taken of negatives and positives, no responsibility for loss or damage, howsoever caused, can be accepted (see Insurance). (Subject to clause 12.)
- Type may be distributed, lithographic plates destroyed and magnetic media overwritten immediately after the order is executed unless written arrangements are made to the contrary. In the latter event, rent may be charged for storage, and no responsibility for loss or damage, howsoever caused, can be accepted by Oculus Design & Communications Limited (see Insurance).
Oculus Design & Communications Limited’s liability on its own property ceases when the work is either dispatched or upon the date of invoice to the customer, whichever is the earlier, and the customer is responsible for insurance on such property from that time. Oculus Design & Communications Limited will not be liable for loss, damage or theft to any data held on magnetic media, film, plates, paper or material belonging to the customer howsoever caused. Liability to insure such items on Oculus Design & Communications Limited’s premises rests with the customer. Oculus Design & Communications Limited shall not be liable for any consequential loss.
- Title and Risk
- The risk in the goods passes to the customer as in clauses 6, 10 and 11.
- Title in all goods sold under these conditions shall be retained by Oculus Design & Communications Limited until payment in full of the purchase price together with payment in full of the price of any other goods which are the subject of any other contract between Oculus Design & Communications Limited and the customer. Until such payment the customer shall hold the goods in such a way as to be identifiable as the property of Oculus Design & Communications Limited and as bailee on behalf of and in a fiduciary capacity for Oculus Design & Communications Limited.
- In the event of any disposal of the goods by the customer prior to payment in full of the purchase price the customer shall hold the proceeds of the sale in a fiduciary capacity for Oculus Design & Communications Limited. Such proceeds of sale shall be placed in a separate account of the customers to be identifiable as the property of Oculus Design & Communications Limited. Any such sub-sale by the customer shall as between the customer and Oculus Design & Communications Limited be effected by the customer as agent for Oculus Design & Communications Limited but as between the customer and the sub-purchaser shall be effected by the customer as principal.
- If goods the property of Oculus Design & Communications Limited are admixed with goods the property of the customer or are processed with or incorporated therein the product thereof shall become and shall be deemed to be the sole and exclusive property of Oculus Design & Communications Limited until payment in full by the customer of the purchase price of the goods. Oculus Design & Communications Limited shall have full power and title to dispose of and sell such admixed goods provided that Oculus Design & Communications Limited having first applied the proceeds received from the sale of the admixed goods in satisfaction of the outstanding balance of the price owed to it by the customer shall account for the remainder to the customer.
- In the event of non-payment by the customer by the due date Oculus Design & Communications Limited shall be entitled in addition to any and all other rights available to it to enter any premises where the goods may be and to recover possession of them.
- Copyright: The copyright and ownership remains with Oculus Design & Communications Limited on all original electronic media, files, source code, software and programs developed by Oculus Design & Communications Limited, and all illustrations, commissioned photography, artwork and designs unless otherwise agreed in writing. A fee may be payable if the copyright is transferred to the client. If the client wishes to obtain any source files, and it has been agreed that the client can purchase the said copyrights from Oculus, then a fee may apply for Oculus to collate/extract and supply said materials to the client. Certain items that are licenced soley for the use of Oculus (e.g. Fonts and software programmes) can not be passed onto clients for their use. Any further use of these designs by the client (not covered by the original purchase order) must be agreed with Oculus Design & Communications Limited in writing. Any copyrights not held by Oculus Design & Communications Limited, but for which agreement (fee has been paid) has been obtained for the use of said material, Oculus Design & Communications Limited will not be held responsible if the client chooses at his own discretion to break any said copyrights. ii:Oculus Design & Communications Limited gives no warranty or assurance in any shape or form, or implied, that any original, new, or replicated designs will no either infringe any third party rights or comply with any relevant regulatory or statutory controls. It is for the clients of Oculus Design & Communications Limited to carry out their own investigations in this regard and/or to provide Oculus Design & Communications Limited with the necessary information. Also in so becoming a client of Oculus Design & Communications Limited the client fully indemnifies Oculus Design & Communications Limited against any legal action and subsequent judgements that may arise from point f. Oculus can, for a fee, investigate any copyright issues, or register for copyrights if so directed by its clients.
- Customer’s Property
Customer’s property and all property supplied to Oculus Design & Communications Limited by or on behalf of the customer shall, while it is in the possession of Oculus Design & Communications Limited or in transit to or from the customer be deemed to be at customer’s risk and the customer should insure accordingly.
- Materials Supplied by the Customer
- Oculus Design & Communications Limited may reject any paper, plates or other materials supplied or specified by the customer which appear to it to be unsuitable. Additional cost incurred if materials are found to be unsuitable during production will be charged except that if the whole or any part of such additional cost could have been avoided but for reasonable delay by Oculus Design & Communications Limited in ascertaining the unsuitability of the materials then that amount shall not be charged to the customer. As matt coated materials are liable to rubbing and scuffing problems, this estimate assumes such paper supplied or specified by the customer will be suitable for processing without marking. In the event of methods having to be used to avoid marking which incur costs, extra charges will be made.
- Where materials are so supplied or specified, Oculus Design & Communications Limited will take every care to secure the best results, but responsibility will not be accepted for imperfect work caused by defects in or unsuitability of materials so supplied or specified.
- Quantities of material supplied shall be adequate to cover normal spoilage.
- Materials Supplied to the Customer
- Oculus Design & Communications Limited takes no responsibility for any errors in electronic files supplied to the customer or one of its suppliers, where the customer has approved the Design and Artwork beforehand. Any subsequent errors, omissions and additional costs that occur, without first supplying a digital proof to Oculus Design & Communications Limited to approve, are the responsibility of the client.
- Machine Readable Codes
- In the case of machine readable codes or symbols, Oculus Design & Communications Limited shall print the same as specified or approved by the customer in accordance with generally accepted standards and procedures.
- The customer shall be responsible for satisfying themselves that the code or symbol will read correctly on the equipment likely to be used by those for whom the code or symbol is intended.
- The customer shall indemnify Oculus Design & Communications Limited against any claim by any party resulting from the code or symbol not reading or not reading correctly for any reason, except to the extent that such claim arises from any failure of Oculus Design & Communications Limited to comply with paragraph (a) above which is not attributable or error falling within the tolerances generally accepted in the trade in relation to printing of this sort.
If the customer ceases to pay his debts in the ordinary course of business, or cannot pay his debts as they become due, or being a company is deemed to be unable to pay its debts, or has a winding-up petition issued against it, or being a person commits an act of bankruptcy or has a bankruptcy petition issued against him, Oculus Design & Communications Limited without prejudice to other remedies shall:
- Have the right not to proceed further with the contract or any other work for the customer and be entitled to charge for work already carried out (whether completed or not) and materials purchased for the customer, such charge to be an immediate debt due to him, and
- In respect of all unpaid debts due from the customer have a general lien on all goods and property in Oculus Design & Communications Limited’s possession (whether worked on or not) and shall be entitled on the expiration of 14 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 towards such debts.
- Have the right to enter the customer’s premises and recover goods which have not been paid for.
- Illegal Matter
- Oculus Design & Communications Limited shall not be required to produce any matter which in its opinion is or may be of an illegal, immoral or libellous nature or an infringement of the proprietary or other rights of any third party.
- Oculus Design & Communications Limited shall be indemnified by the customer in respect of any claims, costs and expenses arising out of any libellous or immoral matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material printed for the customer. The indemnity shall extend to any amount paid on a lawyer’s advice in settlement of any claim.
- Periodical Publications
A contract for the production of periodical publications will be negotiated for each periodical commissioned.
- Force Majeure
Oculus Design & Communications Limited shall be under no liability if it shall be unable to carry out any provision of the contract for any reason beyond its control including (without limiting the foregoing) Act of God, legislation, war, fire, flood, drought, failure of power supply, lockout, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any inability to procure materials required for the performance of the contract. During the continuance of such a contingency the customer may by written notice to Oculus Design & Communications Limited elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England and Wales.
Oculus Design & Communications Limited reserves the right to carry out any order by sub-contracting.
Oculus Design & Communications Limited, Addington House, 73 London Street, Reading, Berkshire RG1 4QA, UK
Tel: 44 (0)118 958 9815
Company registered in England no. 2699842.
Registered office: 73 London Street, Reading, Berkshire RG1 4QA, UK VAT reg. no. 570 1517 63
Directors: D Hasler, K Eden