Terms & Conditions
The “Company” shall mean Carr Media.
The “Goods” shall mean the services/merchandise agreed to be produced/supplied by the Company pursuant to this contract.
The “Customer” shall mean the person, firm or company to whom any quotation is given or from whom an order for the Goods to be produced is received.
References to the Company shall include its permitted assignees.
A Customer’s own Conditions of Purchase will not in part or full replace or supersede any of the following Conditions of Sale unless otherwise agreed to in writing by both parties.
All prices given are estimated on the specification given and are subject to final sight of artwork. All prices are based on the Company’s current costs of production, including materials and overheads, and are subject to increase or decrease by the Company from time to time. The price finally charged for the Goods will be that applicable as at the date of manufacture or supply. Unless expressly stated, the costs of bulk packing and delivery will be charged separately and in addition. All prices given on estimates are exclusive of any applicable Value Added Tax. The Company will charge any Value Added Tax, if applicable, at the rate ruling at the time of despatch of the Goods. Goods offered for sale may differ from those described or illustrated in our brochures due to changes in specification beyond our control. The contents, therefore, are not to be regarded as definite indications of current availability in respect of any product listed.
3. Delivery and Payment
Delivery shall be deemed to have taken place either when the Goods have arrived at the address agreed in writing between the Company and the Customer or when the Company has notified the Customer that the Goods are online. The Customer shall inspect the Goods immediately on delivery and in the event of any defect and give the Company written notice within seven working days containing full details of the alleged defect. Should the Customer fail to act in accordance with the above requirements or any one or more of them, the Customer shall be deemed to have accepted the Goods as delivered and be liable to pay for them.
Payment shall be made by the Customer in full without any deduction by way of set-off or otherwise by the 30th day following the date of invoice.
4. Samples and Proofs
The Company cannot be held liable to any party for any errors on any medium after the customer has agreed in writing that the content is correct and accurate and should be posted, published or broadcast. Customer contracts may be modified by agreement in writing at any time to add or delete services to better fit the customer’s needs. If a project requires additional content this is, in effect, a contract change. An amendment will be made to the original contract and, once approved, becomes contractually binding. E-mail correspondence shall be sufficient to prove changes to agreements for the form and content of programmes. The Company cannot be held liable for loss or damage caused as a result of third party action or failure.
A video programme will only be publicly released by the company once the customer approves all content as complete and satisfactory and confirms this in writing. E-mail correspondence shall be sufficient to prove changes to agreements for the form and content of programmes as long as it is acknowledged with a response. Any contract requiring the company to work to specific deadlines provided within the written agreement will be deemed to include a proviso that the clients will make themselves reasonably available to communicate with the company. If the company deem them not to of been so then the company cannot be held responsible for failing to meet a deadline.
5. Official Order
All orders for Goods placed by the Customer must be confirmed in writing on an official purchase order quoting a number or reference which will appear on all delivery notes and invoices. This order must give full details of the Goods required together with any estimated price given. If no price has been given then a price will be estimated prior to the work commencing.
The Company will not process any order until it has been confirmed in writing.
Any subsequent changes must also be provided in writing and then approved by the company and may incur further cost.
The Customer must accept the responsibility for any delay in the processing of an order as the result of non-compliance of this clause.
6. Conditions of Service
The Company reserves the right to refuse to use, publish or broadcast any information it considers obscene or morally unsuitable or which would breach copyrights, or which is libellous, defamatory or illegal. Should such a submission occur, the customer will be advised which information was deemed unsuitable, and requested to amend the information. If the customer can show good reason to use the “unsuitable” information, its inclusion may be considered. The Customer is responsible for gaining the relevant permissions from all locations and premises included in any filming. Any persons under the age of eighteen to be included in any filming requires written Parental/Guardian consent, it is the customers responsibility to provide proof to the company that permission has been granted. Any contract requiring the Company to work to specific deadlines provided within the written agreement will be deemed to include a proviso that the Customer will make themselves reasonably available to communicate with the Company, its servants or agents, as necessary.
Any confidential or proprietary information which is acquired by the Company from the Customer, person or entity will not be used or disclosed to any person or entity, except when required to do so by law. If required, the Company will sign and adhere to the conditions of any Confidentiality Agreement used by the Customer.
All rights including copyright are owned or are licensed to the Company. All rights are reserved. The customer may not distribute (for commercial or other purposes), edit, modify, re-use or transmit any of the text, images, audio, video, database or other content without the Companies express written permission.
Should the customer have cause to make any complaint about service or programmes the complaint, if put in writing, will be acknowledged by the Company within 14 days and a detailed reply will be issued to the customer within a further 28 days thereafter. In cases of complaint, all relevant work together with invoice and original materials should be returned to the Company.
The Company’s liability to the Customer in respect of any breach of its contractual obligations arising under this contract shall be limited to a sum equal to the Company’s charges for the work or that part so affected.
Subject to this clause, the Company shall not be liable to the Customer in respect of any breach of its contractual obligations for loss of profits, goodwill or any type of special indirect or consequential loss howsoever caused (including loss or damage suffered by the Customer as a result of an action brought by a third party) even if such loss was reasonably foreseeable.
11. Force Majeure
The Company shall not be responsible for any loss or damage by delay in the performance of any of its obligations under this contract where the delay is due to any cause beyond the Company’s control. In such an event the Company may terminate or suspend this contract with no liability for loss or damage thereby occasioned. The following shall, without prejudice to the generality of the above, be considered causes beyond the Company’s control:- Act of God; war; civil disturbance; requisition; governmental or parliamentary restrictions; prohibitions or enactments of any kind; import or export regulations; strike; lock out; trade disputes (whether involving employees of the Company or another); difficulties in obtaining labour or materials; breakdown in machinery; fire or accident.
12. Termination of the Contract
Without prejudice to any other rights which the Company may have, the Company shall be entitled on giving written notice to the Customer to terminate the contract forthwith, demand immediate payment of any amount due or accruing due to the Company there under and to retain any deposits, if any of the following circumstances occur:
(a) The Customer, not being a body corporate, becomes bankrupt or compounds or makes any arrangements with the creditors or commits any act of bankruptcy;
(b) The Customer, being a body corporate, goes into liquidation whether compulsorily or voluntarily (save for the purpose of amalgamation or reconstruction) or has a receiver appointed of its undertaking or assets or any part thereof;
(c) The Customer commits any material breach of its obligations hereunder.
At its discretion, the Company may or may not accept cancellation or amendment of an order but the Customer may be liable to additional charges in cases where manufacture has begun at the time of notification of any such cancellation or amendment.
13. Operation of Law
If any of these conditions or any part of one of these conditions is rendered void by any legislation to which it is subject it shall be void to that extent and no further. If any of these conditions or any part of one of these conditions is rendered unenforceable by any legislation to which it is subject it shall be unenforceable to the extent that it is not fair or reasonable to allow reliance on such a condition or part thereof but no further.
Failure by the Company to insist upon strict performance of the terms and conditions of this contract shall not be deemed a waiver of any of its rights or remedies nor be deemed a waiver of any subsequent default hereof. The Customer shall not assign or otherwise transfer all or part of this agreement without the prior written consent of the Company.
This contract shall be governed by and construed in accordance with English law and the parties hereby irrevocably submit to the jurisdiction of the English courts.