Please Read These Terms of Business Carefully
Unless the context otherwise requires, the following expressions shall have the following meaning:
a) The Company shall mean Action Publishing Technology Limited trading as The Choir Press.
b) The Customer shall mean the person, firm or company contracting for the services of Action Publishing Technology Limited trading as The Choir Press.
1. PRICE VARIATION.
Prices shown on the web site may change without prior notice. Estimates sent by post or email are based on the Company's current costs of production and are valid for 30 days unless stated otherwise in the quotation document.
The Company reserves the right to charge the amount of any value added tax payable required by law in respect of standard rated items, whether or not included on the estimate or quotation, or part invoice. Where we supply services for the production of books all those services will be zero rated when they are part of the contract for the supply of books.
3. PRELIMINARY WORK.
The cost of the preparation of samples is included in the estimate. If we prepare sample pages before the prospective customer has submitted an order we will charge a standard design fee of £200 + VAT to prepare a sample spread. This must be prepaid but if you proceed to place an order with us this will be credited to you.
In the absence of information to the contrary all prices are given on the basis that the customer will supply the text in Microsoft Word, or Open Office or text files that can be read by either of those two computer programs.
Where the customer is seeking to rely on the Company to contract on the basis of a price given by any online pricing system at the Company's website the Company may charge for additional services or specifications not apparent at the time the price was calculated or at the time the Company agreed to take on the work.
The Company's online pricing system does not include prices for non standard text typesetting and or page layout of foreign languages, maths and scientific formulae which will be quoted separately. All quotes are subject to sight of the actual material. The Company may decline to take on any new work.
A charge may be made to cover any additional work involved where copy supplied is not clear and legible based on the extra time involved at the then hourly rate.
a) Proofs of all work may be submitted for the Customer's approval and the Company shall incur no liability for any errors not corrected by the Customer in proofs so submitted. The Customer's alterations and additional proofs necessitated thereby shall be charged extra. When style, layout and design is left to the Company's judgement, changes therefrom made by the Customer may be charged extra.
b) Where additional charges are incurred by the Customer these will be based on the total time taken to implement new instructions and/or corrections. Where there is a mix of Customer's and typesetter's corrections the total time shall be apportioned according to the quantity and nature of the corrections. Charges will be made at the Company's then hourly rate.
6. BOOK PRODUCTION CONTRACTS.
a) The Customer shall pay an initial payment with order and the balance of all monies due at the completion of the origination stage immediately prior to printing. Printing of books will only begin after payment has been received.
b) The Customer agrees that contracts for Print On Demand are accepted on the following basis:
i) The Company shall determine the wholesale discount unless agreed otherwise in writing.
ii) The Customer warrants that he or she has the worldwide intellectual property rights and is authorised to agree to the distribution and sale of the Customer's book by the Company and its distribution partners unless the Company is notified otherwise in writing. The Customer agrees to indemnify the Company in respect of action against it by any person or corporation who considers its rights have been infringed by the actions of the Company.
iii) In the absence of written instruction to the contrary books that are offered for sale in currencies other than sterling shall initially be priced at or within 15% of the prevailing exchange rate on the day when the initial offer for sale is established with the Company's distribution partner. The Company may at its sole discretion change the selling price of a book in non UK markets to reflect changes in exchange rates or to address changes in market value.
iv) The Company will pay a share of profit on sale of The Customer’s books. The share will be calculated as described in the publishing services agreement and may be variously and interchangeably be described with the same meaning as profit share, publisher’s compensation, royalty, contribution, or return of costs (to the extent that the payments do not exceed the costs paid to The Company by The Customer for the provision of the service. The term used shall not construe ownership of the intellectual property by The Company or exclusivity of rights.
v) All payments to authors will be made in English pounds sterling to The Customer’s UK bank account. If The Customer requests a payment to be made to a non-UK bank account all bank charges and associated fees including currency exchange fees and losses on currency exchange will be borne by The Customer and will be either deducted from payment sent or charged to The Customer’s Print On Demand account. Sales reported in dollars may include sales in the USA and other territories which are not or may not be known to the Company. The Customer agrees that the Company will be under no obligation to give territorial analysis of sales by either quantity or value. The Company may temporarily or permanently withdraw a title from sale in currencies that are giving rise or likely to give rise to a loss on the exchange of that currency to sterling.
vi) The Company shall remit sums due to the Customer in respect of the sale of books after the Company has been paid by the distribution partners. This will be between 90 and 95 days after the month in which the sale was made. This is because it is common practice for distribution partners to pay The Company 90 days after the month end in which the sale takes place.
vii) Remittances will be made after deducting the cost of printing the book which will be stated in the Book Production Agreement.
c) The Customer agrees that all contracts are accepted on the following basis:
i) A print ready file is an Acrobat PDF file and will be printed as supplied without changes to the layout or content. If the Customer has contracted on the basis of supplying a print ready file the Company will be entitled to charge for any work required to create a print ready file from any file supplied that is not print ready.
ii) Changes to the original typescript at any stage after acceptance by the Company may incur additional charges.
iii) If the order form is not signed and returned to the Company the Company may at its discretion regard payment of any portion of the contract price as constructive acceptance of these terms of business and approval for the Company to proceed with the work in accordance with the specifications and prices described in the order form but may delay publication until the signed order form is received.
iv) Quotations and estimates are valid for 30 days unless stated otherwise in writing.
7. DELIVERY AND PAYMENT.
a) Delivery of work shall be accepted when tendered and payment in full shall be due immediately unless previously agreed in writing between the Company and the Customer.
b) The Company may at its discretion grant credit facilities for repeat origination work not exceeding thirty days. Upon delivery or if earlier on notification that the work has been completed, an invoice will be submitted and payment will be due within 30 days of date of invoice. Ownership of the work will not pass to the Customer until full payment of such invoice.
c) Should expedited delivery be agreed an extra amount may be charged to cover any overtime and any other additional costs involved.
d) Should work be suspended at the request of or delayed through any default of the Customer for a period of 30 days the Company shall then be entitled to payment for work already carried out, materials specially ordered and other additional costs including storage and an interim invoice may be submitted accordingly.
e) All quotations are net and no discount will be allowed except as may be expressly specified therein.
f) The Company may charge not more than 2.5 per cent per month or part month pro-rata of the total value of each and every invoice unpaid with effect from the thirty-first day after the invoice date or with effect from the expiry of the agreed allowed period of credit if longer than 30 days. Where this charge is effected an additional single fixed administration charge of £15 will be made in each month in which interest is due.
8. 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 work in one colour only and 10 per cent for other work being allowed for overs or shortage (4 per cent and 8 per cent respectively for quantities exceeding 50,000) the same to be charged or deducted. This does not apply to print on demand contracts.
Advice of damage, delay or partial loss of goods in transit or of non-delivery must be given in writing to the Company and carrier within three clear days of delivery (or, in the case of non-delivery, within 28 days of despatch of the goods) and any claim in respect thereof must be made in writing to the Company and the carrier within seven clear days of delivery (or, in the case of non-delivery, within 42 days of despatch). All other claims must be made in writing to the Company within 7 days of delivery. The Company shall not be liable in respect of any claim unless the aforementioned requirements have been complied with.
The Company shall not be liable for any loss to the Customer arising from delay in transit not caused by the Company. The Company accepts no liability for consequential loss. No claim will be considered which exceeds the sales invoice value by the Company of any faulty goods or service.
11. STANDING MATERIAL.
a) Computer files, metal, film, glass and other materials owned by the Company and used by it in the production of type, plates, moulds, stereotypes, electrotypes, film-setting, negatives, positives and the like shall remain its exclusive property. Such items when supplied by the Customer shall remain the Customer's property.
b) Typesetting design and layout will be stored on disk for 2 years at no extra cost. The Company accepts no liability for any degradation or loss howsoever caused in respect of magnetic media which may make subsequent retrieval impossible. No liability shall extend to the subject matter of the data.
c) In the event of disk storage being requested, whether charged for or not, the Company accepts no liability for any degradation or loss howsoever caused in respect of magnetic media which may make subsequent retrieval impossible. No liability shall extend to the subject matter of the data.
12. CUSTOMER'S PROPERTY.
a) Customer's property and all property supplied to the Company by or on behalf of the Customer shall while it is in the possession of the Company or in transit to or from the Customer be deemed to be at Customer's risk unless otherwise agreed and the Customer should insure accordingly.
b) The Company shall be entitled to make a reasonable charge for the storage of any Customer's property left with the Company after delivery or notification to the Customer of completion of the work.
13. MATERIALS SUPPLIED BY THE CUSTOMER.
a) The Company may reject any 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 may be charged except that if the whole or any part of such additional cost could have been avoided but for unreasonable delay by the Company in ascertaining the unsuitability of the materials then that amount shall not be charged to the Customer.
b) Where materials are so supplied or specified, the Company 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.
c) Quantities of materials supplied shall be adequate to cover normal spoilage.
14. CUSTOMER SPECIFICATION.
a) In case of any discrepancy between drawings and specifications, the specifications shall prevail.
b) Where the Customer's final order specification is different to that on which work was quoted additional charges will be made, unless agreed otherwise by the Company in writing.
If the Customer ceases to pay debts in the ordinary course of business or cannot pay 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, the Company without prejudice to other remedies shall:
a) 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 by the Customer, and
b) In respect of all unpaid debts due from the Customer have a general lien on all goods and property in the Company'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 the Company thinks fit and to apply the proceeds towards such debts.
c) Require the Customer to immediately and at their own expense return each and every copy of all electronic files and all camera ready copy or any other property belonging to the Company.
16. ILLEGAL MATTER.
a) The Company shall not be required to print any matter which in its opinion is or may be of an illegal or libellous nature or an infringement of the proprietary or other rights of any third party.
b) The Company shall be indemnified by the Customer in respect of any claims, costs and expenses arising out of any libellous matter or any infringement of copyright, patent, design or of any other proprietary or personal rights contained in any material produced for the Customer. The indemnity shall extend to any amounts paid on a lawyer's advice in settlement of any claim.
17. UNSUITABLE ASSIGNMENTS.
a) The Company shall not be required to edit, copy edit, typeset, or print any book or publication which in its opinion is unsuitable having regard to the company's other customers or workforce or having regard to the widely held views and norms or mores in society regardless of any statement or opinion expressed by an officer of the company that agrees or disagrees with such widely held views and norms and mores.
b) The Company may decline to work on any book or publication at any time without giving a reason notwithstanding that a quotation for the work has already been given by the Company and accepted by the customer.
18. PERIODICAL PUBLICATIONS.
A contract for the production of a periodical publication may not be terminated by either party unless 13 weeks notice in writing is given in the case of periodicals produced monthly or more frequently or 26 weeks notice in writing is given in the case of other periodicals. Notice may be given at any time but wherever possible should be given after completion of work on any one issue. Nevertheless the Company may terminate any such contract forthwith should any sum due thereunder remain unpaid.
19. FORCE MAJEURE.
The Company 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, lock-out, strike or other action taken by its employees or employees of its subcontractors 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 the Company elect to terminate the contract and pay for work done and materials used, but subject thereto shall otherwise accept delivery when available.
20. VARIATION OF TERMS.
No variation of these terms will be accepted unless agreed in writing by a director of the Company.
21. RETENTION OF TITLE.
Notwithstanding anything in the above terms no title shall pass to the customer until the goods have been paid for in full.
These conditions and all other express terms of the contract shall be governed and construed in accordance with the laws of England.