Terms and Conditions
TERMS AND CONDITIONS OF CONTRACT
1.1 These conditions, together with any special conditions set out by Gillian Stewart Trading as Juju Books (hereinafter called Juju Books) in the quotation or other contract documents shall be deemed to comprise the sole conditions under which Juju Books offers its services to the Customer.
1.2 Where any conflict arises between these conditions and any special conditions advised by Juju Books the special conditions shall prevail to the extent that they are inconsistent with these conditions.
2.1 Juju Books’ tender is made on the assumption that the work is reasonably capable of being carried out. If on inspection, this is found not to be the case, Juju Books shall advise the Customer as soon as reasonably practicable and thereupon shall be freed from carrying out its obligations thereunder. No liability shall attach to Juju Books for any loss occasioned by the work not being carried out.
2.2 The scope of the work shall not be changed without the prior written agreement of both parties.
2.3 Except for agreed associate work no rights or obligations arising between the parties as a result of this contract shall be assigned to any third party without the prior written agreement of both parties.
3.1 Prices are exclusive of VAT and other taxes and levies chargeable in respect of the provision of services. Any such taxes and levies shall be charged at the rate effective at the date of invoice.
3.2 Where the parties agree to vary the scope of work and/or delivery dates such agreement shall be recorded in writing, signed by the parties and Juju Books shall adjust the contract price to take account of such changes.
3.3 While Juju Books shall endeavour to maintain prices it reserves the right to increase prices proportionately to increases in the cost of labour and/or materials arising between quotation and completion.
3.4 In the event of the suspension of the work by reason or any act or omission of the Customer, including but not limited to failure to provide information or instructions necessary to allow Juju Books to fulfil its obligations hereunder in a timely manner, any prices quoted may be increased by Juju Books to cover extra expenses incurred by Juju Books on this or any other contract by reason of such suspension.
3.5 In the event that any such suspension exceeds 14 days, Juju Books reserves the right to terminate the contract and thereupon shall be freed from any further obligations hereunder. No liability shall attach to Juju Books for any loss occasioned by such termination.
4.1 The Customer shall make full payment to Juju Books of the contract price (or the appropriate part thereof where payment is by instalments) within 7 days of date of invoice.
4.2 Notwithstanding the provisions of clause 4.1 above, Juju Books reserves the right for payment of 50% of the contract value to be completed by the Customer prior to commencement of the work.
4.3 In the event of suspension of work as described in clause 3.4 above for a period of 10 days or more Juju Books shall be entitled to invoice the Customer for work done prior to suspension of work. Such invoicing shall not affect the remaining performance of the contract or liability of the parties, except as may be agreed in writing by them.
4.4 If any sum payable under this agreement is not paid by the Customer on the due date for such payment then without prejudice to Juju Books’ other rights and remedies Juju Books reserves the right to charge interest on such sum on a daily basis at the rate of 3% per cent above the base rate of Clydesdale Bank Plc. Such interest together with all Juju Books’ reasonable costs and expenses of recovering the late payment and interest shall be paid by the Customer on demand.
4.5 Any travel, accommodation, booking fees and subsistence costs incurred that require Juju Books to operate out with usual working conditions will be charged as incurred by Juju Books and will be additional to the agreed contract price.
5.1 All time scales quoted are the best available estimates, based on the information available at the date of the quotation and are subject to revision during the course of the work if the details of the job undertaken change.
5.2 A Time Is Of The Essence clause in a contract will override 5.1.
6. LIABILITY FOR DELAY
6.1 For the purposes of this contract, time shall not begin to run until all necessary information has been supplied to Juju Books or until Juju Books has obtained access to them and/or to all information necessary to enable Juju Books to carry out the work or until a written order to proceed, on the terms stated in the quotation, has been received by Juju Books, whichever is the latest. Notwithstanding the provisions of this clause, Juju Books reserves the right to reschedule any agreed timescales in the event that a delay is due to any act or omission of the Customer.
6.2 Juju Books shall have no liability for delay or non-performance caused by Force Majeure. ‘Force Majeure’ means industrial dispute or any circumstances beyond Juju Books’ reasonable control including but not limited to any act or omission of the Customer (such as the Customer’s failure to submit necessary information within a reasonable time of being requested to do so).
6.3 Juju Books reserves the right to make a cancellation charge of 50% of the contract value if the Customer cancels an agreed job at less than 14 days notice.
7. LIABILITY FOR DAMAGE
7.1 Juju Books accepts no liability to the Customer for any consequential or indirect losses, or loss of revenue, profits or anticipated profits arising out of or in consequence of this contract.
7.2 Items held at the operating premises of Juju Books (prints, book blocks etc) in the undertaking of a job are replaceable only of the value of materials.
8.1 Due to the handmade nature of the work undertaken, there may at times be small imperfections present. Juju Books endeavours at all times to create work that is of the highest standard, but at some points this is unavoidable. Juju Books may offer to replace or remake parts of a job to remedy an imperfection if possible and practicable.
8.2 Where prints are supplied with crop or trim marks, Juju Books will endeavour to use these as closely as possible. However, due to imperfections in the printing process, these marks will not always register correctly. In such a circumstance, Juju Books will use their judgement and experience to trim prints to a size that is best for the whole book. Juju Books accepts no responsibility for misaligned crop marks, or the misalignment of pages as a result from misaligned crop marks.
8.3 As an extension to 8.3, where a book is sewn in sections, the resulting ‘creep’ of the central pages projecting further over the foredge, Juju Books accepts no responsibility for trimming books up to 5mm more than the crop marks. This is necessary so that no crop marks are left on the outside pages of a section. To minimise this effect, the Customer should adjust the crop marks of each page in a section in order to register on top of each other once bound, after a test has been made.
9.1 The rights either under Letters Patent, Registered Design, Copyright or otherwise to inventions, designs, drawings or information produced or acquired in the performance of this contract shall vest in and shall remain the property of Juju Books
10.1 Juju Books agrees to keep confidential all matters relating to this contract. This covers every aspect of the relationship between the parties including but not limited to identifiable information, methods used, results of the work, the nature and contents of any work undertaken and the existence of the contract unless the Customer agrees otherwise.
10.2 The Customer shall not by virtue of this contract gain any rights in information wholly or partially owned by Juju Books or any third party and used in the execution of this work. All such information shall be treated as confidential by the Customer and shall not be divulged to any other party without the prior written consent of Juju Books.
10.3 The above shall not apply to information required by a Court of Law or which:
a) is known to the receiving party at the start of contract negotiations
b) is in or comes into the public domain
c) is legitimately obtained from a third party.
If the Customer shall :
a. break any provision of this or any other contract with Juju Books or;
b. suffer distress or commit an act of bankruptcy, make arrangements with creditors or go into liquidation or have a receiver appointed, then Juju Books may, without prejudice to any other claim or remedy, suspend or terminate performance of this or any other contract by written notice and shall be entitled, without prejudice to any other claim or remedy, to payment for the work already completed or work in progress, at a reasonable rate based on the contract price or the value of the work done.
All differences between Juju Books and the Customer arising from the contract shall (except where, by its terms, Juju Books’ decision is to be final and binding) be referred to an arbitrator to be appointed, in default of agreement between the parties and acting in accordance with the Provisions of the Arbitration Act 1950 as amended or re-enacted.
The contract shall be governed by Scots law and the parties agree to submit to the exclusive jurisdiction of the Scottish courts.