Standard Terms of Trading
These terms of trading Blenheim brand™ (ABN 80 835 169 859) apply to all work we do for you. They override any other terms and are only changeable by us in writing. As a valued client and as part of our quality control processes, they are intended to govern the working relationship we have with you.
By engaging our services you agree to be bound by these terms of trading. Engaging our services is accepting estimates/proposals to the extent that we perform agreed work for you. Before we start your work, you must sign and return estimates.
We have to rely on the accuracy of factual information you give us. Accordingly, please check any raw materials (copy, designs, specifications etc) you give to us, as you warrant that, to the best of your knowledge:
• they do not infringe any copyright, trade mark or design
• they are not in breach of confidence, misleading or deceptive
• they are not defamatory or unlawful
• all factual statements are true; and
• legal requirements for packaging or labelling goods are complied with.
We will process supplied material on the basis that you fully indemnify us against any breach of these requirements, even after this agreement ends.
Please check material we supply for your approval thoroughly. Once you approve material in writing by signing off on it at artwork stage via our formal approval process, you are responsible for it.
Estimates remain valid for 30 days after their specified preparation date. Unless specified, 10% GST should be added to our estimates. If you request changes or additional work, the project may need to be re-costed and a new estimate provided. We may reschedule the proposed delivery date as agreed. You are responsible for increased costs for materials and external services where increases are beyond our reasonable control.
Cancellation and postponement
If the project is cancelled or postponed prior to completion, you will be billed for services and materials incurred up to that point (including cancellation fees which may be charged by suppliers).
Delay in raw material or returning signed proofs
To meet production schedules, you may have to provide us with material or return signed proofs within a specific time. We may add the length of any delay to our production time.
Client corrections may incur additional costs depending on the extent and timing of changes. You must fax, mail or email to us any changes you require so we can record them properly. To ensure changes are accurate you must put them in writing.
You must pay invoices within 30 days of the date of the invoice. If you query an invoice, you must bring it to our attention within 14 days of receipt of the invoice. Otherwise invoices are deemed to be accepted. Unless all outstanding bills for a project are fully paid, we reserve the right to not begin, continue or deliver any work. Interest may be charged on overdue accounts at 1.5% per month. We may need a deposit on work, especially if it involves out of pocket expenses or work for a new client.
Any ideas we disclose to you remain our property unless you purchase them. You must not use these ideas without our permission (this includes showing or telling the ideas to another agency or supplier).
Intellectual property rights
The creators (Blenheim brand™ and our subcontractors) own intellectual property rights to original work produced for you. When you have paid for a project in full, you will have an exclusive licence to use the intellectual property as originally intended. The terms of this licence will be based upon our response to your brief.
If you want to own the intellectual property, regardless of when the transfer of ownership is to occur, you will need to tell us at the outset of the project so that we can prepare estimates accordingly by including appropriate costs (including transfer document fees).
Use of promotional material and samples
We have the right to use the material our subcontractors or we produce for you in our folio and for promotional purposes. We may keep at least 10 samples (3 if high unit cost) of each design. These are used for our folio of work and for entering into design competitions.
We have not included all chargeable out-of-pocket expenses in the quote, as these are hard to pre-determine. We may reserve the right to charge a commission on all out-of-pocket expenses to cover administration costs.
Third party supplies
We may advise you on or obtain for you goods or services from third parties. When you have approved an estimate for these goods or services you become responsible for their payment. Any claim you may have in relation to these goods or services (eg quality) is directly with the supplier and not with us, unless you have followed our advice and engaged one of our preferred suppliers, where we will make any such reasonable claim on your behalf. Although you assume responsibility for the materials once they are delivered to you, you do not own those materials until you have paid us in full for their production. We may repossess the materials and to prevent you from using them if you do not pay for them on time. We reserve the right to charge a commission on third party services to cover administration and/or supervision costs.
To achieve the best result, we prefer to supervise pre-press and printing, and charge a fee for this work/service. While we take all reasonable care, we are not liable for printers’ errors unless you have engaged our preferred printer. If you do not notify us of defects within seven days of delivery, you are taken to have accepted the goods as being satisfactory.
We give no express warranty in relation to the supply of our services to you and you acknowledge that you have not relied on any representation or warranty made by us or on our behalf. Further, to the extent permitted by law, if we become liable to you in any manner whatsoever for breach of warranty or for any other reason, then our liability is limited solely to the cost of supplying the services to you again or the payment of the cost of having the services supplied to you by a third party, whichever we choose.
Independent contractor relationship
Our relationship is one of independent contractors and not one of agency or partnership.
We may use subcontractors to perform any part of the work for you.
Law of agreement
The laws of Victoria, Australia apply to these Terms of Trading. The parties agree to submit to the non-exclusive jurisdiction of the Courts of Victoria, Australia in the event of any dispute arising out of our relationship.