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Terms

Terms and Conditions

 

Customer agrees to the following terms and conditions regarding work with The RoArk Group, Inc.

 

By placing an order with us you agree to the following terms and conditions.  We reserve the right to refuse any order at our discretion.

 

 1.  ORDERS

All orders, instructions, and changes shall be confirmed in writing.  Regularly entered orders shall not be cancelled except upon terms that will compensate Printer against loss, including allowances for normal overhead and profit.  In the event Customer cancels an entered order, Printer shall have no obligation to release the paper to Customer; provided, however, in the event such paper is not suitable, in Printer’s sole discretion, for Printer’s other production needs, then Customer shall be obligated to accept delivery and pay for such paper prior to delivery.

Please make sure that we receive any changes to your order within 12 hours of your order being placed.  We have the right to refuse cancellation requests received after this time.

2.  PRICES

Charges for Printer’s work are set forth in the price Schedule.  Prices may be adjusted under Section 3, and whenever possible.  Printer shall provide reasonable advance notice of price adjustments.  Charges in quantities of specifications, including author’s alterations, which result in additional costs will be charged to Customer at Printer’s standard rates in effect on the date of such change, and, if such change(s) materially increase the pricing of the work, will subject credit terms to renegotiation.  Printer shall not be required to comply with any quantity or specification changes requested by Customer which are not within Printer’s capabilities.

Customer recognizes that the prices are exclusive of storage charges (see Section 12), and sales and other taxes.  Any taxes imposed on Printer by federal, state, or local taxing authorities, on sales, manufacturing, processing, or selling, shall be added to the price paid by Customer.

Our company reserves the right to contact any customer via phone, email, or post mail regarding current and/or future orders placed with us.  Any customer may choose to opt out of receiving future communications from us, by simply unsubscribing from our email correspondence and/or sending a written request to our offices.

3.  PRICE ADJUSTMENTS

  1. If the time of performance of the work hereunder is unknown as of the date of this Agreement, then the prices herein which reflect Printer’s labor costs are based upon current costs and shall remain firm, and such prices are subject to adjustment at any time after the date of this Agreement in proportion to any labor cost increases incurred by Printer.
  2. If any time after the date of this Agreement, Printer’s cost of performance hereunder is increased due to increases in state or federal social security taxes or other taxes related to labor utilization, or to changes in government regulations, then the prices shall be adjusted in proportion to such increased cost of performance effective on the date of the cost adjustment to Printer.
  3. If at any time the date of this Agreement, Printer’s cost of materials for the work, including but not limited to, film, plates, paper, ink, adhesives, and energy or utilities shall increase over the cost as of such date, then the prices which reflect such cost shall be adjusted in proportion to such increase effective on the date of the cost adjustment to Printer.

4.  PAYMENT TERMS

  1. Payment terms shall be 30 days from the invoice date unless other terms are confirmed in writing prior to acceptance of order by Printer.  Past-due invoices are subject to a service charge of 1.5% per month on the outstanding balance.  Upon Customer’s notice to Printer pursuant to Section 14, disputed items shall not be subject to a service charge; provided, however, Customer shall not withhold payment of undisputed items.  The forgoing service charge provision shall not be construed as a grant to Customer of an extension of time within which payment is required under this Agreement.
  2. Printer shall issue an invoice or invoices to Customer as follows:

(1)      Composition, preparatory work, plates, presswork, binding, mailing, freight, and shipping charges, and paper furnish by Printer – upon Printer’s completion of the work, or upon passage of title (incase of deferred shipment), whichever occurs first.

(2)      Storage of materials furnished by Customer and of finished work produced by Printer – in advance on the first of each month for which such charge applies.

  1. In advance of the mailing date for work to be mailed, Customer shall deposit in the appropriate Postal Service office sufficient certified funds to cover all mailing costs.

 

5.  PRODUCTION SCHEDULE

Subject to Section 14, Customer’s delay in furnishing and/or returning promptly all copy, specifications, artwork, proofs, and other material in accordance with the Production Schedule may result in an extension of scheduled delivery date and/or additional charges to Customers for accelerated production at Printer’s regular overtime rates.  The schedule will be confirmed at time of order.

6.  PROOFS

  1. It is the responsibility of the customer that all materials approved are formatted properly.  We will not assume any responsibility for spelling, grammar, typos and/or any other errors on approved work.
  2.  System automatically generates low resolution proof of all materials.  We will not be responsible for any mistakes in your original files.  Please ensure that your files match our design specifications to avoid any disappointment.  Once you have accepted a print proof for your order you are agreeing that the proof is correct.

C.  Proofs of all work may be submitted for customer approval and the printer shall incur no liability for any errors not corrected by the customer in proofs so submitted.  Customer alterations and additional proofs necessitated thereby shall be charged extra.  When style, type or layout is left to the printer’s judgment, changes there from made by the customer shall be charged extra.

Printer shall furnish Customer the proofs and materials set forth in the Specifications Schedule, and Customer shall return to Printer one set of proofs for each completed page indicating any and all changes (editorial and art).  Press standing time awaiting Customer’s okay shall be charged to Customer at Printer’s standard rates then in effect for press standing time.  Printer shall not be liable for errors or subsequent corrective costs for work completed per Customer’s okay or errors due to Customer’s failure to order proofs, refusal to accept proofs, failure to return proofs marked with charges, or Customer’s instructions to proceed without submission of proofs.

7.  MATERIALS FURNISHED BY CUSTOMER

Film (negatives and positives), and other materials furnished by Customer shall be properly packed, free from dirt, grit, or torn sheets and shall comply with the specifications and Printer’s quality and manufacturing standards.  Additional costs due to delays, impaired production, or the necessity to repair or replace such materials because of Customer’s failure to meet such standards shall be charged to Customer at Printer’s standard rates.  Customer is responsible for independently seeking recourse from its suppliers with respect to such defective materials.  Semi-finished materials furnished by Customer shall include manufacturing waste allowances Printer deems adequate and shall be adjusted to Printer’s count.  Printer shall not be liable for the fitness of any materials furnished by Customer unless directed by Customer, at additional cost to Customer, to make corrections, repairs, or substitutions Printer deems necessary.  In no event does Printer assume responsibility for the color fidelity of finished work made from film furnished by Customer unless proofed by Printer.

8.  RESPONSIBILITY FOR PRODUCT

  1. Customer warrants that any matter it furnishes for reproduction does not infringe upon any copyright, trademark, or trade name, is not libelous, and does not otherwise violate any law.  Customer agrees to indemnify and hold Printer harmless against all claims, damages, and expenses, including attorney’s fees, which Printer may incur as the result of any claims of such violation or alleged violation.
  2. Customer shall be responsible for complying with all Postal Service requirements concerning the appropriate class of mail and with the Mailing Specifications Schedule.  Printer shall not be liable to Customer for any damages or claims whatsoever because of Postal Service rejection or mail by reason of sortation errors in any manner attributable to Customer’s noncompliance with the Mailing Specifications Schedule or applicable Postal service requirements.  Unless otherwise stated in the Schedules that are a part hereof, special sorting, bundling, tagging, and/or bagging for presort discounts, multiple mail lists, or list merging will result in additional charges to Customer.
  3. Our company assumes no responsibility and accepts no liability for materials that are prohibited by law.  We will not review any material to make sure it is in accordance with lawful practices.  We will not be charged with possession of illegal materials nor will our company be held accountable for use of illegal material in connection to customer job. Breach of these terms by the customer will safeguard our company against any legal action.
  4. The customer will indemnify and hold harmless our company from any loss, expense, and damages arising out of violation of copyright or trademark laws from the illegal use of images, photographs, slogans, trademarks, or graphical work supplied and approved by the customer.  Breach of these terms will safeguard our company from any legal recourse.

 

9.  DELIVERY

Our Company guarantees a 72-hour turnaround time on all 8 ½” x 5 ½” postcards, greeting cards, brochures, letterhead and self-inking stamps.  Our Company guarantees a turnaround time of 10 business days on all envelopes.  We guarantee all business cards and 4” x 6” postcards will ship next business day if ordered before 5:00 pm.  Orders will not be reprinted due to refused or undelivered shipments.  If an order has been refused at shipment, the reshipment will be at the customer’s expense and no refund will be awarded.

Our company does not guarantee the shipping times above for basic ground shipping.  Ground shipping delays may occur.

10.  QUANTITY VARIATION

Variations in quantity of 10% under quantities ordered shall constitute acceptable delivery, and the excess or deficiency shall be charged or credited.  Over-runs and under-runs will not exceed 10% of the quantity ordered.  The Printer will bill for actual quantity delivered within this tolerance.  If the Customer requires a guaranteed quantity, the percentage of tolerance must be stated at the time of estimate.

10. DISCLAIMER OF WARRANTIES

Printer warrants that the work shall be produced according to the terms of this agreement and standards acceptable in the printing industry, but no other express or implied warranty is made with respect to the work, by reason of differences in equipment, paper, inks, and other conditions between the color proofing and production press room operations.  A reasonable variation in color between proofs and the completed job and a reasonable variation on press may exist.

11.  DISCLAIMER OF WARRANTIES

Printer shall bear the risk of loss during the manufacturing process subject to the limitations and exclusions of its all-risk insurance coverage thereof.  Customer specifically waives it rights of recovery against Printer for damage to customer-furnished property to the extent covered by Customer’s insurance policies, if any, then in effect.

Artwork, drawings, sketches, dummies, film positives, negatives, and separations furnished by Printer shall become the property of Customer upon payment in full by Customer.  All printing plates shall remain the property of Printer.

12.  RISK OF LOSS

Title and risk of loss shall pass to Customer upon the earlier of Printer’s delivery to carrier or Postal Service, or delivery into storage, regardless of whether the transport medium or storage facilities are owned and/or operated by Printer and regardless of whether Printer charges Customer for storage.

13.  STORAGE

Charges for storage of finished and semi-finished work produced by Printer or materials furnished by Customer shall be made to Customer and Printer’s standard rates then in effect, including an in-and-out charge.  Customer’s materials which are in film form shall be stored without charge for a period of 18 months from the time of last use and thereafter destroyed unless claimed by Customer.  Unless otherwise directed, finished and semi-finished work produced by Printer and Customer-furnished inserts shall be stored for a period of 3 months after date into inventory and thereafter destroyed or otherwise disposed of unless claimed by Customer upon written notice from Printer.  Upon Customer’s request, Printer shall (unless Customer is in default) store materials other than film and charges shall be applied monthly as follows:

(1)      For materials furnished by Customer – on the first of the second month after date of receipt by Printer.

(2)      For finished work produced by Printer – on the first of the first month after date into inventory.

14.  CONTINGENCIES

Neither party shall be liable for any delay or failure to perform hereunder if such delay or failure to perform arises out of causes beyond control including, without limitation, labor trouble; force majeure; governmental acts and regulations; inability to obtain materials, energy, or carrier space; unforeseen equipment breakdown; or delays of suppliers or carriers.  The affected party shall give notice to the other party of such condition as soon as practicable after it arises.

If Printer’s operations are suspended for any of the above causes, Printer shall use its best efforts to produce the work at another facility, subject to scheduling capacity and equipment capabilities.  If this is not feasible in Printer’s reasonable discretion, Customer shall have the right to have the work performed elsewhere; however, Customer shall not make arrangements to have the work performed elsewhere for a longer period than is reasonably necessary, and it is agreed that when Printer resumes operations, all subsequent work under this Agreement shall be returned to Printer subject to such prior arrangements.  Customer shall have the right to remove from Printer’s plant any and all work (whether or not completed), proofs, film, standing type, and other materials upon payment to Printer for all work and materials furnished or ordered by Printer to the date written notice of Customer’s election to have the work completed elsewhere is received by Printer.  Printer shall not be liable for any differences in costs and/or quality specified in this Agreement and those that Customer obtains from another printer.

If shortages occur in Printer’s supply of paper for reasons beyond its control, Printer may allocate its supply of paper among the customers for whom Printer is then performing work, in such manner and amount as shall, in Printer’s judgment, fairly prorate the supply among them.

15.  CLAIMS

All claims for defective or damaged work, erroneous charges, late delivery, or for shortages must be made by Customer in writing fully setting forth the nature of the alleged defect, damage, erroneous charge, late delivery, or shortage, within 30 days after Printer’s shipment of the work.  Customer’s failure to so notify Printer shall constitute an irrevocable acceptance of the work and a waiver of any defect, damage, late delivery, or shortage.  Transportation claims must be made by Customer directly against the carrier, but Printer shall provide reasonable assistance to customer in processing such claims.

16.  LIMITATION OF REMEDIES

Customer’s sole and exclusive remedy for Printer’s negligence, breach, or any other claim arising out of or connected with the agreement shall be the return of the selling price paid for that portion of the work which is nonconforming or, upon mutual agreement, reprinting a correction in subsequent work.  In no event shall Printer be liable for special, indirect, or consequential damage.

17.  PRINTER’S RIGHT UPON CUSTOMER DEFAULT

If during the term of this Agreement any amount due Printer from Customer under this or any other agreement shall remain unpaid at due date, or if Customer defaults in the performance of any covenant or condition of this Agreement, Printer shall have the right to terminate this Agreement, to declare immediately due and payable all obligations of the Customer for work therefore furnished by Printer under this Agreement, to retain possession of any work or materials (including but not limited to work-in-process and undelivered work) owned by Customer or furnished by or on behalf of Customer, to change credit terms with respect to any further work furnished by Printer, and to suspend or discontinue any further work until overdue amounts are paid in full and cash or security satisfactory to Printer covering further work , as may be required by Printer, is deposited in advance with Printer.  The foregoing rights of Printer shall be in addition to and not in substitution for any other rights of the Printer, and suspension of the discontinuance of work by Printer pursuant to this section shall not in any way negate any claim or right of action which Printer may have by reason of any breach of this Agreement by Customer.

18.  FINAL AGREEMENT

This Agreement, together with the schedules now or hereafter made a part hereof, is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of these terms of their agreement.  All work performed by Printer for Customer shall be deemed to be only upon the terms and conditions contained in this Agreement, notwithstanding any terms and conditions that may be contained in any letter, purchase order, or other form of acceptance by Customer.

19.  AMENDMENT

Except as provided in Section 4, this Agreement and the schedules now or hereafter made a part hereof shall not be amended or altered in any manner unless such amendment or alteration is in writing and signed on behalf of the parties by their duly authorized representatives.

20.  ASSIGNMENT

Neither party to this Agreement shall assign any right or rights hereunder without the prior written consent of the other party.  Subject to this consent, this Agreement shall inure to the benefit of and shall bind the successors and assigns of the parties hereto.

21.  OTHER PROVISIONS

Whenever either party in good faith has reason to question the other party’s ability or intent to perform, it may demand adequate written assurance from the other party of its ability or intent to perform.  In the event that a demand is made and no adequate assurance is given within 30 days or such other shorter period as the circumstances reasonably require, the demanding party may treat this failure as an anticipatory repudiation of this Agreement and suspend performance or exercise any other appropriate remedy.  In the event of a sale of all or substantially all of the assets or stock of Customer, Printer shall have the option to change credit terms for work to be performed hereunder after receipt of such notice.

If either party makes an assignment for the benefit of creditors, or admits in writing its inability to pay its debts as they become due, or files a voluntary petition for bankruptcy or reorganization, or is adjudicated a bankrupt or insolvent, or applies for or consents to the appointment of a receiver for its property, the other party may terminate this Agreement by written notice.  Such termination shall not relieve either party from any obligations accrued hereunder up to the date of receipt of notice of termination.

No waiver by either party of any default by the other in the performance of or compliance with any provision, condition, or requirement herein shall be deemed to be a waiver of, or in any manner release such other party from compliance with any provision, condition, or requirement in the future; nor shall any delay or omission of either party to exercise any right hereunder in any manner impair the exercise of any such right accruing to it thereafter.  No banking of funds by Printer shall constitute an accord and satisfaction, regardless of any notations placed on the remittance or in accompanying correspondence.

If either party commences an action against the other party arising out of or in connections with this Agreement, the prevailing party shall be entitled to have the recover from the losing party reasonable attorneys’ fees and costs of suit, as determined by court.

The unenforceability, invalidity, or illegality of any provision of this Agreement shall not affect or impair the continuing enforceability, validity, and legality of any other provision.

22.  TERMS/LIENS

Payment is net cash 30 calendar days from date of invoice.  Printer reserves the right to require payment prior to the time of shipment if, in the Printer’s opinion, exercised in Printer’s subjective judgment, the Customer’s financial condition has deteriorated or the risk of non-payment has otherwise increased.  If shipments are ready to be made to Customer, Printer shall have the right to demand payment within 30 days from the date Printer is prepared to make shipment.  Shipments not made pending payment by Customer shall be held at the risk and expense of the Customer.  Customer shall pay a percentage of the past due invoices equal to the maximum rate allowed by law until outstanding invoices are paid in full.  If Customer is procuring or arranging for Printer’s Services as agent for another company or individual who will be the ultimate user of such Services, Customer is solely responsible for paying Printer, and shall not delay paying Printer, regardless of the ultimate user’s failure to pay Customer.  As security for payment of any sum due under the terms of an agreement, the Printer has a right to hold and place a lien on all Customer property in the Printer’s possession.  The right applies even if credit has been extended, notes have been accepted, trade acceptances have been accepted, trade acceptances have been made, or payment has been guaranteed.  A copy of this Agreement may be filed on Printer’s behalf with appropriate state authorities at any time after signature by Customer in order to perfect Printer’s security interest.  If payment is not made when due, the Customer will be liable for all collection costs incurred by Printer, including, without limitation, the reasonable fees and out-of-pocket expenses of its attorneys.

23.  PRIVACY & SECURITY

All online payments are made using the PayPal secure payment systems.  We are not in possession of your credit card details at any time and we are not responsible for transmission of credit card numbers.

Your email and address details are only used in the processing and delivery of your order.  We do not pass these details onto anyone else.

Spam Policy – Our Company does not send unsolicited emails.  If your receive any such email which appears to originate with us please copy the message (including headers) into our contact form and send it to us and we will report this to the sender’s email provider.

24.  RETURN POLICY

All our printed products are ‘print on demand’, i.e, they are printed to order for each individual customer.  If you send us a ‘ready to print’ document then we will print it as it is without any alterations.  We check all orders before they are dispatched, but if you find that there is any fault with your order due to misprinting or damage, please return the faulty order and we will reprint this for you at no extra charge.  However, please note that in most cases (unless we have provided the design or images for you) we are printing the images that you have supplied to us.  If the original is not of sufficient quality we cannot guarantee a good print reproduction.  If your image is completely unsuitable for printing we will let you know before we accept your order.  No refunds will be given where mistakes exist in the original images or documents supplied to us (i.e., incorrect spelling or grammar), where the original images supplied to us are of poor quality, or where customers have not checked that the items ordered are what is required (i.e., business card text weight or color).

 

Revised January 2011