All projects are subject to Best Business Practices as published by the PIA
Terms and Conditions of Sale
Estimates not accepted in writing within thirty (30) days may be changed. No discount will be allowed unless specifically set forth in the estimate itself. Estimates are based on the supplier’s written understanding of the customer specifications and the accuracy of the specifications provided to the supplier by the customer. The supplier has the option to re-estimate a project at the time of submission by customer if project does not conform to the information on which the original estimate was based. Estimates are based on the cost of services, labor and materials on the date of the estimate. If changes occur in cost of materials, labor, or other costs prior to acceptance, or if the customer requires changes in specification, quantities, designs, or the production schedule subsequent to acceptance, or in the event of foreign or domestic legislation enacted by any level of government, including tax legislation, which increases the cost of producing, warehousing, or selling the goods or services purchased hereunder, supplier reserves the right to change the price estimated. Subsequent orders will be subject to price revision if required.
Estimates do not include applicable taxes, shipping costs or multiple deliveries unless specifically stated in the estimate. If there is a change in specifications or instructions to the original estimate and these changes result in additional costs, the supplier will inform the customer, in writing, what these additional costs will be. The work performed will be billed at the current rates as agreed, and the completion date may be delayed.
Estimated pricing is based upon the supplier’s written understanding of the customer
specifications submitted. Any changes to the original specifications after order acceptance by supplier will be billed as extra charges at supplier’s usual rates.
Unless otherwise specified herein, payment for services shall be net cash due thirty (30) days from invoice date. These terms are subject to credit application and approvedal. Unless otherwise agreed, invoice date will be the date any of the work is first available for shipment.
Unless otherwise specified, the price quoted is for a single shipment, local to Tampa, Fla. without storage, F.O.B. supplier’s platform. Proposals are based on continuous and uninterrupted delivery of the complete order. If the specifications state otherwise, the supplier will charge accordingly at current rates. Charges for delivery of materials and supplies from the customer to the supplier, or from the customer’s representative to the supplier are not included in quotations unless specified. Title for finished work passes to the customer upon delivery to the carrier at shipping point, or upon mailing of invoices for the finished work or its segments, whichever occurs first.
Overage or Underage allowance will not exceed ten (10) percent of the quantity ordered, unless specified otherwise on the estimate. The supplier will invoice for the 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.
Estimates do not include postage. The supplier will notify the customer of the required postage as soon as this amount is known and will notify the customer of the date when the postage is needed in order to complete the mailing prior to the agreed upon mailing date. While the supplier will make every effort to provide the customer with an accurate estimate of required postage, the supplier is not responsible for additional postage charges if the rate of postage changes for reasons beyond supplier control. Payment of postage in advance is required on all orders and is the responsibility of the customer. The supplier reserves the right to hold mailings for which sufficient postage has not been paid or until postage payment has been verified. The customer will provide the postage payment in adequate time for the supplier to complete the mailing prior to the previously agreed upon mail date.
Customer’s mailing list(s) in the supplier’s possession, for storage or otherwise, is the exclusive property of the customer and shall be used only at the customer’s instructions. The supplier shall provide reasonable and prudent protection against the loss of a customer’s list.
All taxes and assessments levied by any governmental authority are the responsibility
of the customer. All amounts due for taxes and assessments will be added to the customer’s invoice. No tax exemption will be granted unless official proof of the customer’s exemption is on file with the supplier or such documentation accompanies the order. If, after the customer has paid the invoice, it is determined that more tax is due, the customer must promptly remit the required taxes to the taxing authority or immediately reimburse the supplier for any additional taxes paid.
Any complementary storage of supplied paper, materials, or intermediate material, is provided uninsured for loss or damage. The supplier is not liable for any loss or damage beyond what is recoverable by the supplier’s fire and extended insurance coverage, if applicable. Complementary storage is considered any time preceding ten (10) days of production commencement on the associated project or ten (10) days following substantial completion, first shipment, or invoicing of the associated project.
Claims for defects, damages, or shortages must be made by the customer in writing no later than ten (10) calendar days after delivery. If no claim is made within the specified time period, the supplier and the customer will have mutually acknowledged that the job has been accepted by the customer and that the supplier’s performance has fully satisfied all terms, conditions and specifications of the purchase agreement.
Choice of Law and Venue
Venue for any cause of action arising from parties involved in these terms of sale agreement shall be Hillsborough County, Florida. Customer consents to jurisdiction of the courts thereof. The prevailing party in any legal action or proceeding brought to enforce this agreement shall be entitled to recover from the other reasonable attorneys’ fees, costs and expenses arising out of such legal action brought before a court, mediator, arbitration or private settlement.
When contracting with an intermediary such as an ad agency or reseller for work on behalf of their customers, suppliers will hold the intermediary fully responsible for timely payment of invoices and for related collection costs, legal fees and interest. This will be done without regard to whether the intermediary has been paid by their customer for services rendered.
The customer warrants that it has the right to produce the subject matter to be printed,
duplicated or distributed. If the subject matter is copyrighted, the customer warrants that it owns the copyright or has express permission of the owner to reproduce the copyrighted subject matter, and that it has not removed any copyright notice from any material to be reproduced without written permission.
Customer Furnished Materials
Materials furnished by customers or their representative must be delivered in good order according to specifications furnished by the supplier. These specifications will include quantity, correct weight, thickness, pick resistance, and other technical requirements. Supplier accepts outside manufacturers’ count until processing and assume no responsibility for shortages discovered at that time. Additional charges will apply if customer requires the supplier to verify outside manufacturer’s counts prior to processing. Customer is expected to provide supplier with sufficient inventory or adequate sources of supply to meet anticipated demand. Cost for backorders, delay notices, canceled orders and increased customer service resulting from out of stock conditions will be billed additional to customer.
All direct mail handling and processing involves spoilage. Spoilage of up to three (3) percent of customer’s material is typical. Allowances for spoilage should be taken into consideration in ordering material. Every effort will be made to handle customer’s material with frugality and to prevent undue spoilage. Nevertheless, the supplier cannot accept responsibility for shortages of material as a result of normal spoilage in processing.
Damages/Limitation of Liability
The supplier’s maximum liability, whether by negligence, agreement, or otherwise,
will not exceed the amount specified in the agreement. Except for claims for delay arising out of this agreement, the parties to this agreement mutually agree that supplier’s liability for any and all claims whatsoever of any kind and nature arising out of this agreement shall not exceed supplier’s price to customer for performing the work (including any services) that is the subject of this agreement or fraction affected, and further mutually agree that replacing the work (including any services) or re-mailing or re-shipping a correction or corrected job as soon as possible to rectify the mistake that is the subject of this agreement shall satisfy any and all claims whatsoever of any kind and nature arising out of this agreement.
Customer represents and warrants that neither the execution, delivery or performance, nor consummation of the transactions contemplated by this Agreement will result in actual or alleged infringement of any proprietary right (including, but not limited to, trademark, trade secret, patent or copyright rights), or any actual or alleged misuse of personally identifiable information, or violation of any other laws and regulations applicable, or a violation or breach of, or default under any provision of the charter, by-laws or any material agreement to which it is a party. At all times customer’s performance under this Agreement will with any and all other rights arising from or in connection with the products or services produced by the supplier at the direction of the customer. Customer agrees to indemnify and save supplier harmless from any and all losses, claims, or damages (including legal costs and reasonable attorney fees) that supplier may suffer in connection with a claim related to any actual or alleged breach of the representations and warranties described above.
Insurance, Risk of Loss
All stock and materials belonging to a customer will be held and stored only at the customer’s risk, and the customer shall be responsible for insurance on their material. Customer retains title to and the insurable interest in its materials. Because of this, the supplier is held harmless for acts not of its doing that create losses. All files, software, programs, paper, film, plates, or other materials not supplied by customer but used to perform the services hereunder shall remain the exclusive property of the supplier unless otherwise agreed in writing. The supplier shall carry insurance to protect against acts or negligence on the part of its employees in the normal course of business. If specific additional insurance coverage is desired, such coverage must be specified by agreement or by separate insurance rider and premium. In such instances, the liability for losses will be limited to the agreed upon insurance amount. Moreover, the supplier will only maintain fire and extended coverage on property belonging to the customer while the property is in the supplier’s possession. The supplier’s liability for this property will not exceed the amount recoverable from the insurance. Additional insurance coverage may be obtained if it is requested in writing, and if the premium is paid to the supplier. Customer shall bear all risk of loss to finished Work upon delivery of the work by supplier or its subcontractor, as applicable, to a common or contract carrier or to the U.S. Postal Service mail unit, F.O.B. supplier’s or its subcontractor’s shipping dock. The risk of loss for property furnished and/or owned by customer and for partially-finished work before or after the manufacturing process and while in transit to or from the supplier’s premises shall be borne by customer. Title to finished and partially finished work shall pass at the same time the risk of loss for such work passes to customer.
Orders shall be effective upon acceptance by supplier. Acceptance by supplier may be either by notification to customer or by commencing to produce work on the goods or services ordered. Acceptance of orders is subject to credit approval and other causes enumerated under Production Schedules. The work is to be performed according to specifications expressly set forth in the agreement and in any of supplier’s specifications relating to particular portions of the work, as provided to customer. If the customer furnishes its own paper for any work hereunder, the provisions of supplier’s furnished paper rider shall apply. If for any reason, other than solely supplier’s error, all or any part of the work must be redone, an additional charge will be made at current rates. An additional charge at current rates may also be made for work requested by the customer that is different from or in addition to the work, as specified in the estimate.
Unless otherwise agreed in writing, all outside purchases as requested or authorized
by the customer, are chargeable. Customer is responsible for payment for any paper which supplier has been authorized by the customer to purchase, including paper remaining on hand as the result of customer changing suppliers, discontinuing publication, or changing paper requirements. The supplier reserves the right to substitute comparable paper of a manufacturer different than that designated unless specified otherwise in the agreement.
Prepress, Preparatory and Proofing
A color proof is used to simulate how the printed piece will look prior to production
on the printing press (offset or digital). Due to differences between the proofing substrates, equipment, and other conditions the proof may present a “reasonable” variation in color between the proof and printed piece. A “reasonable” variation in color between color proofs and the completed job may be expected. When variations of this kind occur, it will be considered acceptable performance It is the customer’s responsibility to maintain a copy of the original data submitted to the supplier. The supplier is not responsible for accidental damage to material, data or media supplied by the customer or for the accuracy of furnished input or final input. Until the customer’s data or media can be evaluated by the supplier, no claims or promises are made about the provider’s ability to work with the material submitted in digital format, and no liability is assumed for problems that may arise. Any additional translating, editing, or programming needed to utilize customer-supplied files will be charged at prevailing rates. All materials and data created by the supplier, including, but not limited to, artwork, plates, dies, film, data, and digital output files, shall remain the supplier’s exclusive property. The supplier will submit prepress proofs for the customer’s review and approval. Corrections will be communicated electronically or returned to the supplier on a “master set” marked “OK,” “OK With Corrections,” or “Revised Proof Required” and electronically authorized or signed by the client. Until the master set is received, no additional work will be performed. Supplier will not be responsible for undetected production errors if:
• Proofs are not required by the customer
• The work is printed per the customer’s OK
• Requests for changes are communicated orally
When proofing color, a reasonable variation between color proofs or electronic renderings and the final product is to be expected. This is due to differences in viewing conditions, equipment, paper, inks, and toner between the color proofing process and print production. Press proofs will not be furnished unless they have been requested by the customer and presented in the supplier’s quotation. A press sheet can be submitted for the customer’s approval as long as the customer is present at the press during makeready. Any manufacturing time lost to alterations/corrections made because of the customer’s delay or change of mind will be chargeable at the supplier’s current rates.
Production schedules shall be usual and customary given the nature of the project. There will be no supplier liability or penalty for delays due to customer delays, state of war, riot, civil disorder, fire, flood, terrorism, unavailability or shortages of materials, equipment failures, acts or defaults of the work of a subcontractor, delays in transportation, strikes, accidents, action of government or civil authority, acts of God, or other causes beyond the control of the supplier. In such cases, schedules will be extended by an amount of time equal to delay incurred. The prices in this agreement are based upon full compliance with said schedule and any deviation from the agreed upon schedule on the part of the customer may result in a revised delivery date or additional charges for downtime or overtime incurred by supplier due to said deviation from the schedule. In any case, no additional work will be performed by the supplier until such revised schedule and/or pricing is approved by the customer.