Order Terms Print & Post

Version: 01 October 2024

Selectabase Ltd, The Archive Centre, Honeywood Road, Dover, CT16 3EH (the Supplier)

Acceptance of the Customer Order Form for the Print & Post Service is subject to the usual provisions within the Supplier’s Standard Terms and Conditions.

1. Definitions

• “Customer Content” means marketing and advertising material, vouchers, text, audio files, video files, graphics, software, trademarks, the information stored on the Customer Database, and any other information or materials provided by the Customer to enable the Supplier to provide the Mail Service.
• “Customer Database” means the Customer’s computer system or database storing addresses or data relating to the Customer’s business and customers, received by the Supplier from the Customer and referred to in the Customer Order Form, used for onward delivery within the Mail Service.
• “Customer Proof” means a PDF copy of the letterhead and text mailing piece delivered by the Customer to the Supplier for inclusion within the Mail Service.
• “Mail Service” means the printing, enclosing, sorting, and delivering of Mail to the postal service or RMIMC on the Customer’s behalf, for onward delivery to the Customer Database.
• “Proof” means a PDF copy of the intended mailer and text referred to in the Customer Order Form and subsequently delivered by the Supplier to the Customer.
• “Proof Set-up” means the service provided by the Supplier, including the receipt of the Customer Order Form and the provision of the Proof to the Customer.
• “RMIMC” means the Royal Mail Inward Mail Centre.
• “Mail” means details of the Customer’s Mailing, including text, the Proof, Customer Proof, and the Customer Database, received by the Supplier from the Customer for the purpose of the Mail Service.

2. Service

2.1 Time for the provision of the Mail Service by the Supplier shall not be of the essence. While the Supplier will use reasonable endeavours to meet agreed dates, it will not be liable for failure to achieve those dates.

2.2 The Customer acknowledges that the Supplier will rely on the Customer meeting its obligations as set out in Clause 3 to achieve any agreed timescales. Delays by the Customer may result in an extension of time and an increase in charges.

2.3 During the provision of the Services, the Customer may be asked to approve samples, proofs, or mock-ups. The Supplier shall incur no liability for errors not corrected by the Customer.

2.4 The Supplier will require access to the Customer Database and undertakes to:

• 2.4.1 Ensure only authorised personnel will have access.
• 2.4.2 Not disclose or permit use of the information except for Service performance.
• 2.4.3 Cease use of the Customer Database and return or destroy all related information upon termination.

2.5 The Supplier will perform a Proof Set-up service per the Customer Order Form upon delivering the Proof to the Customer.

2.6 The Mail Service will only be provided once the Proof Set-up process is completed and the Supplier has accepted the Mail for processing. If required information is not provided within 14 days of the agreed despatch date, the Service will expire, and no refunds will be due.

2.7 Unless agreed otherwise, the Supplier will provide the Mail Service on normal working days (Mondays to Fridays, 9 am to 5 pm, excluding bank holidays).

2.8 The Supplier will use reasonable endeavours to ensure that Mail is delivered to the postal service or RMIMC within three working days of receipt. Mail must be received by midday (12 pm) to count as the first working day.

2.9 The Supplier will not accept Mail for postage if its carriage is prohibited by any law or regulation.

2.10 Mail will be produced on the medium agreed in the Customer Order Form.

2.11 If Mail cannot be delivered due to incorrect information provided by the Customer, the Mail will be returned and destroyed. No refund will be issued for undeliverable Mail.

3. The Customer’s Responsibilities

3.1 To enable the Supplier to perform the Mail Service within the agreed price, the Customer undertakes to:

• 3.1.1 Provide access to the Customer Database.
• 3.1.2 Promptly supply Customer Content as requested.
• 3.1.3 Provide timely feedback on proofs, mock-ups, and samples.

3.2 If the Customer fails to facilitate the Mail Service, payment shall become due as if the Service had commenced or been completed.

3.3 The Customer warrants that:

• 3.3.1 All intellectual property rights in the Customer Content belong to the Customer and its use will not infringe others’ rights.
• 3.3.2 Access to the Customer Database complies with relevant data protection legislation.
• 3.3.3 Representations about the Customer’s business are accurate and do not breach confidentiality obligations.
• 3.3.4 The Customer Content is not unlawful or illegal and does not contain defamatory statements.
• 3.3.5 The Customer agrees to indemnify the Supplier for any liabilities arising from breaches of these warranties.
• 3.3.6 Mail will not contain defamatory, offensive, indecent, or prohibited material.

3.4 The Customer is responsible for the content of any Mail and must ensure accuracy, including postcodes.

3.5 The Customer is responsible for verifying the appearance and print quality of the Mail via the Proof and/or Customer Proof.

3.6 The Customer warrants that it will not:

• 3.6.1 Impersonate another person or business.
• 3.6.2 Use the Service for unlawful, fraudulent, or unethical activities.

3.7 The Customer indemnifies the Supplier against any third-party claims regarding misuse of the Mail Service or breach of warranty.

3.8 The Customer will provide information about the purpose of using the Mail Service upon request.

Additional Terms

• 4. Payment Terms: All payments are due as specified in the Customer Order Form, and the Supplier reserves the right to charge interest on late payments.
• 5. Limitation of Liability: The Supplier shall not be liable for any indirect or consequential losses arising from the use of the Mail Service.
• 6. Termination: Either party may terminate the agreement with written notice if the other party breaches any terms and does not rectify the breach within a specified timeframe.