Common use of Fees and Services Clause in Contracts

Fees and Services. 6.1. If the Buyer is a Buyer of a Product/Service the Buyer will pay a fee to use that Product/Service. All payments by Buyers for the Products/Services must be paid by BACS or cheque made payable to Datagraphic Limited and sent to Datagraphic Limited, ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ▇▇▇. Quotations for Products or a service which includes printing are made subject to the suitability and availability of drawings, proofs or other instructions to be provided by the Buyer to the Company and of any Supplied Items (whether charged to the Company or not) and of any materials to be supplied by the Company which are specially requested by the Buyer and which are not normally used by the Company in the course of its business. 6.2. All quotations are made on the basis of the use of industry standard processed colours. If the Buyer wishes to use other colours, the Company may charge an additional charge. 6.3. Unless otherwise agreed the price payable by the Buyer shall be the price set out in the Company’s quotation or, where applicable, the Company’s published price list or pricing matrix current at the date of delivery of the Products/Services and is exclusive of: 6.3.1. any costs of loading and carriage of the Products/Services; 6.3.2. any export or import tax and/or duties; and 6.3.3. any value added tax or other applicable sales tax or duty which will be added to the sum in question. 6.4. Prices may be altered by the Company without notice to the Buyer (although the Company will endeavour to give reasonable notice to the Buyer verbally or in writing) to reflect increases in the cost of manufacture or distribution of the Products or increases in the cost of providing services which are due to: 6.4.1. any factor beyond the reasonable control of the Company; this includes foreign exchange fluctuation, currency regulation, alteration of duties, charges and taxes, increases in the cost of labour, materials, other manufacturing costs, service costs and transport costs including fuel costs; or 6.4.2. any change in delivery dates, quantities or specifications for the Products/Services requested by the Buyer; or 6.4.3. any delay in the Company receiving Supplied Items or receiving Supplied Items of inferior quality which require replacing or which require further work before they can be used in the opinion of the Company; or 6.4.4. any delay caused by any instructions of the Buyer or failure of the Buyer to give the Company adequate information or instructions. 6.5. Any dispute as to the amount of any increase in price shall be governed by the dispute resolution procedure set out below. 6.6. If the Buyer requires delivery of the Products/Services to be expedited or notifies the Company of any special requirements regarding delivery of the Products/Services, the Company may charge the Buyer an additional sum to cover additional costs incurred including overtime payable to its employees or Sub-Processors. 6.7. Unless otherwise agreed in writing or stated on the Company’s quotation, invoices are due for payment by the Buyer no later than 30 days from the end of the month in which the invoice is raised. Hybrid Mail is payable by the Buyer 7 days from the date of the invoice. Any mail delivery service is payable by the Buyer 14 days from the date of the invoice. Time for payment shall be of the essence. 6.8. The Company reserves the right at any time before proceeding or proceeding further with a Terms and Conditions to demand full or partial payment of monies due and payable under the Terms and Conditions and under any other contract between the Company and the Buyer. 6.9. Payments shall be made in such currency and into such bank account as the Company shall nominate from time to time in writing. Payment will not be considered to have been received until the Company has received cleared funds. 6.10. All payments payable to the Company under the Terms and Conditions shall become due immediately upon termination of the Terms and Conditions despite any other provision. 6.11. The Buyer shall make all payments due under the Terms and Conditions without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Buyer has a valid court order requiring an amount equal to such deduction to be paid by the Company to the Buyer and rights of set-off are otherwise waived and/or excluded. 6.12. If the production or delivery of the Products/Services is suspended at the request of the Buyer or delayed due to the default of the Buyer, the Company may charge the Buyer for the work carried out to such time, any materials ordered for the Buyer and any other additional costs incurred as a result of such suspension or delay, and such charge shall be payable immediately by the Buyer. 6.13. If the Buyer defaults in any payment then, without prejudice and in addition to the Company’s other rights under the Terms and Conditions, it may suspend work, delay or withhold delivery or cancel the Terms and Conditions and retain any progress payments or payments on account already received under the Terms and Conditions or under any other contract between the Company and the Buyer, and/or may charge the Buyer interest (both before and after judgment) on the amount unpaid (pursuant to its statutory right to charge interest on late payments under the Late Payment of Commercial Debts (Interest) Act 1998) at the annual rate of 4% above HSBC Bank plc’s base rate from time to time, accruing on a daily basis, until payment is made in full. 6.14. The Company shall have a lien on all undelivered Supplied Items or other goods being the subject of the Terms and Conditions for all monies due from the Buyer to the Company under any contract between them. 6.15. The Buyer shall indemnify and keep indemnified Datagraphic from and against any costs (including legal costs on an indemnity basis), expenses and other liabilities which Datagraphic may reasonably incur either before or after the commencement of any action, in connection with any legal proceedings Datagraphic may bring in respect of a breach by the Buyer of any of its obligations under the Terms and Conditions including proceedings for the collection of any sums due from the Buyer pursuant to the Terms and Conditions together with the enforcement of any settlement or judgement obtained in respect thereof.