Terms & Conditions

1. Definitions

In these terms and conditions “the Company” shall mean MONOGRAM LTD. and the Customer shall mean the Party with whom the Company enters into a Contract, unless expressly informed to do otherwise in writing and consent is received in writing to proceed from the nominated third party.

2. Contract Terms

These Conditions shall apply to all goods and services supplied by the Company. Any provision, stipulation or condition in the conditions of order of the person, firm or company whom such goods and services are supplied – the Customer – or otherwise which conflicts with or in any way qualifies or negates any of these Conditions shall have no effect and these Conditions shall prevail.

3. Charges, Estimates and VAT

4. Preliminary work

All experimental work shall, unless agreed expressly otherwise, be charged to the Customer.

5. Terms of Payment

6. Authority & Proofs

7. Property and Risk in Goods

8. Confidentiality

Each of the Customer and the Company hereby undertake to keep secret and not to disclose any confidential information which comes to the notice of it in relation to the other party and/or any of its subsidiary and associated companies (other than information already in the public domain) and not to use it for any purpose other than the performance of its obligations under this agreement. The customer’s confidential information shall include, but not be limited to, information and data relating to the customer’s and its subsidiaries’ business and their financial performance and results. The Company’s confidential information shall include, but not be limited to, details of its fees, costs and unused work and concepts that it has produced.

9. Copyright

Provided the Customer has complied with all the terms of this Agreement including payment in full by the Customer of all amounts due to the Company, the Company does hereby assign to the Client such copyright or other intellectual property rights as the Company owns or which has lawfully been assigned to the Company, in any plans, proposals, materials, design, artwork, copy, concepts and any other works which were specifically commissioned by and prepared for the Customer.

10. Insurance

The Customer shall be responsible for effecting all necessary insurance in respect of any loss, damage or expense that it may suffer directly or indirectly in relation to the provision or non-provision of the Company’s goods and services.

11. Suspension & Termination

The Company shall be entitled to suspend its performance of the contract if and for so long as the Customer shall be in breach of any of its obligations; and

12. Waiver

The waiver or non-enforcement by the Company of any breach of these Conditions shall not prevent the subsequent enforcement of these Conditions in full and shall not be deemed as a waiver of any subsequent breach.

13. Force Majeure

The Company shall not be liable for any delay or failure to perform any of its contractual obligations as a result of war, flood, storm, riot, fire, accident, civil commotion, acts of God, government action, failure of power supply, equipment failure, lock out, strike, default, or failure of subcontractor or suppliers or any other cause beyond its reasonable control and the Company shall not be liable for any loss, damage or expense suffered by the Customer or any third party arising directly or indirectly from any of such matters.

14. Variation

15. Notice

Any notices required to be given under these Conditions shall be in writing and shall be served by prepaid first class letter addressed to the party to which it shall be sent at its principal place of business or such other address as may have been notified pursuant to this provision to the party giving the notice and shall be deemed to be delivered 48 hours after posting.

16. Governing Law

These Conditions shall be governed and construed according to English Law and the parties irrevocably submit to the non-exclusive jurisdiction of the Courts of England and Wales.