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Conditions of business
1. Introduction
1.1 These terms and conditions (“the Terms”) govern every contract made by ACN 100 333 097 trading as Code Ice, and defined here as "the Company", for the supply of goods and services by the Company to any person, firm or other company (“the Client”).
1.2 The Terms prevail over any written Terms and conditions of the Client.
1.3 Any variation to the Terms must be agreed in writing by a Director of the Company.
1.4 All contracts between the Company and the Client will be governed by Australian Law and the parties agree to submit to the exclusive jurisdiction of the Australian Courts.
2. Price and payment
2.1 The Client will pay to the Company the price set out in the current price list, which the Company can change at any time, plus GST.
2.1.1 The on-line price of products may vary from prices available from any other source.
2.1.2 Digital capture or Setup fees are to be paid in advance. The balance of invoice is due prior to shipping.
2.1.3 Discounts are applicable to printing only, unless otherwise agreed prior to the commencement of the job.
2.2 Cash Clients
2.2.1 If the Client does not have an account with the Company, work must be paid for on collection of the completed job. Payment may be made by cash, cheque, or most credit and bank debit cards.
2.2.2 When telephone credit card payment takes place, due to the requirements of the credit card companies, the work may not be collected by the Client but will be delivered to the Client by the Company. Delivery will be by our own courier service or sub contractors, delivery costs are chargeable, as outlined in points 6.1 to 6.4.
2.3 Account Clients
2.3.1 the Company reserves the right not to provide credit facilities without disclosing a reason. Clients should be aware that account applications will be credit checked.
2.3.2 If the Client has an account with the Company , the Client will pay invoices within 30 days of the date of the invoice.
2.3.3 Settlement of an account by credit card will incur a surcharge of 3%.
2.3.4 In the event of default, the Company reserves the right to withdraw credit on any current charges without prior notice.
2.4 the Company reserves the right to charge the Client interest on overdue balances at a rate of 3% per annum above the base rate of the Commonwealth Bank of Australia from the date of the invoice or other debit transaction, to the date of payment.
2.5 The Client will pay to the Company any expenses incurred by the Company in connection with the recovery of monies outstanding (including legal costs on an indemnity basis).
3. Orders
3.1 Orders must be given in writing and signed by a person authorised to do so by the Client.
3.2 If, not withstanding clause 3.1, the Company accepts a verbal order from the Client then the Company will not be responsible for any mistakes (made by either party) arising from the verbal order.
3.3 Unless the Company is given prior written notice by the Client, the person placing or signing the order on behalf of the Client will be deemed to be authorised to do so.
4. Quotations
4.1 All quotations given by the Company will be valid for 30 days from the date of the quotation.
4.2 If the Client’s order differs from the specification on which the quotation was based, then the Company reserves the right to vary the quotation (including the price).
5. Service times and opening times
5.1 Service times which are quoted are target times only and the Company reserves the right to vary service times and accepts no liability for failure to comply with quoted service times.
5.2 the Company reserves the right to change opening times.
6. Deliveries
6.1 the Company can arrange commercial courier delivery to account customers between 9.00am and 5.30pm Monday to Friday (excluding Public Holidays) within the Sydney Metropolitan area.
6.2 Journeys made outside the hours and area set out in clause 6.1. will be charged to the Client at commercial messenger rates (which may vary according to the courier used) plus 15% administration charge.
6.3 The Client must sign for delivered goods, or the Company will not be held responsible for any losses arising from the delivery.
6.4 Whilst the Company will make every effort to collect and deliver as quickly as possible, it will not be liable for any losses arising from delays in delivery or collection.
7. Transparencies/negatives and paper sizes
7.1 Some transparencies or negatives do not have the same proportions as certain paper sizes. If this is the case the Client must inform the Company if they require the full image area (full frame) to be printed or whether the Company should crop image to fill the paper. If no instructions are given then printing will be at the discretion of the Company production team.
8. Paper / Canvas media
8.1 Unless a particular paper surface or media has been specified in the Client’s order, the Company can decide, at its sole discretion, which type of paper surface to use for printing work.
8.2 Due to the dimensional instability of some media, in particular canvas, actual image size cannot be guaranteed and should be regarded as approximate only. Please contact Code Ice where precise image dimensions are critical to your project.
9. Colour, density, tone and contrast
9.1 Where possible a colour match should be provided for: Colour, Density, Tone and Contrast. In the absence of a colour match a full written brief is required. Where neither a colour match or written brief are provided Colour, Density, Tone and Contrast will be at the discretion of our production team. Please note that some colours may not accurately reproduce.
9.2 Due to differences in the way that computer monitors display colours and tones we cannot guarantee that your computer monitor's representation of any colour will be accurate or that it will match the print you receive.
10. Raw Scans
10.1 A raw scan supplied by the Company will generally be uncorrected for colour, density and orientation.
10.2 Unless specifically asked not to, a level of image cleaning may be undertaken free of charge and at the discretion of the the Company production team.
11. Judge and run
11.1 the Company will, if requested, judge tests and run balances for the Client but will do so solely at the Client’s own risk.
11.2 the Company e will not accept any liability for any loss or damage sustained by the Client as a result of “judge and run” whether caused by the negligence of the Company , its employees or agents or otherwise.
12. Artwork, Film and other Data storage
12.1 Artwork, prints, negatives, transparencies, media disks or other image media held at the Company pending a print order will be returned on production of the prints. If no print order is produced then this material will be held for up to 6 months. If not collected after 6 months such material will be disposed of by the Company.
12.2 Digital data arising from retouching and image manipulation or any other digital imaging work is stored by Company on the understanding that Company is not responsible for the future integrity of that data, or of any failure to retrieve data from the Company’s storage archive.
12.3 Image files created by the Company on behalf of a client may be stored in the the Company storage archive on the understanding that the Company is not responsible for the future integrity of that data, or of any failure to retrieve data from the Company’s storage archive.
13. Photography / Digital Files
13.1 Clients should ensure that all artwork, of any description, left at the Company premises is adequately insured. The Company shall not be responsible for any loss or damage however caused to property left in the custody or at the premises of the Company.
13.2 Where the Company has been commissioned by a client to photograph or scan artwork and the Company does so free of charge, then the Company will retain ownership and copyright of all photographic material, including digital files, relating to that particular job. These digital files can be purchased from the Company at the following rates: 1-5 files $75 each, 6-10 files $60 each, 11 or more files $45 each. GST inclusive. Copyright in the original artwork is unchanged and subject to relevant copyright legislation.
13.3 The Company will take reasonable steps to maintain secure backups of digital files created as per para 13.2. but the Company shall not be responsible for any loss or damage resulting from the loss of such files, howsoever caused.
13.4 The Company reserves the right to dispose of digital files where a purchase order relating to a specific file is not received during a period of two (2) years or more. The Company will not be responsible for any loss or damage resulting from the loss of such files, howsoever caused.
13.5 Any other photography or scanning undertaken by the Company that is not done free of charge is subject to the Company's usual commercial rates and conditions.
14. Uncollected goods
14.1 If any items or materials (other than unprocessed film), deposited with the Company by the Client are not collected by the Client within six (6) months of completion of the work undertaken by the Company, then the Company may dispose of or destroy such items or materials.
14.2 If any unprocessed film belonging to the Client has not been collected by the Client within 3 months of the inception of the work undertaken by the Company, then the Company may dispose of or destroy such film.
15. Copyright and moral rights
15.1 the Company will claim no copyright in material submitted to the Company by virtue of work undertaken by the Company on behalf of the Client.
15.2 The Client warrants that the Client owns or controls all rights or has obtained all copyright, moral rights and similar permissions, consents and waivers as are now or hereafter required for all copying, processing and manipulation to be undertaken and the Client hereby irrevocably authorises the Company to do all such copying, processing or manipulation as is necessary in performing or ancillary to the services requested by the Client.
15.3 The Client further warrants that no copyright or moral rights or any other rights of a similar nature now existent or hereafter created will be infringed, by virtue of anything done by on behalf of or at the request of the Client or at the Company’s premises or on equipment sold, supplied or hired by the Company to the Client, or access to which is provided by the Company to the Client or to any party at the direction or request of the Client.
15.4 The Client agrees to indemnify the Company against all losses, damages, claims or expenses (including legal costs on an indemnity basis) which the Company may reasonably incur by virtue of any breach of the above warranties or in the event of any claim (whether or not proceedings are issued) by any party against the Company or its employees (whether permanent or temporary) that any copyright or moral rights or any similar rights have been infringed by the Company or its employees or that the Company have induced, encouraged, authorised or otherwise been associated with such infringement by virtue of anything done by, on behalf of or at the request of the Client.
15.5 The Client warrants that all artwork, film and negatives deposited with the Company do not contain any material which is defamatory, blasphemous or obscene.
16. Liability
16.1 The Client must notify the Company in writing of any claim concerning any invoice of the Company’s within 7 days of the date of the invoice. the Company will not be liable in respect of any claim notified after such time.
16.2 Any film, negatives and/or other materials belonging to the Client or any third party and provided to the Company by the Client (for storage or otherwise) (“Client Materials”) shall remain at the Client’s risk at all times and the Client shall be responsible for insuring the same at its own expense.
16.3 Subject to Clause 16.4 the Company’s maximum aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence) or otherwise, shall in no circumstances exceed the fees payable to the Company hereunder.
16.4 Nothing in this Agreement shall exclude or in any way limit the Company’s liability for fraud, or for death or personal injury caused by its negligence or any other liability to the extent the same may not be excluded or limited as a matter of law.
16.5 Subject to Clause 16.4, the Company shall not be liable under this Agreement for any loss of income or profits, loss of contracts or for any indirect or consequential loss or damage of any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise.
16.6 This Agreement sets forth the full extent of the Company’s obligations and liabilities in respect of this Agreement. In particular, there are no conditions, warranties, representations or other terms, express or implied, that are binding on the Company except as specifically stated in this Agreement. Any condition, warranty representation or other term concerning the Company’s performance of its obligations hereunder which might otherwise be implied into or incorporated in this Agreement, whether by statute, common law or otherwise, is hereby excluded.
16.7 The Company will not be liable for any failure to perform any contract between the Company and the Client which is due to any circumstances beyond the Company’s control including (but not limited to):-
16.7.1 inability to secure labour, materials, supplies or transport; or
16.7.2 scarcity of fuel, power or components; or
16.7.3 machine breakdown, fire, storm, flood, act of God, war, civil disturbance, strikes, lock-outs or industrial action (of any form).
17.Satisfaction Guaranteed
We strive for perfection and will do our best to deliver 100% satisfactory results. If for any reason you are not satisfied, we will resolve your situation on an individual basis. This may mean that we will redo the work or we may refund your payment in exchange for the unsatisfactory prints.
18.Archival Technology
The company does not manufacture archival inks, canvases and paper and relies on data published by the ink and media manufacturers. We use archival pigment inksets apparently rated to last between 75 and 200 years under normal lighting conditions and depending on media used and display conditions. Independent researchers such as the Wilhem Institute publish light fastness ratings for a range of inkjet media http://www.wilhelm-research.com/ and are an appropriate source to establish independant opinion on the archival properties of inkjet prints.
19. Web links
Links provided to other Internet websites are provided for your convenience and do not constitute endorsement of the information at those websites. Code Ice accepts no responsibility for content contained in any website that is linked to this website. We cannot be responsible for the privacy and security practices of these other web sites; and you should refer to each web site's privacy and security policies for details.
20. Electronic Communications
When you visit the Code Ice Online Store or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
Do not violate, or attempt to violate, the security of this Web Site, including uploading, posting, e-mailing or otherwise transmitting any material that contains viruses or any other computer code, files or programs that might interrupt, limit or interfere with the functionality of any computer software or hardware or the telecommunications equipment that is owned, leased or used by us.
21. Returns
We accept the return of faulty products purchased from Code Ice and will replace the product for you as soon as possible. To arrange a return for a faulty product send an e-mail to print (@) codeice.com.
You are liable for the cost and risk of return freight and freight insurance. We recommend the use of Registered Post (or similar) to ensure the parcel does not get lost during transit.
22. Disclaimer of Warranty
There is no warranty for the goods and services provided by the Company, to the extent permitted by applicable law. Except when otherwise stated in writing the Company provides goods and services "as is" without warranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose. The entire risk as to the quality and performance of the goods and services supplied by the Company is with you. Should goods and services supplied by the Company prove defective then the Company will attempt to provide remedy as stated in paras 17 and 21.
23. General
These terms are governed by the laws in force in the State of New South Wales and you irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of the State of New South Wales and any courts which may hear appeals from those courts.
Code Ice supplies within Australia and some overseas destinations.
We reserve the right to make changes to our site, policies, and these terms at any time. If any of these terms shall be deemed invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall not affect the validity and enforceability of any remaining term.
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