1. DEFINITIONS AND INTERPRETATION
'Conditions' means the terms and conditions set out in this document; 'Sprint Media' means Sprint Media Limited, company number 6177833 with registered office at B1 The Courtyard, Tewkesbury Business Park, Tewkesbury, GL20 8GD; 'Buyer' means the individual firm, company or other party with whom Sprint Media Limited contracts; 'Confirmation of Order' means a written or emailed confirmation of order sent to the Buyer by Sprint Media setting out the Services; 'Contract' means the legally binding agreement between Sprint Media and the Buyer arising out of the Buyer's signed Confirmation of Order to include agreement on a send date for an email campaign, such acceptance to be in writing (including e-mail) or orally; 'Goods' means any goods supplied by Sprint Media in connection with the Services; 'Services' means the services specified in the Confirmation of Order; 'Input Material' means items both tangible and intangible that are required to complete a marketing campaign; 'Agent' means any individual, company or organisation working on behalf of or alongside Sprint Media or the Buyer.
2. PRICE AND PAYMENT
(1) The Buyer will pay for the Services at the times and in the manner specified in the Confirmation of Order.
(2) If no such provision is made in the Confirmation of Order, the Buyer will pay any invoice rendered by Sprint Media in full within 28 days of the invoice date. The Buyer shall not be entitled to make any deduction from any payment due to Sprint Media in respect of any set-off or counter-claim.
(3) Sprint Media reserves the right to correct prices and invoices where typographical, clerical or other errors have been made in the Confirmation of Order or in any invoice or in any quotation.
(4) All prices charged by Sprint Media are subject to the addition of Value Added Tax at the prevailing rate.
(5) If the Buyer fails to pay any sum due to Sprint Media under the Contract within 28 days of the invoice date, Sprint Media reserves the right to charge interest on the outstanding amount at a rate of either 3% per month or £25 per week, whichever is the greater, for each week or part of a week from the date of invoice until the date payment is received. Sprint Media will invoice for the charge once the original invoice is paid, or in the event of the matter going to court, will add it to the sum claimed in court.
(6) Title to any Goods supplied by Sprint Media shall not pass to the Buyer until all payments in respect thereof have been made in full. The Goods shall be at the sole risk of the Buyer from the time of delivery.
(7) Non-payment to Sprint Media by the date specified in the Conditions shall be deemed a breach of Contract. The Buyer shall be responsible for any and all costs and expenses, included but not limited to legal fees and court costs incurred by Sprint Media in conjunction with the collection of any monies due hereunder.
(8) In circumstances where the execution of a job extends over a period of one month, Sprint Media will, if it considers appropriate, invoice all the Services carried out by Sprint Media monthly or at such times as may be agreed with the Buyer and all such charges will be payable forthwith, in full.
(9) If Sprint Media offers a discounted price, as part of a non-signed contracted agreement for a marketing package including but not limited to a block of email campaigns as a strategy and the Buyer cancels part way through the strategy then the discounted amount on the work done will be become payable within 7 days in full.
(10) If Sprint Media is in receipt of a signed Confirmation of Order for a data lease, Campus account, postal campaign, design project, or email strategy from the Buyer the Buyer is then unable to cancel the order and full payment will be due in accordance with the original contract and payment terms.
3. BUYER'S OBLIGATIONS
(1) is solely responsible for the content of any marketing sent. The Buyer ensures that no Input Material is defamatory, obscene, indecent or otherwise illegal or unlawful and ensures that any Input Material does not infringe any copyright owned by any third party. The Buyer agrees to indemnify Sprint Media against any loss, claims, damages, costs and expenses howsoever arising in connection with any Input Material;
(2) shall supply, at its own expense, Sprint Media with all necessary Input Material within sufficient time to enable Sprint Media to provide the Services in accordance with the Contract and shall ensure the accuracy of all Input Material acknowledging that Sprint Media may not have the time nor the expertise to check the accuracy of any input material nor any material printed by Sprint Media or its agents on behalf of the Buyer;
(3) at its own expense retain duplicate copies of all Input Material and insure against its accidental loss or damage; Sprint Media shall have no liability for any such loss howsoever caused;
(4) if appropriate will ensure that it complies in all respects with The British Code of Advertising Practice, the British Code of Sales Promotion and Practice and the Advertising Association Code of Practice covering the use of personal data for advertising and direct marketing purposes, and all other appropriate codes of conduct;
(5) will ensure that if necessary it is registered under the Data Protection Act 1984 and that it complies fully with the terms of such registration and the provisions of that act;
(6) understands that by its very nature, Sprint Media undertakes work for a wide variety of companies, and nothing in this Contract should be taken to mean that Sprint Media will work exclusively for one company, and not supply services to a rival company. Where a Buyer wishes to ensure Sprint Media does not work for a rival company this must be expressed in writing and agreed by Sprint Media prior to work commencing.
4. SPRINT MEDIA'S OBLIGATIONS
(1) will provide the Services subject to these Conditions in a good and professional manner and in accordance in all respects with the Contract.
(2) will endeavour to perform the Services by such date as set in the Contract but time shall not be the essence of the Contract.
5. WARRANTY AND LIMITATION OF LIABILITY
(1) Sprint Media makes no warranties, guarantees, promises or representations, either express, implied, oral, written or otherwise, except as expressly set forth in this Contract. Sprint Media does not make any warranty guarantee, promise or representation, express, implied, oral, written or otherwise, as to the results and or potential success of any marketing campaign.
(2) Subject to clauses 5. (1) above, all conditions, warranties and representations (unless fraudulent) expressed or implied by statute, common law or otherwise in relation to the Goods and the Services provided hereunder, with the exception of liability for death or personal injury caused by the negligence or breach of statutory duty of Sprint Media, are hereby excluded and Sprint Media shall be under no liability to the Buyer for: any costs or expenses; any loss of profit, business, contracts, revenue or anticipated savings; or any special, indirect or consequential loss of any nature suffered by the Buyer arising directly or indirectly out of the provision of the Services or the Goods by Sprint Media, its employees, its sub-contractors or its agents or any defect in the Services or the Goods.
(3) Notwithstanding the provisions of clauses 5. (1) and (2), where any matter gives rise to a claim against Sprint Media its liability shall be limited to a sum no greater than the price paid by the Buyer under the Contract.
6. THIRD PARTY INTELLECTUAL PROPERTY RIGHTS
Sprint Media and the Buyer each undertake and agree to indemnify the other for any expense, damage or loss suffered as a result of any claims or proceedings against the other, regarding the infringement or the alleged infringement of any intellectual property rights owned by a third party, resulting from the use of any data or design or artwork or other materials or items supplied by that party, including Input Material, in connection with the Services.
Without prejudice to any other rights or remedies Sprint Media may have, Sprint Media may terminate the Contract and any other contract between the Buyer and Sprint Media immediately by notice in writing if the Buyer breaches any provision of the Contract which cannot be remedied to the satisfaction of Sprint Media within 7 days of Sprint Media serving notice of the breach and the remedy required or if the Buyer goes into liquidation, or, in the case of an individual or a firm, becomes bankrupt, makes a voluntary arrangement with his creditors or has a receiver or administrator appointed.
Upon termination of the Contract Sprint Media shall be entitled to invoice the Buyer for any costs incurred in connection with the Contract(s) terminated and the amount invoiced shall be immediately due and owing.
8. FORCE MAJEURE
Sprint Media shall not be liable for any loss suffered or incurred by the Buyer as a result of Sprint Media being unable to perform the Contract by reason of any act of God, war, lockout, strike, fire, explosion, flood, fog, bad weather, power failure, failure of telecommunication lines, delay in transit, postal delay, failure or breakdown of plant or machinery, theft, malicious damage, riot or any other unexpected or exceptional cause or circumstance beyond Sprint Media's reasonable control, in which case Sprint Media shall be entitled to cancel the Contract or delay the performance thereof for as long as reasonably necessary.
Any notice required to be given under these Conditions must be in writing and be served on the recipient by personal delivery, first class post, second class post, email or fax at the address shown in the Confirmation of Order, or any other address notified by the recipient from time to time.
10. ENTIRE AGREEMENT
Subject to any variation which is agreed in writing, this contract comprises the entire Agreement between the parties and any other understandings, promises or conditions, express or implied are superseded by this Agreement.
The waiver or forbearance of failure of either party in insisting in any one or more instances on the performance of any provisions of a Contract shall not be construed as a waiver or relinquishment of that party's rights in respect of any continued default of any future non-performance of that or any other provision.
Sprint Media reserves the right to take matters relating to non-payment of invoices and similar cases to the County Court. Any dispute arising under or in connection with the Conditions or the provision of the Services or Goods which Sprint Media deems to be more appropriate to be dealt with by other means shall be referred to arbitration by a single arbitrator appointed by agreement or, in default, nominated on the application of either party by the President for the time being of the Law Society for England and Wales.
The Buyer agrees to indemnify and hold Sprint Media harmless from any liability arising out of the Buyer's Input Material and any liability incurred indirectly or directly by Sprint Media in connection with any breach of the Contract by the Buyer.
If any term of the Contract shall be held to be illegal or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision shall to that extent be deemed not to form part of the Contract but the enforceability of the remainder of the Contract shall not be affected.
15. PROPER LAW
The Conditions and any Contract to which they apply shall be interpreted and construed under English law and the Buyer hereby agrees to submit to the non-exclusive jurisdiction of the Supreme Court of Justice in England.
16. TERMS AND CONDITIONS RELATING TO EMAIL SERVICES
(1) Time frame
Sprint Media carry out marketing campaigns by email for Buyers by sending large numbers of emails simultaneously to Educational Establishments and businesses in the UK. Sprint Media's ability to do this is governed by technology both within and outside its control. Sprint Media endeavours to send out campaigns at the times agreed to with Buyers, however, when entering the Contract, the Buyer realises that it may not be carried out exactly within that time frame. If the campaign is carried out reasonably closely to the agreed times but not exactly within, the Buyer may not dispute the invoice based on this.
(2) Cancellation of an email campaign(s)
(a) The Buyer may cancel an order without penalty if the Buyer indicates that this is their intention in writing at least 2 working days prior to the sending of the first campaign (if no time on the sending day has been agreed then for the purposes of the Conditions it is to be assumed that sending time is 10:00 am) providing all design work and HTML conversion work has been done by the Buyer. If Sprint Media has worked on the advert in a design or HTML conversion capacity or set the campaign up in its broadcasting software the Buyer will be charged for this work done so far at a rate deemed fair by Sprint Media.
(b) If written notice of intent to cancel is not received at least 48 hours prior to the sending date the Buyer is liable to pay the full cost of the outstanding invoice.
(3) Delivery of email advertisements
For email campaigns, we always aim to send to the numbers quoted, but due to daily fluctuations within the database it is possible that sent to numbers on the day of broadcasting may be slightly higher or lower than originally quoted. We do not guarantee delivery of every single mail (delivery meaning the storage of the email in the recipient's email client, HTML-based or not). This is not due to the quality of data used, simply the filtering systems at the recipients' machines.
(4) Incorrect delivery
Sprint Media sends out many marketing emails a day and naturally very rarely, human errors can occur. Sprint Media endeavours to deliver to the areas of the UK, to the particular establishments, and to the recipients stipulated by the Buyer but has no liability for any loss of trade or profit to the Buyer as a result of delay in delivery or the delivery of a campaign to an incorrect area, establishment or recipient.
(5) Email subjects lines
If the Buyer does not specify an email subject line within 48 hours of the scheduled delivery time then the subject line will be created by Sprint Media without notice at their full discretion.
(6) Right to not send
Sprint Media reserve the right in their absolute discretion to refuse to send an email campaign without liability for losses incurred by the Buyer
(7) Email tracking
(a) Sprint Media can offer a tracking and delivery confirmation service on all its email campaigns. If the Buyer requires a proof of delivery then they should purchase this service prior to the agreed delivery date of their campaign. If not requested and paid for by the Buyer before the email is broadcast then Sprint Media cannot provide any tracking results.
(b) Where a Buyer chooses not to purchase email tracking the Buyer hereby accepts the word of the directors of Sprint Media that a particular mailing has been carried out in accordance with the Contract.
(c) Sprint Media has no control over any email once it has been sent from its servers and cannot guarantee that a campaign will specifically generate sales/interest in the Buyer's product/service.
(8) Email Suppression
Where the Buyer wishes to suppress certain establishments from the send list, a list of the establishment name, Postcode and email address must be provided to Sprint Media 48 hours prior to the delivery time. Additional charges will apply for list suppressions/management.
17. TERMS AND CONDITIONS RELATING TO POSTAL SERVICES
(1) Verification of work
(a) If Sprint Media is responsible for print, packaging or mailing any items and the Buyer wishes to verify that Sprint Media carries out such work as required then the Buyer may visit, by prior arrangement, Sprint Media's premises on the appropriate day when the work is being carried out and select packages at random that relate to the Services to verify the contents of the packages. It is the Buyer's responsibility to organise this.
(b) Where a Buyer chooses not to attend Sprint Media's premises in accordance with clause 17. (1) (a) the Buyer hereby accepts the word of the directors of Sprint Media that a particular mailing has been carried out in accordance with the Contract.
(c) If the Buyer requires copies of Post Office documentation to verify dispatch information then he must request these at the time of the order otherwise the Buyer acknowledges that the quantity of mail posted will be as per the Contract.
(d) If no such provision is made in the Confirmation of Order and/or the mail piece recipient is stated as being 'Key decision maker' or any such generic title on the Confirmation of Order and the Buyer does not explicitly express in writing the intended recipient then the Buyer hereby agrees that Sprint Media will choose an appropriate recipient without notice and at its discretion.
(2) Liability of Sprint Media when using Royal Mail or other carrier to transport goods
(a) The value of the property intended to be carried and/or delivered by Sprint Media and also the amount of any consequential loss which might arise from damage or loss to or delay in the arrival of the said property are matters which are better known to and/or more readily ascertainable by the Buyer than Sprint Media; indeed to some extent they cannot be known by Sprint Media but are under the control of the Buyer.
(b) In the circumstances Sprint Media limits its liability for any damage caused to the Buyer as defined below to amounts which are not out of proportion to its charges and which directly relate to the liability given to Sprint Media by Royal Mail in its Code of Practice and any courier contractors that it chooses to use. Sprint Media strongly urges Buyers using Sprint Media to post materials via Royal Mail to verify the level of compensation, and to note the exceptions imposed by Royal Mail as to the applicability of its Code of Practice. Where the Buyer requires consequential loss insurance this can be achieved via Royal Mail Special Delivery, and the Buyer must inform Sprint Media at the time of quotation that this service is required.
(c) In order that the Buyer is aware of the level of compensation that may be claimed by Sprint Media from Royal Mail and courier companies, Sprint Media will declare, where asked, details of the companies involved in carrying goods on its behalf. Further, it will copy to the Buyer, when asked, the standard terms of contract operated by these organisations, so that the Buyer can see the level of compensation that may be claimed.
(d) Where a claim arises Sprint Media will pursue the claim with the third party with due diligence, and will not be liable to pay any money or other form of compensation until such time as that compensation is agreed and paid by the Agent, and will under no circumstance be liable for a higher level of compensation than that which is obtainable from the Agent. At all times the Buyer will provide Sprint Media with information in such a form and at such a time as to allow Sprint Media to pursue its claim within the requirements of the terms of contract agreed with the Agent.
(e) Sprint Media urges Buyers to make their own arrangements directly with a carrier of their choice for the collection of goods from Sprint Media's premises and delivery to their specified addresses. For the sake of clarity Sprint Media makes clear that 'next day', 'three day', 'first class', 'mailsort', 'advertising mail' and other delivery services by Royal Mail or other courier service which carry an explicit delivery period do not always achieve that delivery period. Sprint Media cannot accept any responsibility for the failure to achieve delivery by the designated time.
(6) Checking the weight and thickness of Input Material
(a) Sprint Media specifically does not guarantee to check the weight or thickness of Input Material and other items upon arrival and before posting and does not inform Buyers prior to the mailing of any variation in the weight of a leaflet or other item from that declared by the Buyer unless the Buyer asks in writing for this to be done.
(b) If a Buyer has provided a weight and/or thickness of their own mail shot for a quote which is in anyway inaccurate to the agreed finished mail shot weight and/or thickness then the Buyer will be liable to pay all extra costs incurred on the campaign, including but not restricted to additional postage costs, additional envelope costs and extra labour costs.
(7) The filling of envelopes
Sprint Media takes all due care in the activity of filling envelopes. However it is not possible to guarantee that small numbers of envelopes will not be filled exactly as required. In placing the order the Buyer acknowledges that it is not possible within the constraints of the time available for Sprint Media to check each and every envelope and package against occasional errors caused by machine or human error.
(8) The dispatch of excess Input Material
(a) Where the Buyer provides Sprint Media with Input Material or where Sprint Media provide the Input Material and there are excess items after the Services have been performed, Sprint Media shall dispatch the excess items to the Buyer at the Buyer's expense in such manner as the Buyer wishes and if the Buyer fails to indicate how such items should be despatched within 14 days of service of a notice by Sprint Media requesting such information then the items will be despatched to the Buyer at the Buyer's expense in such manner as Sprint Media may decide, or destroyed, at Sprint Media's sole discretion.
(b) Where the Buyer requests that Sprint Media keep input material either prior to or subsequent to a mailing, Sprint Media reserves the right to charge for such storage at a rate of £10.00 per pallet (or part thereof) per week (or part thereof). Sprint Media will not impose this charge without first giving one week's notice in writing of its intention to charge for storage.
(9) Postal Suppression
(a) Where the Buyer wishes to suppress certain establishments from the send list a list of the establishment names and Postcodes must be provided to Sprint Media 14 days prior to the delivery time.
(10) Buyer's obligations:
(a) shall ensure that all Input Material is provided on or before, but not after, the deadline dates set by Sprint Media.
(b) acknowledges that failure to meet the deadline dates set by Sprint Media including, but not limited to, the clearance of their funds with Sprint Media will delay their campaign delivery date.
18. TERMS AND CONDITIONS RELATING TO DATA SERVICES
(1) Definitions and interpretation
'Data' means any database, list or portion of data that is leased by Sprint Media to the Buyer; 'Invalid Number' means an out of date telephone or fax number; 'Email Undeliverable(s)' means an email address(es) which has/have failed delivery due to an incorrect email address, this does not include emails which have bounced back due to recipients IP blacklisting methods and ISP and local spam filters; 'Email Undeliverables Threshold' means the minimum percentage of Email Undeliverables needed before Sprint Media accepts responsibility and checks the Email Undelieverables to verify them this is 4%; 'Postal Undeliverable(s)' means a postal address(es) which has/have failed delivery due to an incorrect address; 'Postal Undeliverables Threshold' means the minimum percentage of Postal Undeliverables needed before Sprint Media accepts responsibility and checks the Postal Undelieverables to verify them this is 4%.
(2) Data ownership
All Data or parts thereof are owned by and copyrighted by Sprint Media or its Agents. Unless otherwise specified in the Contract Sprint Media's or its Agent's data is leased to the Buyer for 12 months use only and no intellectual property rights of any Data shall pass to the Buyer under the Contract. The Data must not be copied or recorded by the Buyer or its Agents, or in any way processed by the Buyer or its Agents other than in accordance with the Contract or as agreed in writing by Sprint Media. Data supplied must, in no circumstances, be offered for resale by the Buyer.
(3) Supply and use of Data
(a) In the event of a breach of Data usage by the Buyer, i.e. where it is determined by Sprint Media that the data has been used by the Buyer outside of the usage terms as specified in these Conditions, a re-use charge of 100% of the value of the data at that date (which may be more than the original lease value) will be imposed per occasion of each breach and payable within 7 days by the Buyer.
(b) If Data is leased by a Buyer for a third party company then the Data is only authorised to be used for the marketing purposes of that one third party company and not also the Buyer himself. Sprint Media may require written confirmation of the third party company's name and company details before releasing the data. If a list is leased and used for more than one of the Buyer's third party clients then a re-use charge of 100% of the value of the data at that date (which may be more than the original lease value) will be imposed per occasion of each breach and payable within 7 days by the Buyer.
(c) The Buyer shall be liable for the loss or misuse of Data whilst in its care, or the care of his Agent. It will be deemed a misuse of a list if the list is used for any activity other than the purpose for which it was originally provided. The Buyer undertakes to keep lists and any copies or extracts of lists supplied by Sprint Media secure and completely safeguarded against unauthorised use or disclosure.
(d) Sprint Media reserve the right to require the Buyer to cease or modify use of Sprint Media's Data where Sprint Media discover that the contents of an email sent by the Buyer is, in Sprint Media's reasonable opinion inappropriate, or the Buyer has misled Sprint Media about the content.
(e) The Buyer must electronically mark the Data as belonging to Sprint Media so that it may be easily removed from any system (CRM etc.) should the lease period expire and not be renewed by the Buyer.
(f) The Buyer must, if leasing email data, check with their email marketing platform provider that generic data can be uploaded to the Buyer's platform of choice.
(4) Data accuracy
(a) Sprint Media uses all reasonable endeavours to ensure Data is accurate and up-to-date. However, as lists are compiled from a variety of sources, Sprint Media cannot warrant that any of the records are 100% complete. Whilst Sprint Media agrees that all Data has been fairly and lawfully obtained in accordance with the Data Protection Act 1998, no warranty is given regarding the accuracy or completeness of individual addresses, contact names or telephone numbers or that any list is a complete compilation of the categories of persons or establishments described therein.
(b) Sprint Media is not responsible or liable for email addresses that prove to be undeliverable save that where the number of undeliverable addresses exceeds the Undeliverables Threshold. A list of Undeliverables including a reason for non-delivery must be returned to Sprint Media in an Excel or comma separated format document within 30 days of the send date of the campaign that generated the Undeliverables.
(c) Sprint Media's obligations stated shall not apply where the Buyer decides to use a method of delivery that has not been approved in writing by Sprint Media. Unapproved methods of delivery include but are not limited to the use of an SMTP (Single Message Transfer Protocol) such as Outlook, Netscape and Lotus.
(d) Regarding Royal Mail returns and in relation to an incorrect establishment postal addresses, a pro rata amount equal to the list cost at the time of invoice will be refunded by Sprint Media to the Buyer on all Post Office returns in excess of 4% of the total number of addresses supplied, provided that all returned envelopes, less contents, are received by Sprint Media no later than 30 days after the delivery of the original Goods.
Sprint Media does not accept liability for the outcome of the use of its Data. In no event will Sprint Media be liable for any loss of profit, revenue, goodwill, opportunity, business, third-party cost, or other indirect or consequential loss of any kind in contract, tort (including negligence) or otherwise arising out of use of its Data, save where such liability cannot be excluded by law.
(6) Buyer's obligations
(a) agrees to comply with any requests for the suppression of deceased names and also notify Sprint Media of any request received by the Buyer for the suppression of a deceased name or disputed data that can be identified as being included in the Data supplied by Sprint Media, within 30 days of receipt of the request.
(b) agrees to notify Sprint Media within 30 days of receipt, of any request for access to, or the correction or the deletion of inaccurate data it receives from an individual whose name can be identified as being included in the Data supplied by the Sprint Media to the Buyer.
(c) agrees to notify Sprint Media if any Data is found to be out of date or incorrect.
(d) agrees to comply with any request for information from an individual whose name can be identified in the Data supplied to the Buyer by Sprint Media regarding the source from which the name was obtained and that this request will be dealt with promptly and in any event within a maximum of 30 days.
(e) will, where email Data is leased to send emails, ensure that the recipient is given a simple means to opt-out of receiving further communications and the Buyer must forward to Sprint Media Limited the details of any recipients who do exercise their right to opt-out including any comments that may be made by such recipients in an Excel or comma separated format document.
(f) will, where Data is leased to send postal marketing, ensure that they forward to Sprint Media Limited the details of any recipients who do exercise their right to opt-out of further postal marketing including any comments that may be made by such recipients in an Excel or comma separated format document.
(g) shall inform Sprint Media in writing if they close, cease to trade, go into administration or liquidation as the Data must ceased to be used as it cannot be sold on as part of a company's assets or transferred to another company.
(7) Data seeding
All lists contain seed names and dummy addresses to protect Sprint Media's intellectual property and copyright. Sprint Media do not pass out seed addresses to The Buyer or their Agents even in the event of a dispute as it leaves Sprint Media's Data unprotected.
(8) Renewal of data lease
The Buyer's Data subscription(s) are automatically renewed at the end of each data lease period unless written confirmation that the Buyer does not wish to continue with their subscription is received by Sprint Media prior to the data lease subscription period in question ending.
(9) Quantity of data
Whilst every effort is made to quote the number of records accurately, the quantity may vary from time to time, as is reasonable, due to movements within the Data and no warranty or condition is given that the figure quoted agrees with that finally reached during the execution of the order.
19. TERMS AND CONDITIONS RELATING TO DESIGN SERVICES
(1) When proofs are submitted for the Buyer's approval, no responsibility will be accepted for any error in proofs approved by the Buyer.
(2) Reasonable care is taken of the Buyer's materials, (e.g. stationery letter headings, coupons, envelopes and publicity matter) whilst on Sprint Media's or its Agent's premises. However, no liability is accepted for any loss or damage to the same or any consequential loss or damage occasioned thereto; such materials are stored at the sole risk of the Buyer, who if necessary, should arrange appropriate insurance. When material is supplied by the Buyer, responsibility will not be accepted for imperfect work caused by defects in, or unsuitability of material supplied.
(3) If design work is carried out in accordance with the Contract and Sprint Media is unable to achieve either a list of design amendment(s) or design sign off after 14 days of the Buyer's last amendment(s) then the design will be immediately payable in full.
(4) Any copyright and other intellectual property rights in any design or other artwork generated by Sprint Media in connection with the Services will belong to Sprint Media until the Buyer has paid in full all sums that may be due to Sprint Media in respect of the Services. Sprint Media hereby grants to the Buyer a non-exclusive licence to use such design or artwork until the due date for payment of all sums due in respect of the Services and after such date Sprint Media may revoke the licence hereby granted by notice.
(5) Sprint Media reserves the right to use any designs as examples and case studies on its website or marketing literature.