CONDITIONS OF BUSINESS: SUPAPHOTO LIMITED

IMPORTANT NOTICE:
Please read these trading conditions with care. Whilst we endevour to provide a service of the highest standard, even the best enterprises must take account of the possibility, however remote, of error, omission or wrongdoing. We therefore draw your attention to our standard conditions of trading and in particular clauses 4 and 10, which contain provisions defining and limiting our liability in respect of any potential breach or default or otherwise has contact or dealings in the course of the Company's business.
1. PARTIES
In these conditions, "Company" shall mean Supaphoto Limited and "Customer" shall mean the person or Company with whom the Company shall have entered into a contract for the sale of the goods or provision of services.
2. INCORPORATION OF TERMS
2.1 Save to the extent that any provision of the sale of Goods Act 1976 (or any other relevant legislation) is non-excludable, these conditions together with such other provisions of the said Act or other legislation as are not inconsistent herewith shall apply to all contracts by the Company and shall form part of the basis of the contract between the Company and Customer.
2.2 These terms cover:
(a) All quotations and price lists are given;
(b) All orders accepted;
(ac) All pictures, prints, frames and other items of whatsoever nature left with the Company or its agent(s) for any purpose in connection with the business of future business of the Company or the Customer ("Property) and shall override and exclude any other terms stipulated or incorporated or referred to by the Customer, whether in the order, or in negotiations, and any course of dealing established between the Company and Customer. All orders hereafter made by the Customer shall be deemed to be made subject to these terms.
2.3 No contract for the sale of the Goods specified in any order, acknowledgment or other communication ("Goods") shall be concluded until the Company has acknowledged the order in writing.
2.4 The signing by the Company of the Customer's documentation shall not modify any of these terms nor imply any modification of these terms.
2.5 No employee, servant or agent of the Company has any authority whatsoever, except in writing and with the written agreement of the Company, to amend, vary, modify or waive and of the terms and conditions contained herein.
2.6 No modification of these terms shall be effective unless made by an express written agreement between parties .
3. PRICE
3.1 All prices quoted by the Company are exclusive of value added tax unless otherwise stated.
3.2 The Company's costs (including storage charges, if any) due to the Customers neglect or default or lack of instruction shall be paid by the Customer in addition to the contract price.
3.3 Unless otherwise agreed in writing, the prices at which the Goods are sold are the respective prices listed in the Company's price list in force on the date the Company acknowledges the Customer's order.
3.4 All prices quoted by the Company are exclusive of the Customer's special packing and/or covering requirements; the Goods are delivered without covering unless the Customer specifies its covering requirements at the time of placing the order , which requirements may, at the Company's discretion, be the subject of an additional charge over and above the list price.
3.5 The Company reserves the right to make a charge for delivery. Any such charge will be notified to the Customer in writing on the invoice
4. NO GUARANTEE, WARRANTY OR UNDERTAKING
The Company gives no guarantee, warranty or undertaking, express or implied, as regards to the fitness or suitability for any particular purpose of the Goods or their injurious quality or freedom from latent defects save where such guarantees, warranties or undertakings are required by law to be given. The Customer acknowledges and agrees that it is solely responsible for ensuring that the Goods are fit and/or suitable for the Customer's purpose.
5. DESCRIPTION
Notwithstanding that the Goods may have been described and/or depicted in any web site, brochures, or price list of the Company, if the Goods correspond with any sample which has been produced to and examined by the Customer, such Goods shall be deemed to correspond with the description or depiction in any such brochure, catalogue or price list whether or not that is in fact the case.
6. SAMPLES
Where the Company has provided the Customer with samples of any products produced by the Company or has sent the Customer Goods on approval such products or Goods are delivered to the Customer on a sale or return basis, this is to say, upon condition that:
6.1 If the said products of Goods are retained by the Customer for more than 6 months from the date of delivery then the Customer shall, forthwith, pay for them in full;
6.2 The obligation to pay shall be discharged upon either the placing of an order for purchase of any of the products of the Customer or by waiver in writing by the Company.
7. PLACE OF DELIVERY
The Company shall deliver the Goods to the Customer at the Customer's place of business or such other place as the Customer shall nominate at the time of placing the order for the Goods.
8. RISK
8.1 Risk in the Goods shall pass to the Customer upon physical delivery of the Goods into the care and/or custody of the Customer or its servant, or agent or to the carrier, whether or not the carrier was contracted by the Company or the Customer.
8.2 Risk in the Property shall remain the Customer whether or not there has been physical delivery of the Property into the care and/or custody of the Company or its servant, or agent.
8.3 The Customer must make its own insurance arrangements to cover damage to or loss of
(a) the Goods in transit; and/or
(b) the Property
9. PAYMENT/RETENTION OF TITLE
9.1 Payment for the Goods shall be made in accordance with the terms set out in the invoice provided always that property in the Goods shall not in any circumstances pass until payment in full of any amount due in respect thereof shall have been made together with interest thereon (if any).
9.2 Until payment in full shall have made been aforesaid, the Customer shall hold the Goods as bail on behalf of the Company and shall keep the Goods stored within its premises separately from its own or any other Goods stored therein.
10. COMPANY'S RIGHT ON BREACH OF CONTRACT BY THE CUSTOMER
10.1 If the Customer fails to pay the Company any amount on due date, or if otherwise in breach of any terms hereof.
(a) Interest due from the rate of 2% per month shall be payable upon all amounts due for from the Customer to the Company, including general damages, after, as well as before, Judgment has been obtained from the earlier of the invoice dates or the date upon which the Company's cause of action arose.
(b) The Customer shall pay all legal fees and other costs of enforcement (or otherwise arising from the Customer's breach incurred by the Company (whether or not Court proceedings shall have been issued) on a full indemnity basis together with interest thereon pursuant to clause 11.1 from the date upon which the Company shall have become liable to pay such fees and/or other costs. The written certificate of the Company's solicitor being conclusive proof of the amount due under this clause (b).
(ac) The Company may repossess any Goods in respect of which payment is overdue and thereafter resell the same, and for this purpose, the Customer hereby grants an irrevocable license to the Company and its servants and agents to enter upon all or any of its premises with or without vehicles during normal business hours. This right is without prejudice to any other rights of the Company.
(d) The Company shall have the right when such failure to pay (or other breach) arises before delivery of the Goods to the Customer to withhold delivery of the same until such time as payment of all sums due from the Customer to the Company has been made whether or not such sums are due in respect of the Goods withheld including interest, legal costs, storage costs and any other costs or expenses of the Company incurred by reason of the Customer's default and/or breach.
(e) The Customer shall pay all expenses incurred by the Company arising directly or indirectly from such breach and/or failure to pay including, without prejudice to the generality of the foregoing, the costs of storage.
11. LIMITATION OF CLAIMS
11.1 The Customer shall carefully examine the Goods on receipt of the same and the Company shall not be liable to the Customer:
(a) For shortage in quantity delivered, or damage to, or loss of the Goods or any part hereof in transit unless such shortage, damage, or loss is noted on the Company's copy of the delivery and full written details of such shortage, damage, or loss are served on the Company within 3 working days or delivery or (if the delivery note is endorsed "unexamined") notice is served as aforesaid within 14 working days of delivery.
(b) For other defects in the Goods, unless written notice is served on the Company within 3 months of receipt of the Goods by the Customer.
11.2 The Company's liability, howsoever arising, shall not exceed:
(a) the Goods shall be the unit price as stated on the Company's invoice
(b) the replacement cost of the material itself.

NB: It is impossible for us to assess the value of originals and unprocessed film supplied by the customer, and the charges made for our services do not reflect or incorporate unlimited liability. Customers should insure work of a special value and advise us accordingly.

12. DELAY
12.1 All delivery dates given by the Company are estimates only and the time of delivery shall not be of the essence of the contract .
12.2 Should the Company be prevented from or hindered in delivering the Goods or any part thereof by reason of war, riot, explosion, fire, flood, strike, lockout, Acts or regulations of Government, shortage of materials or lab our, acts, default or omissions of the supplier of the Goods (are any part thereof) to the Company or any cause beyond the Company's control, the time for delivery shall be extended until the cause of delivery being prevented or hindered has been removed or ceased to exist.
12.3 Should the Company be prevented from delivering part of the Goods by reason of any of the causes specified in clause 13.2, the Company shall deliver and the Customer shall take and pay for such part of the Goods as the Company shall be able to deliver in accordance with the contract
12.4 Where the Goods are contracted for delivery by installment, each delivery shall be deemed to be the subject of a separate enforceable contract.
12.5 The Company shall be entitled to deliver part of the Goods ordered or to deliver installment and to invoice the Customer for such part delivery or each such installment.
12.6 If delivery of the Goods has not been made within 6 months of the estimated delivery date, the Customer shall be entitled, by giving written notice to the Company to cancel its order in respect of such Goods.
12.7 In no circumstances shall the Company be liable to compensate the Customer in damages or otherwise for late delivery or non-delivery of the Goods or for any loss, consequential or otherwise, arising there from.
13. PHOTO COPYRIGHT INFORMATION
13.1 Supaphoto will not intentionally copy or reproduce any photograph or other document which is known to be protected by copyright. Copyright law is complex, but it can be roughly summarised as follows: Generally, whoever takes the photograph owns the copyright. As long as this was not a professional photographer, there shouldn't be any problems with permission. If the photograph is the work of a professional photographer or photographic studio, you can contact them and ask for written permission to copy it. Then we can go ahead. If you cannot contact, or do not know, the studio or professional, the general rule is that copyright lasts for the lifetime of the photographer plus 50 years. 14. INDEMNITY
The Customer shall indemnify the Company against all action, proceedings, liability, claims, damages, costs and expenses in relation to or arising out of the sale use or operation of any product of the Customer of which the Goods or any part of them from part.
15. CONSTRUCTION
Each provision of these conditions of trading is to be construed separately applying and surviving even if for any reason, any one or more of the said provisions is held inapplicable or unreasonable in any circumstances and shall remain in force notwithstanding termination or nonperformance of the contract.
16. PROPER LAW/JURISDICTION
All questions arising out of or in connection with this contract or the Goods and/or Property or services supplied or covered by it or any matter between the parties arising from it shall be settled by the Courts of England to the Exclusion of all foreign Courts and all Tribunals and in any case the contract and all such questions shall be construed in accordance with and governed by the laws of England.
17. MISCELLANEOUS:
i) UNSUITABLE OR OFFENSIVE IMAGES OR MATERIAL
Supaphoto Ltd reserves the right not to process images which are deemed unsuitable or offensive.
Customers are not allowed to upload, email to us or order prints of any images or other material which contain: nudity or pornographic or obscene material; racist material; material that is likely to incite hatred against any person or group; blasphemous material; defamatory or otherwise actionable material; images of any criminal act; material the use or inclusion of which infringes any copyright, trademark or other intellectual property right of any third party; material that breaches any applicable laws or legislation. Although the customer prohibits the uploading of certain types of image to the web site, we cannot control the use of Supahoto's web site. It is possible that images or other material may appear on our web site which are unlawful or offensive. We are not responsible for such images or material but if you become aware of any such images or material on the web site you should please contact us without delay. The company may at it's discretion contact law enforcement authorities if it believes that anything unlawful is occurring or has occurred in relation to the web site (including the uploading or emailing of any images in breach of the above restrictions). The company may provide copies of any relevant images or material to the law enforcement authorities and in that connection may also give them access to any personal data that is held by us. The company may without notice and at it's sole discretion delete or remove any image that has been uploaded, emailed or submitted for printing in breach of it's terms. The company may refuse to provide any further services to anyone who breaches these terms.
ii) ELECTRONIC COMMUNICATIONS
When you visit Supaphoto or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail 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.
iii) TRADEMARKS
Supaphoto and other marks indicated on our site are trademarks of Supaphoto Ltd. Supaphoto graphics, logos, page headers, button icons, scripts, and service names are trademarks or trade dress of Supaphoto Ltd. All other trademarks not owned by Supaphoto Ltd or its parent company that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Supaphoto Ltd.
iv) LICENSE AND SITE ACCESS
Supaphoto Ltd, grants you a limited license to access and make personal use of this site and not to download (other than page caching) or modify it, or any portion of it, except with express written consent of Supaphoto Ltd. This license does not include any resale or commercial use of this site or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of this site or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. This site or any portion of this site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Supaphoto Ltd. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of , Supaphoto Ltd, and our affiliates without express written consent. You may not use any meta tags or any other "hidden text" utilizing , Supaphoto Ltd name or trademarks without the express written consent of Supaphoto Ltd. Any unauthorized use terminates the permission or license granted by Supaphoto Ltd. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the home page of Supaphoto Ltd so long as the link does not portray Supaphoto Ltd, its affiliates, or their products or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any Supaphoto Ltd, logo or other proprietary graphic or trademark as part of the link without express written permission.
v)RIGHT TO REJECT WORK
The company reserves the right to reject work where it clear that restoration could not be carried out without compromising our high standards of workmanship. For this reason, we ask that all restoration work be sent with an additional stamped addressed envelope for the purposes of returning the original image to the sender. Providing that images are sent to Supaphoto Ltd together with an additional stamped addressed envelope and that the company has not already commenced work on any images or cleared any payment made to us by the client, the company will post them back to the customer a.s.a.p. without any penalty whatsoever.
vi) ORDER CONFIRMATION
On receipt the customer's image, Supaphoto Ltd will contact the customer to confirm price and details of work. Please note that the company is under no obligation to accept any order placed by customer and we will not be treated as having accepted any such order until the client has received confirmation from the company that it have done so. This confirmation will be by e-mail.
vi) SUPAPHOTO'S WEB SITE IN MORE DETAIL
This web site is operated by Supaphoto Ltd. The web site provides access to a number of services that may be used in accordance with these terms. The services include: the ability to send to us or upload digital images to the web site or to email digital images to us so that we can upload them to a web site on your behalf; the ability to order prints of digital images that have been uploaded to the web site, emailed or sent to us. These terms govern the relationship between you and us. The web site (and the services provided through the web site) can only be used if the client agrees to these terms. People may only use the web site in accordance with these terms. Only persons aged eighteen years or over may agree to these terms and use the web site or the services offered through the web site. The company may modify these terms at any time. The company will post the modified terms on the web site. The company will notify the customer by email if we do so. The modified terms will come into effect as soon as they are posted on the web site and use of the web site (or of any services provided through the web site) after that point will be subject to the modified terms. There may be charges for other services supplied by the company. These will be notified to you at the time you request the services.

vii) INDEMNIFICATION
You will indemnify us and our officers and employees against any action, claim, damages, liability, costs and expenses arising out of: any use by you or your guests of the company's web site in breach of these terms, any claim that the uploading or emailing of any images by you or on your behalf is an infringement of any third party's copyright, trade mark or other intellectual property rights; any claim that the processing, printing or other dealing with by us in accordance with these terms of any images uploaded or emailed by you or on your behalf is an infringement of any third party's copyright, trade mark or other intellectual property rights.
viii) RIGHTS
You retain all intellectual property rights, including copyright, to the images that you have sent to us, uploaded to the web site or emailed to us.
The company may display, modify, print, transmit, distribute or delete any of the images that you upload or email to us, provided that this use is necessary in order to provide any of the services offered by us via the web site or is otherwise allowed by these terms.
ix) OPERATION OF WEB SITE
The company may change the format and content of the web site (or any products or services offered by this web site) at any time. The company may terminate or suspend the operation of this web site (or terminate or suspend provision of any products or services offered via this web site) for Supaphoto or maintenance work, in order to update the content or for any other reason. We may do this at any time and without notice. The customer is advised to keep back ups of all material provided to us. In particular, it is up to the customer to keep backup copies of images uploaded by you or emailed to the company. We will not be responsible for keeping backups or for loss of, deletion or corruption of any images or any other material.
x) DATA PROTECTION
Personal data provided to us through this web site will only be used in accordance with The company's privacy policy. Please read through this carefully before proceeding. By providing your personal data to us you are consenting to its use in accordance with our privacy policy.
xi) COMPLAINTS OR CLAIMS
Complaints or claims must be notified to us within twenty eight days of receipt of goods, or in the case of non-delivery, in a reasonable time after the goods were expected to arrive.
If you have a question or complaint, please contact the company.
xii) LAW AND JURISDICTION
These terms (and the provision of goods and services by the company) are governed by and to be interpreted in accordance with English law. In the event of any dispute arising in relation of these terms or in relation to the provision of any goods and services by us the English courts will have exclusive jurisdiction over such dispute.
xiii) COLOURS
Exact colour matching is not guaranteed at any time, due to the limitations of photographic and computer materials and processes.
xiv) DIGITAL MANIPULATION WORK
Where areas of the original photograph are entirely missing, or where blank areas are created by removing part of the image at the customer's request (eg by deleting one or more persons), these areas will be rebuilt to match the overall tone and content of the photograph. In the absence of specific instructions or reference material supplied by the customer, the manner in which this is done will be at the company's discretion. All print sizes shown are approximate and do not necessarily represent exact dimensions. The company will, of course, endevour to meet specific instructions on image dimensions, wherever practicable.
xv) ESTIMATES
Estimates (where applicable) are valid for a period of one calendar month from the quoted estimate date.
xvi) DVD SLIDE SHOWS - Compatibility with different manufacturers of dvd players.
Due to the differences that exist between different manufacturers of dvd players, we can offer no guarantee whatsoever that our discs will always be compatible with the client's dvd player.
xvii) Tape, Video and Cine Film Transfers:
CINE FILM TRANSFERS
Depending on the gauge of film, each 50ft (3") cine reel runs for 3 - 4 minutes. Each 200ft (5") reel runs for 12 -17 minutes and each 400ft (7") reel runs for 24 - 28 minutes approximately. As we do not use the thin 4 hour tapes the maximum recording time for Video Tape is 3 hours. If you wish to view in the correct sequence all reels and boxes must be clearly numbered.

If you have not viewed your films in recent years, we strongly advise you to scan through the contents of your film(s) using a projector and (assuming they are numbered) check the reel numbers correctly match the numbers on the boxes, particularly numbers 6 and 9!.

Check also that all spools are wound the correct way round start to finish. White leader tape should be found at the start of the spool and not in the centre. If your films require editing we recommend transferring the entire contents onto tape or disc then creating a simple edit list using the time clock on the front of your video or disc player. A note explaining how to do this will be found inside the cassette case that accompanies the tape or disc. Should we detect a soundtrack already on the film it will be recorded at no extra charge.

If you intend to add some additional material at a later date it is important that you request a 3 hour tape. Be warned however that this is not possible with DVD as the discs have to be finalised. Do appreciate that there will always be some loss in picture quality in the transfer process whichever format you choose.

VIDEO TAPE & TO VIDEO TAPE TRANSFERS (INCLUDING FOREIGN CONVERSIONS)
All formats (VHS. Video 8, Mini DV Etc.) are the same around the world but the run times and recording signals on the tape are different. Pal is the system we use here in the U.K. . most of Europe, and all commonwealth countries. It is therefore very important that the details of the country and format are provided (e.g. to U.K. VHS).

Note that copyright material wiH require permission in writing from the copyright holder. Special rates apply for obsolete or broadcast formats. All editing work must be accompanied by an accurate edit list with start and stop points in Hours, Minutes and Seconds using the time counter on your video recorder or camcorder. Do remember to rewind the tape and reset the counter to 0: 00:00 before you start. There will always be a small loss in picture quality in the transfer process, especially if the recordings are in long play or from the American N.T.S.C. system.

TRANSFERS TO DVD
The maximum recording time for DVD is 2 hours. Please be aware that the fonnat is known as DVD 'R' and a few DVD players and computer drives will not play the discs. To find out whether your machine will play these discs you will need to check your manual or consult the dealer where you purchased the machine. We cannot consider refunds or be held responsible if the disc(s) will not play in your machine. If you are about to purchase a DVD player do make sure it plays DVD'R's (DVD Recordable).

Slides, photos and negatives transfered to DVD will be processed in a (rolling) slide show format the same as video tape. Up to 300 images will fit onto one disc. Please be aware that the picture ratio is 4.3 non-wide screen, and once the disc is completed and finalised no additional material can be added. Note that the discs are region zero which means they will play in all DVD players around the world provided they are DVD 'R' compatible.

Privacy Policy - Supaphoto Limited:

We fully respect the privacy of every individual who visits this site. Our policy on the collection and use of personal information is outlined below.

We collect and use personal information in order to:
Administer or carry out our obligations in relation to any agreement that you may have with us, anticipate or resolve problems with your service, to create and inform you of products and services that you may be interested in. For the purpose of doing the above, we need to collect and process personal information about you (this includes your name, address, telephone number and email address). It may be the case that you are asked for this information on our web site.

In order to make use of some of our services, it may be necessary for you to supply us with the personal details of a third party (i.e, someone else's name and address if you wish to send them some prints). We do not use this information for anything other than providing the service for which the information was supplied.

We do not disclose any personally identifiable information without your permission unless we are legally entitled to do so (i.e, pursuant to a court order or for the purposes of prevention of crime or fraud). You are be treated as having given your permission for disclosures referred to in this policy.

In order to help us provide you with the best level of service possible, we may use the information you supply us with (except for any information that you have provided about a third party) for:

Market research, tracking of sales and the sending you information about our products and services. We may also use the information that you supply us with so that our selected partners can send you information that may be of interest to you. They may use this information for:

Market research and tracking of sales and sending you information about their products and services. The giving of this information to their associated companies will enable them to send you information that may be of interest to you.
If you do not wish to receive mailings from us and/or from our partners, please advise us by email or by writing to us at the address below.

Non-Personal details:
We may also automatically collect non-personal information about you, such as the type of browsers you use or the web site from which you linked to us. This information is only used to assist us in providing an effective service on this web site. We may, from time to time, supply the owners and operators of third party web sites which have a link to our site with information about the number of users linking to our site from their web site. You cannot be identified from any of this information.

Competitions:
From time to time, we may hold competitions via our web site. When you enter a competition, we may ask you to tell us your name, email address, mailing address and telephone number. We will not use these details in any manner that is incompatible with this privacy policy.

Cookies:
We may store some information on your computer when you look at our site. This information facilitates your use of our web site, and ensures that you do not need to re- enter your details on each visit. You can set your browser to notify you when you receive a cookie, which allows you to choose whether or not to protect it.

Accuracy:
We aim to keep our records as accurate as possible. If you would like to review or change the details that you have supplied us with at any time, please contact us as set out below.

Security:
The technology that we use and the policies that we have implemented are intended to safeguard your privacy from unauthorized access and improper use. We will continue to update these measures as new technology becomes available.

Links:
This site contains links to other sites. We cannot be responsible for the privacy policies and practices of other web sites. We recommend that you check the policy of each site that you visit.You may have linked to this web site from a third party web site. We cannot be responsible for the privacy policies and practices of the third party web site from which you linked to our web site. We recommend that you check the policy of that third party site and contact its owner or operator if you have any concerns or questions.

Contacting us:

If you would like to contact us click here write to us at:

Supaphoto Ltd, 9 Gold stone Way, Hove, East Sussex, BN3 7PA, United Kingdom