Terms & Conditions
When commissioning Right Side Active (RSA) to provide any listed or specified service, you, the client agree to be bound by the terms and conditions below:
Contracts
RSA will commence works only when a verbal, written or email agreement has been entered into. All emails and written communication and correspondence will be stored as a permanent reference and record relating to any given contract or commission.
Once a contract has been mutually agreed and legally entered into between both parties, it is your (the client) responsibility to ensure all materials/resources are supplied in a timely manner, or by an agreed specified date. RSA accepts no liability for failure to meet agreed dates or interim or final deadlines due to delays caused by you in supplying said materials/resources.
Copyright
RSA will not accept offensive, defamatory, controversial or illegal material from you as part of any listed or specified service. RSA will accept no liability for infringement of copyright resulting from material supplied by you. It is your responsibility to ensure you have supplied all text and graphics which are not under existing copyright by a third-party – or can supply evidence that you have third-party consent. RSA reserve the right to decline to use material if there are sufficient reasons or suspicions to believe a copyright violation has taking place.
Proofing & Sign-off
RSA will make every effort to ensure your project is free from errors or omissions whilst in production. You, the client, must ensure suitable arrangements have been made to proof-read and check any documents/files relating to a specific project, ensuring they are correct and free from errors, prior to signing-off. RSA does accept liability for mistakes discovered during proofing stages and will make right any grammatical errors or omissions evident at that time.
RSA cannot accept liability for mistakes that are discovered after the document has been officially signed-off. It is your responsibility to ensure the document is fully correct at the time of sign-off and your confirmation to confirm this via written consent will be required – via letter or email. Any/all amendments requested by you, the client, once signed-off will be subject to additional fees - to be negotiated.
Also, any additions to the initial design brief made by you during production may incur additional costs over and above the original agreed quote. These costs will be at the discretion of RSA and fully discussed and approved with you prior to implementation of the changes.
Source-files
All original source-files relating to a project remains the intellectual property of Right Side Active at all times, even after project completion. You, the client, will be supplied all necessary exported ‘working’ files to ensure your project meets your original brief/requirements only. Source files will only be supplied to the client under the following circumstances:
1) Right Side Active cease trading and you request source files to continue services with a third-party company.
2) You have made an agreement with RSA and have been given prior written consent stating that the transfer of intellectual property will pass to you, the client, upon completion of a project.
RSA will enter into negotiations for intellectual property rights of source-files if you, the client, make an offer to independently purchase ownership. This will be at the discretion of RSA and is not subject to obligation, if both parties cannot satisfactorily make any such agreement.
Third-party Services
RSA may from time to time suggest third-party services (a printer, for example) to you, the client for consideration. RSA will not accept responsibility for any dealings with a suggested third-party under any circumstances.
Your rights
If at any time you feel RSA have not provided you with an adequate service, you have the right to complain, and every effort will be made by RSA to ensure the situation is rectified and remedied as soon as possible. RSA accepts that you, the client has every right to pursue any course of action deemed necessary, if a grievance is not resolved adequately or satisfactorily by RSA in a timely manner.
Also if any action/inaction or breach of contract caused by RSA during production of a project proves detrimental to your business, RSA will make every attempt to reimburse or reduce fees - or accept your decision to void a contract and return any related fees paid to date in full. This does not affect your statutory rights.
RSA rights
Equally, if RSA raises an issue which cannot be resolved satisfactorily between both parties, or you, the client refuses to acknowledge a grievance, causing RSA inconvenience either to time-scales, scheduling and/or financial, RSA reserve the right to review a project at any juncture and take any necessary action to recover losses. This may range from additional expenses/penalty charges requested from you, the client, or legal action taken by RSA against you, the client – whichever is deemed applicable at that time.
Payments to RSA
All payments made by you, the client, must strictly adhere to the RSA payments terms, which are listed clearly at the footer of all invoices - or can be made available upon request. Failure by you, the client, to make payments due by the specified terms may be subject to late-payment penalty fees, or if persistent beyond a reasonable time-scale, county court action through the company legal representative.
Force Majeure
You, the client also agree that RSA shall not be liable for any and all losses, (including loss of data) damages, costs, claims and other liabilities which arise as a result of any delay or interruption in, or any non-delivery, or missed delivery or failure of the equipment and/or services due to circumstances beyond our or any of our suppliers' reasonable control (including, but not limited to, accidental death, fire, lightning, explosion, war, disorder, flood, industrial dispute, sabotage, weather conditions or acts of local or central Government or other competent authorities).
