Terms and Conditions
These are terms and conditions of supply of re:fine in relation to
provision of media services. They shall be deemed accepted by our customers
upon their placing an order with us.
1. Services
Description of services:
a. re:fine provides users with media services
b. "Supplies" means all discs, files, tapes and other materials
we provide to each customer but does not include Materials. "Materials"
means the films discs and other materials each customer is to provide
to in order to perform our services to that customer.
c. The services we shall provide to our customers, the price(s) to
be paid for such work, the quantity of work delivered, the dates for
delivery and other relevant details are as agreed with our customers
from time to time in relation to each order. Where alterations to the
services to be provided occur during the course of the work these shall
be agreed in writing before the work proceeds.
d. Unless otherwise agreed in writing, payment to us for the work to
be undertaken is due on receipt of order and, if applicable, all fees
are payable plus value added tax at prevailing rates.
e. We will use our reasonable endeavours to abide by the dates agreed
for delivery of Supplies. Customers agree to supply the Materials in
sufficient time for us to process each order and we will not be liable
where failure to deliver as agreed is caused by customers' delay.
f. We will not be responsible for any delay or failure to deliver material
to customers caused by circumstances beyond our control, such as Acts
of God, fire, strikes, failure of subcontractors or suppliers to supply
material required. Where such delay occurs, our obligations to customers
shall be suspended for the period of the delay.
2. Copyright
We take copyright very seriously at re:fine, we expect from our clients
to do so as well. Customers agree that performance of the services we
provide to that customer will not infringe any law or regulation, including,
without limitation any law of copyright or similar law, or any contract
(including, without limitation, any licensing agreement) to which that
customer is a party or to which that customer is bound or to which the
Materials are subject, and that the Material is not obscene, blasphemous
or defamatory and will not adversely reflect on our public perception
or image.
We ask our customers to agree that:
a. That only your work or content that you have licensed is contained
in the masters you supply us.
b. Any music used in your master is copyright free/copyright control
or MCPS has been informed and you are able to supply us the documentation
to prove this.
c. That you will not in anyway ask us to manufacture or produce excess
quantities of product that you do not have the rights to do.
d. Any master you supply does not contain images or material that is
defamatory or illegal in this country.
e. You understand that if we believe that the content you are producing
is not within the above guidelines then we will contact you and may
ask for further documentation to clarify your legal stance on rights/ownership.
We reserve the right to stop production on any of the points above.
3. Indemnity and Limitation of Liability
a. We agree that until such time as the Supplies are delivered and
approved by a customer, we will indemnify that customer against all
damages awarded by a court in England and Wales incurred by that customer
as a result of a breach of clause 4 by us.
b. Customers agree to indemnify us against all claims, demands, losses,
damages, costs and expenses incurred by us as a result of breach by
that customer of any provision of these terms and conditions, law or
regulation and as a result of any third party legal action or threatened
action in relation to the Material or through our involvement with that
customer.
c. Save as provided above, customers agree our liability for breach
of these terms and conditions or any other liability of us to that customer
shall be limited to the total value of the contract and that all implied
terms, conditions or other legal provisions are hereby excluded; save
that neither party shall exclude or limit its liability to the other
for death or personal injury caused by negligence. Customers agree that
the exclusion and limitation of liability in this clause is reasonable,
reflects the respective financial position of the parties and that the
price agreed reflects the point of saleition on liability. In no event
shall we be liable to customers for indirect, financial, consequential
loss, loss of profit, revenue or goodwill.
d. The termination of our contract with any customer shall not affect
the provisions of this clause which shall continue thereafter.
4. Confidential Information
a. Any information about us or our customers or about our procedures
or our customers' products or financial or business information shall
be treated as confidential, used only for the performance of obligations
hereunder and not disclosed save as permitted hereunder, without limit
as to time. Provided that information in the public domain otherwise
than through the default of the other party shall not be deemed confidential
under this clause.
b. The termination of any contract between us and our customers shall
not affect this clause.
c. We shall be entitled to make reference to our relationship with
any customer in our publicity material.
5. Customers' Obligations
a. Customers undertake to supply Materials and other resources to us
promptly as agreed between us.
b. In consideration of use of the Service you agree to: (a) provide
true, accurate, current and complete information about yourself as and
(b) maintain and promptly update the Registration Data to keep it true,
accurate, current and complete. If you provide any information that
is untrue, inaccurate, not current or incomplete or re:fine has reasonable
grounds to suspect that such information is untrue, inaccurate, not
current or incomplete, re:fine has the right to suspend or terminate
your account and refuse any and all current or future use of the Service
(or any portion thereof). re:fine is concerned about the safety and
privacy of all its clients.
6. Termination
a. These terms and conditions shall continue until either performance
of the work contracted for, or where an on-going work commitment is
signed may be terminated on thirty days' notice from either party to
the other given at any time save as provided below.
b. Where one party is in breach of these terms and conditions, the
other may serve written notice to terminate the contract forthwith,
save that where the breach can be remedied, 7 days notice to remedy
shall first be given and where remedied such termination shall not take
effect.
c. Our customers or ourselves may terminate the contract forthwith
by written notice where the other goes into liquidation or is declared
bankrupt or otherwise is unable to pay its debts as they fall due.
7. General
a. No variation of these terms and conditions will be valid unless
agreed in writing.
b. Customers may not assign their contracts with us without our prior
written consent.
c. These terms and conditions, and the documents and agreements (electronic
or otherwise) referred to herein set out the entire agreement between
ourselves and each customer.
d. All representations, warranties or other assurances made by or on
behalf of us other than as set out herein, and whether on our website
or otherwise, do not form part of these terms and conditions nor shall
they be legally enforceable or actionable.
e. These terms and conditions shall be governed by English law and
we both submit to the non-exclusive jurisdiction of the English courts
in relation to any dispute hereunder.
8. Virus Protection
re:fine's software's anti virus procedures are based upon the wider
requirement to protect our client masters from any unauthorised "change
and modification" while in our care. While we make every effort
to ensure we do not 'infect' client content, or ship duplicated content
with viruses, we do advise clients to satisfy themselves that content
is virus free prior to onward shipment or internal use. Due to the ever
changing nature of viruses, we can not guarantee absolutely that disks
are virus free.
9. Resale or inappropriate use of products or services
You agree not to reproduce, duplicate, copy, sell, resell or exploit
for any commercial purposes, any portion of the Service, use of the
Service, or access to the Service.
10. Modification of service
re:fine reserves the right to modify or discontinue the Service (or
any part thereof) with or without notice. You agree that re:fine shall
not be liable to you or to any third party for any modification, suspension
or discontinuance of the Service.
11. Trademark information
Without re:fine's prior permission, you agree not to display or use
in any manner, the re:fine Marks.
All trademarks not owned by re:fine that appear on this website are the property of their respective holders. No permission is given by re:fine for their use by any person other than the said holders and such use may constitute an infringement of the holders' rights.