Terms of Sale
1.1 "Buyer" means the individual or organisation who buys or agrees to buy the Goods from the Seller;
1.2 "Seller" means Breed Media Ltd, registered in England & Wales under number 6228464;
1.3 "Consumer" shall have the meaning ascribed in section 12 of the Unfair Contract Terms Act 1977;
1.4 "Contract" means the contract between the Seller and the Buyer for the sale and purchase of Goods incorporating these Terms and Conditions; the Contract is formed by the Buyer supplying to the Seller the Seller's Purchase Order Forms in acceptance of a relevant quote, and the subsequent acceptance of said completed Purchase Order Forms by the Seller. The Seller reserves the right to refuse an order for any reason;
1.5 "Goods" means the articles that the Buyer agrees to buy from the Seller;
1.6 "Terms and Conditions" means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller.
1.7 "Order asset(s)" means those materials received by the Seller from the Buyer for replication. These include audio and/or video masters, artwork masters, and for contract purposes completed Purchase Order forms and a relevant Copyright Declaration, MCPS licence or other right-to-replicate/duplicate permission.
2.1 Nothing in these Terms and Conditions shall affect the Buyer’s statutory rights as a Consumer.
2.2 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer and shall prevail over any other documentation or communication from the Buyer.
2.3 Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Terms and Conditions.
2.4 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
3.1 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Terms and Conditions and are subject to acceptance by the Seller. The Seller may choose not to accept an order for any reason.
3.2 The Buyer guarantees that he/she has the right to reproduce, replicate or duplicate all content in any format of goods ordered from the Seller, indemnifying the Seller from any copyright infringement occasioned by the Buyer, and the placing of any order to the Seller by the Buyer is confirmation of this fact.
3.3 Order master assets supplied to the Seller by the Buyer (audio and/or artwork) remain the property of the Buyer. All printing & pressing plates, stampers, moulds or other manufacturing materials created from order master assets remain the property of the Seller and are retained for re-orders, or scrapped, or can be puchased for rates extra to the cost of the Goods should the Buyer wish, prices on application. Lacquer masters supplied by the Buyer to be processed to metal stampers for vinyl pressing orders by the Seller are destroyed during the metallisation (galvanic) process - this is due to the nature of the process and is unavoidable. Lacquer masters also degrade with time, their optimum window of opportunity for processing is within 1 month of cutting, and they become unuseable after 2 months and will not be processed, and could be destroyed after this time: it is the Buyer's responsibility to process or request back all lacquer masters within 2 months of supplying to the Seller.
4 Price and Payment
4.1 The Price of the Goods shall be that stipulated on the Seller’s Website and/or by quotation to the Buyer. The Price will always be subject to VAT at the current rate if the Goods are delivered within the UK. The Price will always include delivery charges unless stated otherwise.
4.2 Quotations in Pound Sterling shall usually be valid for 30 days. An exception to this is instances where instant raw material price increases occur from our suppliers, due to rising commodity costs (oil-derivative plastics, paper, energy & fuel surcharges) outside of the control of the Seller. In these rare instances quotes will increase by an equivalent amount of the cost uplift received by the Seller.
4.3 Prices converted from Pound Sterling to another currency at the quotation stage are liable to increase or decrease in accordance with fluctuating currency exchange rates. Such quotations are valid only at the time of quoting, and will need to be re-quoted should the Buyer wish to proceed with an order.
4.4 Payment of the Price plus VAT if applicable must be made in full on ordering Goods unless otherwise formerly agreed. Payments must be made in UK Sterling by cash, cheque, credit or debit card, bank transfer or PayPal (PayPal carries a 4% surcharge).
4.5 Breed discount vouchers may not be used in conjunction with any other offer or discount, are non-transferable, and carry no cash value save as for their intended purpose as discount off a placed CD, DVD or vinyl pressing order.
4.6 Vinyl pressing and CD/DVD replication order costs include the processing and privileged use of the metal pressing stampers and their parent-parts; the costs do not include the transfer of said stampers to the client on completion of the order. In the case of vinyl pressing orders only, these copper stampers can be purchased for £40.00+ VAT per side, delivery costs not included.
5 Rights of Seller
5.1 The Seller reserves the right to adjust the price and specification of any item on the Website at its discretion.
5.2 The Seller reserves the right to withdraw any goods from the Website at any time.
5.3 The Seller shall not be liable to anyone for withdrawing any Goods from the Website or for refusing to process an order.
6 Age of Consent
6.1 Where Goods may only be purchased by persons of a certain age the Buyer will be asked when placing an order to declare that they are of the appropriate legal age to purchase the Goods.
6.2 If the Seller discovers that the Buyer is not legally entitled to order certain Goods, the Seller shall be entitled to cancel the order immediately, without notice.
The Seller warrants that the Goods will at the time of dispatch correspond to the description given by the Seller. Except where the Buyer is dealing as a Consumer, all other warranties, conditions, or terms relating to fitness for purpose, merchantability or condition of the Goods, whether implied by Statute, common law or otherwise are excluded, and the Buyer is satisfied as to the suitability of the Goods for the Buyer’s purpose.
8.1 CD, DVD & Print goods supplied within the UK will normally be delivered within 12-14 working days of approval of artwork files supplied to us. This is a standard turnaround time (Lead Time) that can be affected by manufacturing and delivery anomalies outside of the control of the Seller and our chosen manufacturing partners. Peak season order volumes (September to December), or abnormally busy periods that can occur from time-to-time can affect Lead Times, extending the standard by approximately 2-5 working days. The industry standard Lead Time for all vinyl record pressing projects is approx. 15-20 working days from artwork and/or audio master approval. Test pressings if required will deliver in approx. 10-15 working days, with the main run taking approximately the same amount of time after approval. These are 'normal' Lead Times; main runs will take longer if it is a very complex project, if it is peak season (September-December) or another particularly busy period including but not limited to the weeks preceding and proceeding the Record Store Day event which occurs around April 20 each year, where main run Lead Times right across the industry can ultimately reach & occasionally exceed 25-30 working days. Very complex orders that require non-standard materials, hand-finishing, or are one-off designs and thus require bespoke tooling will require extra time to that quoted above, dependent on what is required. Any remedial works required on any order asset not to our specifications or that required by the client - including but not limited to artwork amendments, audio pre-mastering, master authoring - will add days to the Lead Time; times depend on the nature & complexity of the remedial works applicable. Lead Times begin on the first full working day after receipt of: payment & order assets supplied 100% to our specifications, or from payment receipt & artwork/pre-master approval if said items not to our specifications, or from receipt of payment if payment made after asset receipt, or when any order asset outstanding has been received - and end on the day of despatch. All deliveries are carried out by reputable couriers and will occur usually within 3 days of despatch unless specified otherwise. Faulty or incorrect order assets that cannot be amended and processed will require resupplying, and as such will reset quoted turnaround times. All turnaround times quoted are based on delivering to a mainland UK address; deliveries outside of mainland UK will take longer dependent on the final destination. Goods purchases usually include delivery to 1 mainland UK destination and your quote will detail whether this is the case. Deliveries to non-mainland UK destinations will be charged at standard courier rates, prices dependent on your location.
8.2 CD, DVD, vinyl & print goods supplied outside mainland UK shall normally be delivered within 3-7 working days extra to main run turntimes, dependent on your location. The buyer agrees that customs duties and taxes may be applied by their Government or other relevant body if their shipment is travelling outside of the EU, and that by placing an order with the Seller, the Buyer agrees to pay any associated customs charges levied by their Government or other relevant body.
8.3 Where a specific delivery date has been agreed, and where this delivery date cannot be met, the Buyer will be notified and given the opportunity to agree a new delivery date. A full refund can be arranged, unless manufacturing for that particular order has been already undertaken. Due to the nature of the manufacturing process no guarantees with regards delivery can be given, and certain factors that can affect delivery dates are wholly out of the control of Breed Media, being as we are ourselves your agent for and a customer of various media manufacturing and printing facilities with myriad other customers themselves. The Seller will use it's best endeavours to process materials sent by you as quickly as possible but cannot guarantee to do so immediately. In this instance all materials will be entered into a queue for processing and will be dealt with chronologically in the interests of fairness to all clients.
8.4 The Seller shall use all reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and the Seller shall not be liable for any losses, costs, damages or expenses incurred by the Buyer or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.
8.5 Delivery of the Goods shall be made to the Buyer’s address specified in the order and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. On receiving the goods it is vitally important the buyer inspects all boxes carefully BEFORE the delivery driver leaves the property. The buyer must verify all boxes are without damage and only then sign the delivery note/device to confirm receipt. If boxes do show signs of damage the buyer MUST note the consignment as 'Received Damaged', as without this notification claims against the courier for any damage caused will not be possible.
8.6 Title and risk in the Goods shall pass to the Buyer upon delivery of the Goods.
8.7 Per standard industry practice, the Seller shall be deemed to have fulfilled the Contract should the quantity of retail-ready units delivered be within +/- 10% of the Contract amount. The Seller shall always use its best endeavours to deliver the exact ordered quantity of retail-ready units, due though to the nature of the manufacturing industry these +/- tolerances will occasion from time-to-time. In any instance where the delivered quantity of retail-ready units falls short of the Contract amount and the set-up cost proves prohibitive for 'topping-up' said units, the Buyer shall be entitled to a refund on a per-unit basis to compensate for those units missing. If the delivered quantity exceeds the Contract amount the Buyer shall be entitled to keep the extra units gratis.
8.8 Delivery addresses changed within 24 hours of the despatch date may be subject to charge - prices dependent on carrier.
9 Cancellation and Return
9.1 The Buyer shall inspect the Goods immediately upon receipt and shall notify the Seller emailing firstname.lastname@example.org within 7 working days of delivery if the Goods are damaged or do not comply with any of the Contract. If the Buyer fails to do so the Buyer shall be deemed to have accepted the Goods.
9.2 Where a claim of defect or damage is made the Goods shall be returned by the Buyer to the Seller, or in the instance of large consignments a defective sample will be sent by the Buyer to the Seller, and if deemed defective a collection of the remaining defective goods will take place from the buyer. The Buyer shall if goods are deemed defective be entitled to a full rework of manufactured goods, except in instances of vinyl records being replicated from customer-supplied pre-masters without prior test pressing approval unless physical or any other manufacturing faults are present. The Seller recommends test pressings are ordered with every vinyl pressing order due to the nature of the vinyl pressing process and we cannot be held responsible for main run outputs deemed unsatisfactory if the Buyer has chosen not to a) pre-master their supplied audio for vinyl, b) have Breed Media pre-master their audio for vinyl or otherwise inform us of any pre-cutting audio amendments required or c) approve test pressings prior to the main run.
9.3 If you are a consumer you have the right, in addition to your other rights, to cancel the Contract and receive a refund by informing the Seller emailing email@example.com prior to any manufacturing work being undertaken. Preliminary works undertaken on all Contracts prior to cancellation - including but not limited to reprographics, graphic design, artwork proofing, barcoding - will be charged at a rate of £30.00+ VAT per hour or per the rate or part thereof initially quoted to the Buyer. Any work undertaken on, or any part of any order produced, prior to order cancellation must be paid for by the Buyer.
9.4 Where returned Goods are found to be damaged due to the Buyer’s fault the Buyer will be liable for the cost of remedying such damage.
10 Limitation of Liability
Except as may be implied by law where the Buyer is dealing as a Consumer, in the event of any breach of these Terms and Conditions by the Seller the remedies of the Buyer shall be limited to damages which shall in no circumstances exceed the Price of the Goods and the Seller shall under no circumstances be liable for any indirect, incidental or consequential loss or damage whatever.
No waiver by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice its rights to do so in the future.
12 Force Majeure
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.
14 Changes to Terms and Conditions
The Seller shall be entitled to alter these Terms and Conditions at any time. But this right shall not affect the existing Terms and Conditions accepted by the Buyer upon making a purchase.
15 Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.