Terms and Conditions:
1. This Agreement contains the terms and conditions that apply to purchases of graphic design, promotional products, printing/labels/tickets/packaging or any other product (‘the Goods’) by you (“Customer”) from Fanelitsa.
2. On receipt of an order from the Customer for the Goods as described on the Order/Invoice/Order Acknowledgement, the Customer agrees to be bound by and accepts these terms and conditions. The Customer also hereby acknowledges that these same terms and conditions have been communicated to it by way of an earlier notice prior to the Customer’s order.
3. These terms and conditions apply unless the Customer has signed a separate purchase agreement with Fanelitsa, in which case the separate agreement shall govern.
4. These terms and conditions are subject to change without prior written notice at any time, in Fanelitsa’s sole discretion. However, the Customer cannot make any variation to these terms and conditions without the written consent of Fanelitsa
5. This Agreement and any sales based on it shall be governed by the laws of Cyprus and England and Wales and the European Union and the parties agree to submit all disputes to the non-exclusive jurisdiction of the Courts of Cyprus and England and Wales and the European Union
7. Fanelitsa reserves their right to title and property of the goods, until the goods are fully paid for.
8. Subject to status, Fanelitsa may agree to hold stock for an agreed underwritten period. At the end of that period, the Customer is liable to pay for the stocks in full, unless specifically agreed otherwise with Fanelitsa.
9. Fanelitsa endeavours to provide the highest quality Goods and the quickest possible lead times. Where there is a clear defect with the Goods supplied as against artwork or sample approved by the Customer, Fanelitsa will offer to remake the Goods free of charge or to apply an agreed discount if the Goods are utilised.
10. The Customer agrees that Fanelitsa makes no warranty of any kind, express or implied, as to the Goods, including, but not limited to, merchantability, non-infringement, title or fitness for a particular purpose or use. The Customer agrees that Fanelitsa and its agents shall have no responsibility or liability for: (i) any injury or damages, whether caused by the negligence of Fanelitsa, its employees, subcontractors, agents, suppliers or otherwise arising in connection with the Goods and shall not be liable for any lost profits, losses, punitive, incidental or consequential damages or any claim against the Customer by any other party.
11. The extent of Fanelitsa liability is solely to the value of the Goods supplied. Fanelitsa does not accept any liability for costs involved in using incorrect Goods and other consequential losses.
12. Under no circumstances, including but not limited to negligence, shall Fanelitsa, its suppliers and its third-party agents be liable to the Customer for direct, indirect, incidental, consequential, special, punitive or exemplary damages even if Fanelitsa has been advised specifically of the possibility of such damages, arising from use of the Goods, such as, but not limited to, loss of revenue or anticipated profits or lost business. In no event shall Fanelitsa total liability to the Customer for all damages, losses and causes of action (whether in contract or tort, including but not limited to, negligence) exceed the amount paid by the Customer for the Goods.
13. Fanelitsa does not warrant that any emails sent out by it or its artwork department or its suppliers and its third-party agents will be free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and is not liable for any damage the Customer may suffer as a result of such destructive features.
14. Fanelitsa strongly recommends, where possible, sampling of the Goods or the provision of artwork proofs prior to production. Fanelitsa guarantees matching to approved samples. In the event that there is a failure to match Fanelitsaundertakes to provide reasonable discounts or to remake the Goods free of charge. Where no sampling is made Fanelitsa will endeavour to commercially match the specification given, however, this is at the risk of the Customer. Fanelitsa accepts no liability for any error not corrected by the Customer when proofs are submitted.
15. Fanelitsa shall use its best endeavours to meet lead times which are agreed. However, where delays arise especially due, but not limited, to machinery failures, Fanelitsa will inform the Customer of such delays as expeditiously as possible. Fanelitsa accepts no liability of any consequential losses arising from such delays. However, the Customer has the right to cancel the order for delay and Fanelitsa would offer reasonable discounts where appropriate depending on costs as arisen up to the point of cancellation.
16. The Customer’s use of Brand Names in breach of the intellectual property rights of third parties is the sole responsibility of the Customer. Fanelitsa accepts no liability whatsoever in this regard.
17. The Customer agrees, at its own expense, to indemnify, defend and hold harmless Fanelitsa against any claim, suit, action or other proceeding brought against Fanelitsa by a third party, to the extent that such claim, suit, action or other proceeding brought against Fanelitsa is based on or arises in connection with the Goods, including, but not limited to: (i) the Customer’s use of the Goods; (ii) a violation of this Agreement by the Customer; (iii) a claim that any use of the Goods by the Customer infringes any Intellectual Property or otherwise results in injury or damage to any third party; (vi) any misrepresentation or breach of representation or warranty made by the Customer
18. All intellectual property rights in the Goods subsists in and shall remain the property of Fanelitsa absolutely, whether as principal owners or as agents for third parties.
19. This Agreement is personal to Fanelitsa and the Customer and the Customer shall not assign or otherwise transfer its rights or obligations under this Agreement without the prior written consent of Fanelitsa. Fanelitsa reserves the right to assign or transfer its rights or obligations under this Agreement to another entity within its group.
20. Neither party shall be liable for any delay or failure to perform its obligations caused by any circumstances beyond its reasonable control including but not limited to industrial disputes.
21. Any notice to be served hereunder shall be in writing and sent by recorded delivery to the address of the recipient as set out in this Agreement.
22. Notwithstanding the termination of this Agreement for whatever reason the provisions in this Agreement relating to Intellectual Property Rights, Liability and Warranty shall continue in full force and effect.
23. If any provision of this Agreement is found invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions of this Agreement will remain in force
24. This Agreement contains the entire terms and conditions agreed between the Customer and Fanelitsa.