Terms and Conditions
1. Formation of contract
1.1 The following agreement sets forth the standard terms and conditions by which Holiday Records Limited (hereinafter referred to as “Holiday Records”, “us” or “we”) in their record pressing and/or associated services. All sales by Holiday Records or its agent(s), licensee(s), designee(s), successor(s), and assign(s) are subject to the following terms and conditions of sale (hereinafter referred to as “Conditions”).
1.2 These Conditions are binding for each shipment, order, invoice, and related document provided by Holiday Records. Irrespective of Customer’s signature, electronic acceptance of this form and/or any payment or deposit made by the Customer to Holiday Records indicates the Customer’s full agreement and consent to these Conditions.
1.3 Holiday Records reserves the right to refuse acceptance of any order for any reason.
1.4 Each accepted order shall constitute an individual legally binding contract between Holiday Records and the Customer and such contract is hereinafter referred to in these Conditions as an “Order”. Based on the Order, Holiday Record shall supply products and services, including but not limited to, print and packaging, creation and replication of vinyl records, packing products, fulfilment and distribution (hereinafter referred to as the “Products”).
1.5 These Conditions shall override any contrary or additional terms or conditions in any other documentation or correspondence from the Customer unless expressly accepted in writing by Holiday Records.
2.1 Holiday Records requires you to pay 50% deposit of the total Order up front. Our prices are in New Zealand Dollars. We accept Cash, Bank Transfer, Credit card or electronic payment via PayPal. Any surcharge on payment will be at the expense of the Customer.
2.2 The remaining 50% is due upon completion of the Order, whereby the final invoice is sent to the Customer, including the final shipping costs.
2.3 All invoices must be paid within 14 days of the date of the invoice. Payment is to be made to the bank account or online account details supplied by Holiday Records. Payment will be considered made when the amount is credited to Holiday Records account.
2.4 If for any reason an invoice is unpaid at the expiry of the period of 14 days, Holiday Records reserves the following rights:
– 2.4.1 Not to begin work on producing the Products if the Order invoice is not paid; and/or
– 2.4.2 To suspend delivery of goods and/or supply of services
2.5 Prices shall be EXW, excluding packing and any and all taxes, duties or imposts payable under applicable law. Customer agrees to pay or reimburse Holiday Records for any such taxes, duties or imposts which we are required to pay. Unless provided otherwise in writing between parties, the price shall be without the costs for transport, which shall be charged to the Customer separately in accordance with Holiday Records’s quotation or the documented costs.
2.6 Shipping costs are estimated at the time of Order and documented in the initial quote. The final shipping costs are invoiced separately with the final invoice when the Order is ready to be shipped and weight and dimensions of shipment can be confirmed. The Order will not be shipped until the final invoice and shipping costs are paid.
2.7 If the Customer requests (i) changes to specifications of the Products or (ii) fails to provide artwork in accordance with the specifications as requested by Holiday Records, Holiday Records may make all the necessary changes/corrections to the specifications and produce the Product accordingly but is entitled to charge the Customer a reasonable cost for the extra work involved.
2.8 Holiday Records will be legally and beneficially entitled to the ownership of any goods until payment of all debts owed by the Customer to Holiday Records have been paid in full.
2.9 Holiday Records is the owner of any tools necessary for the production of the Products (cutting tools, printing blocks, printing dies, pressing tools), even if such manufactured tools were paid by the customer.
3.1 Holiday Records shall use all reasonable endeavours to deliver the products to the Customer in accordance with any delivery date expressed in writing with the Customer, but shall not be responsible for late delivery. Holiday Records shall not be liable for late delivery or failure to deliver through any cause which is beyond the control of us. Holiday Records shall not in any event be liable to the Customer for any indirect or consequential loss or damage.
3.2 The delivery time (or turnaround time) shall start at the time when Holiday Records receives deposit payment and approves all relevant documents, all the production specifications, the exact packaging instructions, and the data required for the production of the Products, e.g. artworks, masters, (hereinafter referred to as “Source materials”) according to Holiday Records technical conditions. If Holiday Records does not receive the above mentioned deposit payment, documents, specifications or materials, we shall be not obliged to perform the Order.
3.3 If Holiday Records is unable to deliver on time due to unforeseen and uncontrollable circumstances, the time for delivery shall be extended and Holiday Records will quote the Customer a new delivery date on a best efforts basis.
3.4 Holiday Records shall not be bound to proceed with or deliver any Order whilst the Customer is in delay in payment of any invoice from Holiday Records. Any Products produced for the Customer but withheld shall be at the risk of the Customer. Holiday Records may arrange storage on behalf of the Customer (in such case Holiday Records is entitled to charge all the storage costs of the relevant warehouse and all other incurred costs).
3.5 If the Customer fails to give shipping instructions or refuses to accept delivery, Holiday Records shall be entitled at its absolute discretion to arrange storage on behalf of the Customer (in such case Holiday Records is entitled to charge all the storage costs of the relevant warehouse and all other incurred costs).
3.6 If the Products are stored by Holiday Records for more than 2 months, we are entitled at its absolute discretion to destroy or sell the Products.
4. Test Pressings
4.1 Holiday Records will produce 5 test pressings for the customer to approve before the manufacturing is carried out (unless requested otherwise by the Customer). Once the Customer approves the test pressing, production of the order will commence, and no changes or cancellations in regard to the audio content of the order shall be permitted or accepted.
4.2 Approval of test pressings will be done in writing through Holiday Records Test Press Acceptance Form.
5. Quantity Tolerances
5.1 With respect to the character of Holiday Records product portfolio and the nature of manufacturing, it is sometimes impossible to produce the exact quantity of Products as per the Order. Therefore, Holiday Records is entitled to produce more or less Products than ordered, however, within the quantity tolerances set out hereby (and per industry standard), and thus invoice the actually delivered quantity of Products, provided that it is within the quantity tolerance. The Customer is obliged to pay the price of the actually delivered Products.
5.2 Provided that the Product ordered by the Customer is a vinyl record of any size, type, etc., the difference between the ordered and the actually delivered quantity of Products shall not exceed 10% over-run or under-run.
6. Defects Liability
6.1 The Customer shall inspect the Products immediately upon delivery. In respect of damage which could have been caused during transportation and which such a reasonable inspection would reveal, the Customer must deliver to Holiday Records a shipping document executed by both the Customer and a representative of the shipping agent stating the nature and scope of the damage.
6.2 In respect of volume deficiencies (over 10%), the Customer must notify Holiday Records within 48 hours and provide reasonable documentation to back up such claims.
6.3 In respect to hidden defects the Customer must notify Holiday Records upon them becoming apparent within 14 working days of the date of delivery.
6.4 Unless the Customer complies with the above, any liability of Holiday Records for defects or volume deficiencies will be excluded.
6.5 Providing notification is given in accordance with the above, Holiday Records will free of charge, within a reasonable time, at its absolute discretion replace defective products and make good any volume deficiencies, provided that:
– 6.5.1 Such defects shall be found to have arisen solely from Holiday Records faulty design, workmanship or materials; and
– 6.5.2 The defective Products shall be returned to Holiday Records for our own inspection; and
– 6.5.3 The claimed defect was not in the source materials sample, artwork, data, material or documentation approved by the Customer; and
– 6.5.4 The percentage of Products under complaint claimed is greater than 1% of the total number of units delivered.
6.6 Alternatively to Section 6.5 above, Holiday Records shall be entitled at its full discretion to refund a reasonable price of the defective goods.
6.7 Holiday Records will not be liable for:
– 6.7.1 Defects which only insignificantly impair the use of the Products
– 6.7.2 Insubstantial deviations of the Products from specification; or
– 6.7.3 From faulty or negligent handling or external influences not explicitly assumed to impact on the Products.
6.8 Holiday Records liability under this condition shall be to the exclusion of all other liability to the Customer for defects in the goods or for any loss or damage to or caused by the goods.
7. Intellectual Property
7.1 The Customer warrants that:
– 7.1.1 The ordered Products do not infringe upon any copyright or any other intellectual property right of any third party, and
– 7.1.2 The Customer possesses all relevant rights (e.g. mechanical duplication rights) or licenses, and that all fees and royalties due to beneficiaries of relevant copyrights have been paid or will be paid when due; and
– 7.1.3 There are no claims, disputes, suits, arbitral or other proceedings pending or anticipated which may affect the warranties and representations made above by the Customer.
7.2 The Customer shall defend, indemnify Holiday Records from and against any claim, dispute, proceeding, action, fine, penalty, suit, loss, expense, damages including punitive damages, and cost (including all lawyer fees) arising out of or relating to any infringement or alleged infringement of any copyright or any other proprietary right of any third party by the Products.
7.3 The Customer shall fill in the Copyright declaration to every Order and supply it to the Supplier.
7.4 Holiday Records is also entitled at its absolute discretion to require further reasonable evidence, the reasonableness of which shall be determined exclusively by Holiday Records, that the Customer possesses all the relevant rights and licenses regarding any copyright or any other intellectual property right of any third party.
7.5 For cost estimates, quotations and all other documents prepared or provided by Holiday Records, the Supplier reserves all rights, title and interest in all intellectual property rights including but not limited to patents or copyright. The Customer shall keep such documents confidential and shall not without the prior consent in writing of Holiday Records disclose to any third party any technical or commercial information which it has acquired from Holiday Records as a result of communications between them relating to the Products and the Order.
8. Termination and Suspension
8.1 In the event any of the following occurs Holiday Records may at its absolute discretion either suspend the provision of its obligations under this or any other Order, or terminate this or any other Order:
– 8.1.1 The Customer fails to make payment of any amount on the basis of this or any other Order within 14 days after it has become due and payable; or
– 8.1.2 The Customer fails to perform its obligations necessary for Holiday Records to deliver or complete the Order; or
– 8.1.3 Holiday Records determines, at its sole and absolute discretion, the the content to be duplicated, is of an offensive or extremist nature, or
– 8.1.4 Holiday Records does not receive the Copyright declaration or the evidence (if requested); or
– 8.1.5 Holiday Records does not receive the Source materials according to our required technical conditions; or
8.2 In the event that Holiday Records suspends its obligations to the customer or terminate the order, the Customer shall pay Holiday Records all additional costs incurred due to such suspension.
9.1 In the event of cancellation of an Order by the Customer, the Customer is entitled to a refund minus the costs already incurred at the time of cancellation by Holiday Records. The costs will be calculated at a retail price.
9.2 Any custom printed products printed by Holiday Records in the process of fulfilling the Customer's Order may be retained by the Customer.