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Page 2 of 4 2. Services In consideration of the Charges, the Client agrees to engage Twisted Tree Publishing Ltd to perform the Services as specied in the Order or Quotation. Twisted Tree Publishing Ltd may, at its sole discretion, agree to perform additional services to be charged to the Client at rates to be agreed between the parties.
3. Conditions
Unless expressly agreed otherwise and stated in writing by the parties, the Services shall be performed subject to these Conditions. Acceptance of a Quotation shall conrm the Client’s acceptance of these Conditions.
4. General
4.1 Notices Any notice required or permitted to be given by either party shall be in writing and addressed to the other party at its registered ofce or principal place of business or such other address as may at the relevant time have been notied to the party giving the notice.
4.2 Force Majeure Neither party shall be liable for non-performance or for delays from causes beyond its reasonable control including but not limited to res, insurrection or riots, delays in transportation, inability to obtain supplies and raw materials, requirements or regulations of any civil or military authority or acts of God. In the event of the foregoing, the date of performance shall be deferred for a period equal to the time lost by reason of the delay. The affected party shall notify the other in writing of such events or circumstances promptly upon their occurrence.
4.3 Waiver Subject to these Conditions, no failure by any party to exercise any right under any Conditions shall be deemed to be a waiver of any party’s rights thereunder or under any other agreement, save to the extent that such waiver is in writing and signed by an authorised representative of that party.
4.4 Risk & Insurance Property of the Client supplied to Twisted Tree Publishing Ltd shall be at the Client’s risk unless expressly agreed in writing prior to Twisted Tree Publishing Ltd’s receipt of such property. The Client shall be expected to arrange adequate insurance in respect of such property at all times.
4.5 Invalidity If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.
4.6 Archiving Twisted Tree Publishing Ltd does not warrant that any or all of the Documents, Data, COMPANY Material, Client Material or other information supplied for the performance of the Services will be archived by Twisted Tree Publishing Ltd for any period of time following completion of the Services. Where Twisted Tree Publishing Ltd agrees to retain information on behalf of the Client, such work shall be undertaken on a ‘reasonable endeavours’ basis and Twisted Tree Publishing Ltd shall not be held liable for any loss or corruption of data stored by Twisted Tree Publishing Ltd on behalf of the Client howsoever such is occasioned.
4.7 Disputes The parties agree to work together in good faith to settle any dispute arising from or in connection with these Conditions. In the event of a breach of either party of these Conditions, the party not in breach agrees to afford the other not less than thirty (30) days in which to remedy such breach (in the case of a breach capable of remedy where, for the purposes of these Conditions, failure to pay charges due according to the payment terms shall not be considered a breach capable of remedy) to the reasonable satisfaction of the parties.
4.8 Publicity Neither party shall reveal the details of the Services (including the Quotation) to any third party without the prior written consent of the other, except to its professional advisers or auditors. Twisted Tree Publishing Ltd may, in its publicity materials, refer to the Client as being a client of Twisted Tree Publishing Ltd’s and the Client agrees to allow Twisted Tree Publishing Ltd to use the COMPANY Material in Twisted Tree Publishing Ltd’s promotional materials without the need for further consent. This provision shall survive expiration or cancellation of the Services.
4.9 Governance These Conditions shall be governed by the laws of England and Wales and the Client agrees to submit to the exclusive jurisdiction of the English Courts.
4.10 Relationship This Agreement shall not be construed as creating a relationship of employer and employee, principal and agent or a partnership or joint venture between Twisted Tree Publishing Ltd and the Client.
4.11 No Third Party Rights Nothing in these Conditions is intended to, nor shall it, confer any rights on a third party whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
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