1       Definitions

 Approval means Customer’s written confirmation/consent to the terms and conditions stated by Supplier, including, but not limited to, time schedule and variations.

Artwork means a file or a set of files ready for printing and supplied in the format of Adobe Illustrator file (.ai), Adobe InDesign (.indd) or Portable Document Format (.pdf). Other formats can be considered but are subject to rejection by Supplier.

Effective Date means the date specified in Purchase Order on which the Purchase Order comes into effect.

Goods means all or part of the items described in the Purchase Order.

New Customer means a Customer who orders a job with the Supplier for the first time, even if a number of quotes was issued but not approved before. A Customer who hasn’t made any orders for a period of one year and more may be considered a New Customer and therefore follow the procedures required with the new Customers.

Party(ies) means Supplier and/or Customer.

Production Area means the premises of Supplier hosting the actual production of the goods stated in the Purchase Order.

Specifications means the technical description of a particular item in the Purchase Order/Quotation.

Time Schedule means the production time scheduled for each particular item mentioned in the Purchase Order and set by Supplier according to actual time needed for producing that particular item.

Variation means additional options offered by Supplier for Customer’s consideration and/or approval.

2       Clarifications and Confirmations

 2.1  Any questions concerning the production of the goods specified in Purchase Order will be addressed to the Customer’s Procurement Department or/and assigned and confirmed affiliate of Customer.  

Any clarifications given by the above mentioned representatives of the Customer, either in person or via telephone or/and electronic mail or/and facsimile, shall be considered by Supplier as official statements, and in case of further doubt shall be referred to as official clarifications to Purchase Order.

2.2   If the Artwork provided by Customer needs corrections, adjustments, additions, including, but not limited to, spelling mistakes corrections, size adjustments, typing of any kind, alignment corrections, then the Supplier will send the adjusted layout to Customer for approval via electronic mail and will not proceed with production unless the Customer confirmation is received.

In this case, the time schedule shall be corrected considering the time needed for the artwork adjustments to be made and the confirmations to be received.

3       Samples and Tests

3.1  In case if Customer requires particular goods to be of exact color and/or shade and/or intensity that may be slightly different from the provided artwork, then Customer shall provide a color sample for that particular job.

3.2  In case if Customer doesn’t provide the sample of the color required for the current production, the Supplier shall be entitled to request the Customer to visit the Production Area for the color quality check at the time appointed by Supplier. The signature of the Customer on the produced proof shall be the official confirmation for the produced item quality including, but not limited to, color, paper stock, finishing, and the Supplier shall use the above said item as an official sample for further production of that particular job.

3.3  In case the Customer is not willing to visit the Production Area for the quality check and does not provide any samples for particular production, the supplier shall not be held responsible, if the color, paper or other specifications do not match the Customer’s expectations, as long as the outcome specifications match those in the Purchase Order and the quotation.

3.4  Customer may require the goods to be inspected by Customer’s representative prior to delivery. In this case the inspection time shall be appointed by Supplier in the Supplier’s premises.

3.5  If as a result of any inspection Customer is of reasonable opinion that the Goods do not comply with the requirements of the Purchase Order, Customer shall inform the Supplier of its decision to reject such Goods in writing within 2 days from the date of actual delivery of the particular goods.

3.6  If after repeated inspection Supplier finds the rejection to be based on objective reasons, Supplier shall within corrected Time Schedule reprint the rejected goods at no additional cost to Customer.

3.7  In case the repeated inspection finds the rejection to be ungrounded, or based on flaws resulting from circumstances defined in Article 3.2, then the reprint of the goods shall be at Customer’s sole expense.

3.8  In case if Customer fails to inform Supplier in writing of its intention to reject part or all goods as defined in Article 3.5 above, then Supplier will assume the delivered goods to be approved and accepted by Customer and expect the invoices for the said goods to be paid in the agreed time. No complaints or rejections shall be filed if submitted after 2 days from delivery of actual goods.

3.9  This Article shall be without prejudice to any other rights Parties may have under the Purchase Order.

4       Time Schedule and Delays

 4.1  Supplier will provide the Customer with the adequate Time Schedule after receiving the Purchase Order and Artwork and examining the specifications and quantities of the Goods requested for print in the Purchase Order, as well as examining the final artwork on the subject of its compliance to the Quote and Purchase Order.

4.2  Should Supplier encounter or anticipate delays in production of the Goods, including, but not limited to, delays obtaining information from Customer or obtaining materials from sub-vendors, Supplier shall inform the Customer of the reasons of the delay and provide the corrected Time Schedule.

4.3  Parties in the above said case should both take necessary actions to prevent any additional expenses to either of the Parties.

4.4  If delay of the production is caused by Customer and leads to inevitable expenses on Supplier’s side, Customer shall be entitled to reimburse the actual cost caused by the delay.

4.5  If delay of production is caused by Supplier or its immediate sub-vendors and leads to inevitable and proven expenses on Supplier’s side, the cost of the said expenses shall be paid by Supplier.

5       Delivery

 5.1  Supplier will properly pack the Goods and deliver them to Customer’s premises or single destination inside Doha agreed upon prior to delivery.

5.2  Delivery note will be send by Supplier with the delivery of the goods stating the actual quantity of items being delivered and their brief description if required for distinguishing purposes.

5.3  Delivery note is to be duly signed by authorized receiver/representative of the Customer.

5.4  The quantities of the items delivered will be expedited on by Customer prior to signing the delivery note.

5.5  Any conflict regarding the quantities of items delivered will be solved basing on the signed delivery note.

5.6  It is Supplier’s responsibility to check the quantity of items prior to issuing the delivery note and sending the Goods to Customer’s premises.

5.7  It is Customer’s responsibility to check the quantity delivered to his premises prior to signing the delivery notes.

5.8  Supplier shall not be responsible for quantity related breaches if the delivery note is signed by Customer, unless stated so by Supplier.

6       Variations

 6.1  Customer has the right to change the form, quantity, quality of the Goods or any other part of the Purchase Order that may objectively be necessary, but the value (if any) of such change shall be taken into account in ascertaining the amount of the Purchase Order and Supplier shall be entitled to re-count the price for the changed specifications according to the current market prices.

6.2  In this case Supplier has the right to suspend the production of the goods with the changed specifications. The production will not be resumed until the corrections in specifications and prices are accepted and confirmed by both parties.

6.3  If Supplier requires additional charges due to breaches by Customer, Supplier shall inform the Customer stating the reasons and the amounts of the charges.

6.4  In case Purchase Order states smaller quantity than the one quoted for in Supplier’s quotation for the particular item, the Total Price given in the quotation for that particular item is to be used.

6.5  In case Purchase Order states bigger quantity than the one quoted for in Supplier’s quotation for the particular item, the Unit Price given in the quotation for that particular item is to be used.

6.6  Any variations not mentioned in Supplier’s quotation are subject to additional charges and are to be requested to be quoted for by Supplier.

7       Payments and Invoices

 7.1  Prices given in the Supplier’s quotation are fixed for the Specifications and Quantities mentioned in Customer’s Request For Quotation. Items with changed quantities will be re-quoted for and the Customer will be given the best possible offer for the changed quantities.

7.2  All containers, boxes, cases, wrappings and other packing material supplied by Supplier will be considered as non-refundable and their cost is included in the rates stated in Supplier’s Quotation.

7.3  The invoices for the particular goods will be delivered together with those particular goods and the delivery note. The invoices are to be signed by authorized representatives of the Customer. The signed invoice is Customer’s confirmation of the acceptance of  the Supplier’s Terms and Conditions in general and those defined in Paragraph 7 in particular.

7.4   In case the delivery note or invoice cannot be signed by an authorized representative, or the particular goods are the Customer’ first order with the Supplier, the Supplier shall then be entitled to request the copy of a Qatari ID of the person signing the delivery note and the invoice.

7.5  Invoices are to be duly paid by Customer within 45 days of receipt by Customer.

7.6  If Customer disputes any invoice, Customer shall return such invoice to Supplier specifying in writing the items to which Customer objects and the reasons for such objections. If the reasons are objective, Supplier shall re-submit a revised invoice taking into account Customer’s objections. If the revised invoice is disputed wholly or in part, the foregoing procedure shall be repeated until the parties have reached agreement.

7.7  For any first order from a new Customer the Supplier shall be entitled to request a copy of Commercial Registration and 50% down payment and 50% payment upon the receipt of the goods. For a second and following orders the procedures shall be as per Article 7.5 above.

7.8  For any order from a Customer not based in Qatar the Supplier shall be entitled to request  50% down payment and 50% payment upon the receipt of the goods.

7.9  All extra urgent jobs are subject to 30% additional charge.

7.9.1        The Urgency charge shall be added to the quote, if the extra urgent delivery is agreed upon prior to issuing the Quote.

7.9.2        The Urgency charge shall be added to the invoice if the urgent delivery is requested after issuing the Quote, otherwise the Quote is to be revised adding the above mentioned charge.

7.9.3        In case the Customer does not approve the urgency charge, the goods are to be produced and delivered on a regular basis and schedule.

8       Infringement of Patents

 Customer shall fully indemnify and hold Supplier harmless against any action, claim, demand, costs, charges, damages and expenses arising from or occurred by reason of any infringement or alleged infringement of any patent, registered design, trademark, or trade name protected in the country of origin or elsewhere

and resulting from the materials provided to Supplier by Customer, including, but not limited to, artworks, layouts, samples, images and text.

9       Termination

 9.1  Either party shall have the right to terminate the Purchase Order by notice in writing to the other party if completion of the entire Goods or part of Goods in accordance with the Purchase Order is made impossible due to Force Majeure, as evidenced by the party invoking such Force Majeure.

9.2  Supplier shall have the obligation to reimburse Customer any advance payment, related to Goods not completed at the moment of termination.

9.3  Customer shall have the obligation to reimburse Supplier any expenses related to Goods completed at the moment of termination.

9.4  The decision to terminate the Purchase Order must be justified in writing.

10  Confidentiality

 The data in Supplier’s documentation provided to Customer, including, but not limited to Quotations, Delivery Notes, Invoices, Commercial and Technical Proposals, Tenders, E-mail Correspondence, Estimates, etc, contains trade secrets and confidential or proprietary information to Aspire Printing, Publishing and Distribution, disclosure of which would provide a competitive advantage to others. As a result, those documents shall not be disclosed, used or duplicated, in whole or in part, for any purpose other than to evaluate Aspire Printing Press.