1. THESE TERMS
1.1 These are the terms and conditions on which we supply our services to you.
1.2 Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide our services to you, how you and we may change or end the contract, what to do if there is a problem and other important information.
1.3 Are you a business customer or a consumer? In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
- You are an individual.
- You are buying services from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).
Provisions specific to consumers only are in green and those specific to businesses only are in blue.
1.4 If you are a business customer these terms constitute the entire agreement between us in relation to your order. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Doctormix is a service provided by Sunlightsquare Records Ltd, a company registered in England and Wales with Company Number 05690644. Our registered office is at Kemp House, 152-160 City Road, London EC1V 2NX, United Kingdom.
2.2 You can contact us by:
2.3 If we have to contact you we will do so by writing to you at the email address or postal address you provided to us in your order.
2.4 ”Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
3. OUR CONTRACT WITH YOU
3.1 Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
3.2 If we are unable to accept your order, we will inform you of this and will not charge you for the product. This might be because of unexpected limits on our resources which we could not reasonably plan for, because we are unable to accept your recording, or because we have identified an error in the price or description of the services. Please also refer to Clause 4.4.
4. OUR SERVICES
4.1 Services vary according to the service package you have chosen at the time of submitting your order.
4.2 Making sure your information is accurate. As we are making a recording based on the materials and information that you supply to us, it is important that you carefully review your order before submitting it and that the information provided by you is within any limits or specifications provided on our website, and is submitted to us in the ways set out on our website.
4.3 We have the right to refuse to accept, or complete an order (if we have already accepted it) if the recordings entered:
a)are obscene, rude, racist, discriminatory or offensive in any way; or;
b)if we believe that the recordings submitted are in breach of any copyright or other intellectual property rights; or
c)any recordings or materials that you submit are deemed by us to be of insufficient technical quality.
4.4If we cancel our services for any reason set out in Clause 4.3, we will charge you for any services completed up to the point of our cancellation.
5. YOUR RIGHTS TO MAKE CHANGES
5.1 If you believe that you have submitted incorrect recordings or information, please contact us as soon as possible. We will make any reasonable changes if we have not yet started our services, free of charge.
5.2 If you wish to make changes to the recording after you have received, you may do so but any revision requests are limited to those as stated within the service package ordered by you. All revision requests must be made within 30 days of our sending the recording to you. We will provide any revisions within a reasonable period of time.
6. WARRANTIES AND INDEMNITY
6.1 You hereby warrant that, in regards to all recordings and materials (Works) that you supply to us:
a)are original Works by you, and/or you have obtained and will maintain all rights, licenses, consents, waivers, clearances, or approvals required from any collecting society, record label, publisher or any other party in order for us to lawfully use your Works in providing our services, including, without limitation, the right to upload, reproduce, store, transmit, distribute and share your Work;
b)do not and will not infringe or violate the rights of any third party, including, without limitation, any copyright or other intellectual property rights, performers’ rights, rights of privacy or publicity, or rights in confidential information; and
c)that you have obtained any and all necessary consents, permissions and/or releases from any and all persons appearing in your Works in order to include their name, voice, performance or likeness in the recordings that we will supply to you.
6.2 You warrant that you will defend, hold harmless, and indemnify us and related parties from and against any third-party claims and liabilities, including, without limitation, reasonable legal fees and costs, in respect of any breach of Clause 6.1 and in regards to any other form of action or claim that arises out of or is in connection to the Works and/or the products/recordings that we supply to you in providing our services.
7. PROVIDING THE SERVICES
7.1 Our website will guide you through the ordering process. You can also find information about the ordering process on our FAQ page.
7.2 When submitting your order you will need to select the service package that you require. You will be required to upload the recordings that you wish for us to use in providing our services. This can be done either through your account, or via wetransfer. Wetransfer does not require you to register for an account, and has a free (together with a paid-for) option. More information can be found at wetransfer.com.
7.3 We have no responsibility or control over the service offered by wetransfer whose terms and conditions can be found here.
7.4 We aim to provide our service within the time scales indicated on our website depending on the services you have ordered. Save for stated at Clause 7.3, time if not of the essence and cannot be made of the essence.
7.5If you order our Rush Service, we will provide our service within the time stated on our website, and confirmed at the time of your order. You must contact us before submitting an order for our Rush Service to check availability.
7.6We are not responsible for delays outside our control. If our supply of the services is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any services you have paid for but not received.
7.7 Once approved, we will send you the full quality Master as a .WAV (24bit 44.1k) file. If you cannot open the recording with the files provided, please contact us immediately and we may, at our absolute discretion, provide the recording on a differing format (but we may charge an additional cost for this service).
8. YOUR RIGHTS TO END THE CONTRACT
8.1 Exercising your right to change your mind if you are a consumer (Consumer Contracts Regulations 2013). If you are a consumer then for most Services bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013. However, as we provide a service that commences immediately upon our confirmation of your order, and your order is for a bespoke product, then you waive your right to the cooling off period. Please see Clause 8.4
8.2 Your right as a consumer to change your mind does not apply in respect of:
(a) any services that are ordered for products made specifically to your requirements (bespoke products);
(c) services, once these have been completed, even if the cancellation period is still running.
9. OUR RIGHTS TO END THE CONTRACT
9.1 We may end the contract if you break it. We may end the contract for our services at any time by writing to you if:
(a) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the services; or
(b) you provide any recording that we do not find acceptable (see Clause 4.3).
9.2 You must compensate us if you break the contract. If we end the contract in the situations set out in Clause 9.1 we will refund any money you have paid in advance for services we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
9.3 We may withdraw the services. We may write to you to let you know that we are going to stop providing the services. We will refund any sums you have paid in advance for services which will not be provided.
10. YOUR RIGHTS IN RESPECT OF DEFECTIVE SERVICES IF YOU ARE A CONSUMER
10.1 If you are a consumer we are under a legal duty to supply services that are in conformity with this contract. We must carry out our service with reasonable care and skill, and provide products (i.e. digital content) that are of satisfactory quality and fit for their purpose. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
10.2 If you believe that we are in breach of our obligations, please contact us and, depending on the fault, we will, at our option, re-perform our services and/or provide a new product, or issue a refund.
11. YOUR RIGHTS IN RESPECT OF DEFECTIVE SERVICES IF YOU ARE A BUSINESS
11.1 If you are a business customer we warrant that we will provide our services with reasonable care and skill, and for a period of 30 days from the date of delivery of the recording (warranty period), any products provided (i.e. digital content) shall be of satisfactory quality.
11.2 Subject to Clause 11.3, if you give us notice in writing during the warranty period within a reasonable time of discovery that we have not met our obligations stated in Clause 11.1, we accept that to be the case, and we shall at our option, re-perform our services and/or refund the price of services in full.
11.3 We will not be liable for any failure to comply with the warranty in Clause 11.1 if:
(a) the defect arises as a result of us following any specification supplied by you; or(b) you alter or repair the product without our written consent.
11.4 Except as provided in this Clause 11, we shall have no liability to you in respect of a product’s failure to comply with the warranty set out in Clause 11.1.
11.5 These terms shall apply to any repaired product or replacement services supplied by us under Clause 11.2.
12. PRICE AND PAYMENT
12. The price of the services will be shown in Euro, USD or GBD, depending on your location at the time of submitting your order. The prices on our site are only indicative as it may change depending on the exchange rates applied by our payment provider at the time of submitting the order. The final price of the services (which includes VAT) will be as set out in the final order page. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see Clause 12.3 for what happens if we discover an error in the price of the product you order.
12.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the product in full before the change in the rate of VAT takes effect.
12.3 It is always possible that, despite our best efforts, some of the services we offer may be incorrectly priced. We will normally check prices before accepting your order so that, where the service’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the service’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the contract, refund you any sums you have paid and require the return of any recordings provided to you.
12.4 When you must pay and how you must pay. We accept payment by credit card and via some payment providers, as set out on the website.
12.5 Payment must be made at the time you submit your order.
13. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A CONSUMER
13.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill[, but we are not responsible for any loss or damage that is not foreseeable]. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
13.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the services including the right to receive services that are: as described and match information we provided to you; of satisfactory quality; fit for any particular purpose made known to us; and supplied with reasonable skill and care.
13.3 When we are liable for damage caused by defective digital content. If defective digital content which we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill we will either repair the damage or pay you compensation. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
13.4 We are not liable for business losses. If you are a consumer we only supply the services for to you for domestic and private use. If you use the services for any commercial, business or re-sale purpose our liability to you will be limited as set out in Clause 14.
14. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A BUSINESS
14.1 Nothing in these terms shall limit or exclude our liability for:
(a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);(b) fraud or fraudulent misrepresentation;(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982.
14.2 Except to the extent expressly stated in Clause 11.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
14.3 Subject to Clause 14.1:
(a) we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the sum paid by you for the service.
15. HOW WE MAY USE YOUR PERSONAL INFORMATION
We will only use your personal information as set out in our Privacy and Cookies policy.
16. INTELLECTUAL PROPERTY RIGHTS
16.1 During the course of providing services to you, we may create or produce recordings which embody/embodies certain intellectual property rights (such as copyright).
16.2 We will retain ownership of any and all intellectual property rights that may exist in the recordings but grant you a royalty-free, non-exclusive licence to use the recordings personally by you for its intended purpose indefinitely. The licence hereby granted will be automatically revoked if, for any reason, payment is not made for the recording, or payment is later withheld for the recording.
16.3 You hereby accept and agree that we may use your finalised version of the recordings by way of advertising on our website and/or other advertising mediums.
16.4 We will not incorporate any uncleared sample or extract from any other recording or musical composition without your prior agreement in writing. You warrant to us that you have obtained the approval of the owner or controller of the copyright in any recording or musical composition which you have used in any materials which you provide to us.
17. OTHER IMPORTANT TERMS
17.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation without notice to you.
17.2 You need our consent to transfer your rights to someone else (except that you can always transfer our guarantee). You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
17.3 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms.
17.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
17.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the services, we can still require you to make the payment at a later date.
17.6 Which laws apply to this contract and where you may bring legal proceedings if you are a consumer. These terms are governed by English law and you can bring legal proceedings in respect of the Services in the English courts. If you live in Scotland you can bring legal proceedings in respect of the Services in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the Services in either the Northern Irish or the English courts.
17.7 Which laws apply to this contract and where you may bring legal proceedings if you are a business. If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.