Terms & Conditions

of Supply

1. These terms

1.1 What these terms cover

These are the terms and conditions on which we supply products to you, whether these are goods, services or digital content.

1.2 Why you should read them

Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information.

To aid your navigation of this page, please use the following Jump Links menu to go to the section that your require.

If you think that there are any mistakes in these terms, or should you require clarification on any point, please do not hesitate to contact us via our General Contact Form.

2. Information about us and how to contact us

2.1 Who we are

We are Coverness Ltd a company registered in England and Wales.

Our company registration number is 10068062 and our registered office is at 23 Timothy Rees Close, Cardiff, Wales, CF5 2RH.

2.2 How to contact us

You can contact us by telephoning our customer service team at +44 (0)7545 004559 or by writing to us at [email protected]

2.3  How we may contact you

If we have to contact you we will do so by telephone or 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 How we will accept your order

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 cannot accept your order

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 the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because a credit reference we have obtained for you does not meet our minimum requirements, because we have identified an error in the price or description of the product or service or because we are unable to meet a delivery deadline you have specified.

3.3 Your order number

We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.

4. Our products

4.1 The range of services and products we provide are detailed on our website. All services and products are bespoke to your order.

(a) Details, comparisons and prices of our current main cover design package products can be found on our Pricing page.

(b) Details of how we work with you, our project workflow and project stages, can be found on our Process page.

4.2 Products may vary slightly from their pictures.

The images of the products on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device's display of the colours accurately reflects the colour of the products. Your own bespoke product may vary slightly from those images. Please note: if the artwork you receive from us is intended to be physically reproduced by a publisher or print company, it is strongly recommended that you get them to generate a proof of your work, prior to full production; this way you can ensure you are comfortable with the artwork’s reproduction.

4.3 Making sure your measurements are accurate.

If we are making the product to measurements you have given us you are responsible for ensuring that these measurements are correct. You can find information and tips on how to measure on our website or by contacting us.

5. Your rights to make changes

If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product (if applicable), the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.

If we cannot make the change or the consequences of making the change are unacceptable to you, you may want to end the contract (see clause 8- Your rights to end the contract).

6. Our rights to make changes

6.1 Minor changes to the products

We may change the product:

(a) to reflect changes in relevant laws and regulatory requirements; and

(b) to implement minor technical adjustments and improvements, for example to address a security threat. These changes will not affect your use of the product

6.2 More significant changes to the products and these terms

In addition, as we informed you in the description of the product on our website, we may need to make significant changes to the product, but if we do so we will notify you and you may then contact us to end the contract before the changes take effect and receive a refund for any products paid for but not received:

6.3 Updates to digital content

We may update or require you to update digital content, provided that the digital content shall always match the description of it that we provided to you before you bought it.

7. Providing the products

7.1 Delivery costs

Currently, all of the products listed on our website are digital in nature and are electronically delivered. Electronic transmission costs are incorporated into our product prices. Should we agree to an un-listed bespoke requirement for delivery of a physical product (eg: business cards or bookmarks), we will produce a specific quotation for that product, including delivery costs.

7.2 When we will provide the services/products

We will begin the services on the date agreed with you during the order process. The estimated completion date for the services is as told to you during the order process. We will deliver the products to you electronically once completed.

7.3 We are not responsible for delays outside our control

If our supply of the products 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 products or services you have paid for but not received.

7.4 We offer a variety of electronic methods to deliver the products which we will discuss with you before delivering the products

These include delivery from our Dropbox.com account. We consider this method to be our default 'secure' method, with password-protected download link details provided directly to the client via email. Alternatively, we can deliver the product via email or upload to your cloud storage or preferred FTP service.

7.5 We will use reasonable endeavours to ensure the security of products when sent to you electronically

Security may include, non-protected files, password protected files or web pages providing access to conceptual, amended or final products. We cannot guarantee the security of the electronic method used to send the product, or when the product will arrive.

Subject to clause 14.3 we are not responsible for any loss or damage caused by the product arriving late, or loss or damage caused by security being broken. Although we are careful to make sure that our computer systems are free from viruses, we are not responsible for any loss or damage to you or your computer systems which may be caused by electronic communication with us.

7.6 Final products will be delivered as electronic files suitable and relevant to the publishing format

(e.g.: single JPEG or PNG files for E-book publication; high-resolution PDF files for print publication, etc). We will discuss this with you before delivering the final product.

7.7 Please note that we deliver final products with an expectation that the publishing method to be used or print company is modern and uses current software and techniques to publish products. We will endeavour to make reasonable technical adjustments and amendments to match unexpected publishing scenarios however this is at our discretion and there may be instances where we are unable to accommodate an unexpected publishing platform restriction.

It is your responsibility to ensure that the delivery method and electronic format of our products is compatible with the publishing method you wish to use before placing an order with us.

7.8 When you become responsible for the goods

A product which is goods will be your responsibility from the time we deliver the product to you.

7.9 When you own goods

Subject to Clause 13, you own a product which is goods once we have received payment in full.

7.10 What will happen if you do not give required information to us

We may need certain information from you so that we can supply the products to you, for example, we may require accurate dimensions (in either metric or Imperial measurements, image resolution, etc) of a physical book cover, or a list of the e-book publishers that you intend to launch your product through. If so, this will have been stated in the description of the products on our website. We will contact you to ask for this information.

If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 10.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.

8. Your rights to end the contract

8.1 You can always end your contract with us

Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing and when you decide to end the contract:

(a) If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product repaired or replaced or a service re-performed or to get some or all of your money back), see clause 11;

(b) If you want to end the contract because of something we have done or have told you we are going to do, see clause 8.2;

(c) If you have just changed your mind about the product, see clause 8.3. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions;

8.2 Ending the contract because of something we have done or are going to do

If you are ending a contract for a reason set out at (a) to (e) below, the contract will end immediately and we will refund you in full for any products which have not been provided and you may also be entitled to compensation. The reasons are:

(a) we have told you about an upcoming change to the product or these terms which you do not agree to (see clause 6.2);

(b) we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;

(c) there is a risk that supply of the products may be significantly delayed because of events outside our control;

(d) we have suspended supply of the products for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 30 days; or

(e) you have a legal right to end the contract because of something we have done wrong.

8.3 Exercising your right to change your mind (Consumer Contracts Regulations 2013)

For most products bought online you have a legal right to change your mind within 14 days and receive a refund (“Cooling-Off Period"). These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.

8.4 How long do I have to change my mind?

Before placing an order we will ask you if you would like us to:

(a) start work on your order immediately or

(b) start work after the Cooling-Off Period.

If you ask us to wait until the end of theCooling-Off Period before starting work, you will have the right to change your mind and receive a full refund if you inform us you want to change your mind before the expiration of theCooling-Off Period.

However if you ask us to start working on your order immediately you may lose your right to change your mind. Please see clause 8.5 as to when you do not have the right to change your mind.

8.5 When you don't have the right to change your mind

You do not have a right to change your mind in respect of:

(a) products that are made or are being made to your specification and are personalised to you;

(b) digital products after you have started to download or stream these;

(c) services, once these have been completed, even if the cooling-off period is still running. (Please note that if you cancel after we have started the services, you must pay us for the services provided up until the time you tell us that you have changed your mind); and

(d) sealed audio or sealed video recordings or sealed computer software, once these products are unsealed after you receive them.

9. How to end the contract with us (including if you have changed your mind)

9.1 Tell us you want to end the contract

To end the contract with us, please let us know by doing one of the following:

(a) Phone or email. Call customer services on +44 (0)7545 004559 or email us at assis[email protected]. Please provide your name, home address, details of the order, or URN and, where available, your phone number and email address.

(b) By post. Simply write to us at 23 Timothy Rees Close, Cardiff, Wales, UK. CF52RH, including details of what you bought, when you ordered or received it and your name and address.

9.2 How we will refund you

We will refund you the price you paid for the services or products, by the method you used for payment. However, we may make deductions from the price, as described below.

9.3 Deductions from refunds if you are exercising your right to change your mind

If you are exercising your right to change your mind we may deduct from any refund an amount for the supply of the service for the period for which it was supplied, ending with the time when you told us you had changed your mind. The amount will be in proportion to what has been supplied, in comparison with the full coverage of the contract.

9.4 When your refund will be made

We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind then your refund will be made within 14 days of your telling us you have changed your mind.

10. Our rights to end the contract

10.1 We may end the contract if you break it

We may end the contract for a product at any time by writing to you if:

(a) you do not make any payment to us when it is due and you still do not make payment within 5 days of us reminding you that payment is due;

(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products, (for example, technical information and specifications in respect to printed covers);

(c) you do not, within a reasonable time, allow us to deliver the products to you or collect them from us;

(d) you behave unreasonably or aggressively with any member of our staff;

10.2 You must compensate us if you break the contract

If we end the contract in the situations set out in clause 10.1 we will refund any money you have paid in advance for products or services we have not provided but we may deduct or charge you a termination fee in accordance with the following table as compensation for the net costs we will incur as a result of your breaking the contract.

11. If there is a problem with the product

11.1 How to tell us about problems

If you have any questions or complaints about the product, please contact us. You can telephone our customer service team at +44 (0)7545 004559 or write to us at [email protected] or 23 Timothy Rees Close, Cardiff, Wales, UK. CF52RH

12. Price and payment

12.1 Where to find the price for the product

As all of our products are bespoke, the final price will be quoted to you, by email, following our consultation with you.

We take all reasonable care to ensure that the price of the product advised to you is correct. However, please see clause 12.2 for what happens if we discover an error in the price of the product you order.

12.2 What happens if we got the price wrong

It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the product'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 product'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 goods provided to you.

12.3 When you must pay and how you must pay

We currently accept payment via the following providers:

(a) PayPal: for Paypal payment, Mastercard and American Express

(b) Direct Bank Transfer / BACS Payment, via our bank, NatWest

12.4  You must make a full payment for the products or services before we dispatch them or start providing the services.

12.5 We can charge interest if you pay late

If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 2% a year above the base lending rate of Barclays Bank plc from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.

12.6 What to do if you think an invoice is wrong

If you think an invoice is wrong please contact us promptly to let us know and we will not charge you interest until we have resolved the issue.

13. Intellectual Property

13.1 For the purposes of this Clause ‎13 (Intellectual Property rights):

“IPR” means Intellectual Property Rights

“Intellectual Property Rights” means all copyright and rights in the nature of copyright, design rights, patents, trade marks, database rights, applications for any of the above, moral rights, rights in confidential information, know-how, domain names and any other intellectual or industrial property rights (and any licences in connection with any of the same) whether or not registered or capable of registration and whether subsisting in the United Kingdom or any other part of the world.

“Commissioned Materials” means any inventions, documentation and materials written, provided or created by or on behalf of us for you as part of your order

“Contract IPR” means IPR other than Client IPR that is supplied, provided or created by or on behalf of us in respect to your order as part of the Commissioned Materials or otherwise.

“Client IPR” means IPR provided by you which came into existence prior to the date of this contract or arises other than pursuant to this contract.

“Items” means anything in which IPR may subsist, including but not limited to: products, materials, drawings, documents, software, designs, databases, information, data, know-how, inventions, processes, formulae, methods, brands and techniques.

“Third Party IPR” means IPR owned by a third party.

13.2 You agree that:

(a) any Client IPR is and shall remain your exclusive property or if you are not the owner of it the exclusive property of the owner; and

(b) We own all Contract IPR and Commissioned Materials

13.3 You agree to execute, all documents, instruments and do all such further acts and things and give any further assistance as may at any time be reasonably required by us to secure the vesting in us absolutely of the full right, title and interest (including any licences) in and to any IPR to which we are entitled in accordance with this Clause 13.

13.4 You grant us a non-exclusive, transferable, irrevocable, perpetual, royalty-free licence to use the Client IPR provided to us by you in connection with this contract to the extent required for the purposes of performing our obligations under the contract.

This licence includes the right to grant sub-licences to third parties, only to the extent necessary for the purposes of performing our obligations in connection with this contract.

13.5 You will not assign any Client IPR which is licenced to us under this contract without procuring that such third party enters into an equivalent licence agreement with the beneficiary of the licence under the contract on terms no less favourable than under this contract.

13.6 You will not use or provide to us any Items in which there exists Third Party IPR for the purposes of this contract or otherwise.

13.7 You warrant that our use of any Client IPR or Items provided by you will not infringe any IPR and will not violate any right of privacy or right of publicity.

13.8 You will on demand indemnify us from and against all losses suffered or incurred by us arising out of or in connection with the use Client IPR or any other Items provided by you in connection with this contract.

13.9 Subject to clause 13.9, we grant you a limited, non-transferable, non-exclusive licence during the term of this contract to use, access, copy, reproduce and maintain Commissioned Materials.

13.10 Restricted Uses

You are not permitted to use the licence granted to you under section 13.8 in the following way:

(a) You must not reproduce the commissioned Materials more than 500,000 times in any format whether electronic or in physical print form. Please contact us to discuss extra licensing if this limit is reached.

(b) No unlawful use. You may not use the Commissioned Materials in a pornographic, defamatory or other unlawful manner

(b) You must not amend, edit or modify any Commissioned Materials without our prior express consent.

(c) You must not use the Commissioned Materials for a project or medium other than the project and medium you informed us of when placing your order and as accepted by us. Please contact us if you would like to discuss using the Commissioned Materials in another project or medium

(d) You may not use the Commissioned Materials as part of trademark, design mark, tradename, business name, service mark or logo.

(e) You may not falsely represent that you are the original creator of a work that is made up largely of licenced Commissioned Materials

13.11 It is important to understand that our license restrictions in this regard are also intended as a protection for you.

The Commissioned Materials will often contain, in some combination or other, fonts, images, illustration and other design and production elements, that we have created or sourced with due diligence from third parties who own the IPR and have provided us with an appropriate licence to use the Items to produce the Commissioned Materials. Breach of our licence terms under this clause may breach Third Party IPR.

13.12 You will indemnify us for any loss suffered or incurred by us arising out or in connection with any breach or alleged breach by you of any of the terms of this agreement.

14. Our responsibility for loss or damage suffered by you

14.1 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.

14.2 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 products including the right to receive products which are: as described and match information we provided to you and any sample or model seen or examined by you; of satisfactory quality; fit for any particular purpose made known to us; supplied with reasonable skill and care and, where installed by us, correctly installed; and for defective products under the Consumer Protection Act 1987

14.3 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.

14.4 We are not liable for business losses

If you use the products for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

15. How we may use your personal information

15.1 How we will use your personal information

We will use the personal information you provide to us:

(a) to supply the products to you;

(b) to process your payment for the products; and

(c) if you agreed to this during the order process, to give you information about similar products that we provide, but you may stop receiving this at any time by contacting us.

15.2 We will only give your personal information to third parties where the law either requires or allows us to do so.

16. Other important terms

16.1 We may transfer this agreement to someone else

We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

16.2 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.

16.3 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

16.4 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.

16.5 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 products, we can still require you to make the payment at a later date.

16.6 Which laws apply to this contract and where you may bring legal proceedings

These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.