ALG 10

ALG 20 contains tried-and-tested and balanced standard terms and conditions specifically adapted to graphic arts contracts. For the sake of clarity, parties are advised to explicitly refer to ALG 20 in their contracts.

1. applicability

1.1 ALG 20 applies to contracts for prepress, printing, binding and other graphic services.

1.2 The terms and conditions of the ALG are interchangeable (dispositive), i.e. they apply unless the customer and the supplier expressly agree otherwise. The ALG does not exhaustively regulate the mutual rights and obligations of the parties; the parties are expected to determine the detailed content of the service themselves and, if necessary, supplement it with other terms and conditions.

2. Professional handling

Graphic services - partial and supplementary services as well as main services - must be carried out professionally. The requirement of professionalism is imposed on both the supplier and the client with expertise in graphics. Professionalism means that the supplier and the customer must fulfil
fulfil their contractual duties with the care required for satisfactory performance.

3. Quotation and acceptance

3.1 The supplier's tender shall, subject to any intervening contracts, be valid for 30 days from the date of the tender, unless another period is specified. The purchaser's acceptance shall be received by the supplier within this period. The supplier shall, however, be entitled to withdraw from the contract if a customary credit check at the conclusion of the contract shows that the purchaser's financial circumstances are such that there are strong reasons to assume that payment will not be made on time.

3.2 In the tender, the supplier shall describe the content of the service offered and the obligations of the parties as fully as possible, clearly referring to the ALG Terms and Conditions and indicating any additions or amendments to them.

4. provision of materials

If the purchaser is to supply digital material or other production material, the supplier shall clearly state in the contract, by reference to his website or in a separate document, the requirements which the material must fulfil. It is the supplier's responsibility to show which requirements were stated on the supplier's website at the time the contract was concluded. If the supplier does not specify any particular requirements, the purchaser may deliver the material in the form that is normal with regard to the graphic performance.

5. additional achievements

Services which are not specified in the parties' contract and which suppliers do not normally perform in order to fulfil the requirement of professional competence (additional services) are agreed separately. This applies, inter alia, to

a) changes and other additional work ordered by the employer
(b) unforeseen delay caused by late delivery of material or other delay on the part of the lessor
c) modifications and other measures which the supplier is obliged to make because the material supplied by the purchaser does not enable the supplier to perform his work properly.

6. price

6.1 The price quoted or agreed does not include compensation for additional services under Clause 5. If the supplier intends to charge for these, the purchaser shall be informed as soon as possible.

6.2 The price does not include VAT or other public charges. The purchaser is responsible for these even when they are determined retrospectively.

6.3 Unless otherwise agreed, the price includes the necessary transport and protective packaging but not returnable pallets.

7. delivery and packaging

7.1 Unless otherwise agreed, delivery shall be ex supplier's manufacturing or warehouse premises.

7.2 On delivery, the supplies shall be packed in such a way as to protect them from foreseeable damage during transport to and appropriate storage at the customer's premises.

8. Risk and cost allocation

8.1 The supplier shall be liable if the supplies or production materials entrusted to it are destroyed or damaged before the delivery date or, if this is not fixed, the delivery date notified to the customer in time. Thereafter, the customer shall be liable.

8.2 The division of responsibilities under point 8.1 also applies to transport and the costs of, for example, care, storage and insurance of the performance and entrusted production materials.

9. responsibility for reproductive rights

9.1 Both the customer and the supplier are responsible for ensuring that they are authorised to use the software, including further processing, required for the graphic performance.

9.2 The purchaser is responsible to the supplier for ensuring that there are no legal obstacles to the production of reproduction and printing media based on originals supplied by the purchaser, or to the reproduction or duplication of materials supplied.

9.3 The liability under clauses 9.1 and 9.2 means that the purchaser and the supplier respectively are obliged to take the necessary legal and other measures on behalf of the other party when a third party claims infringement of its rights and to be liable for any damages to the third party.

10. Subcontractor

10.1 The supplier shall be entitled to have the work performed wholly or partly by a subcontractor, unless the customer has expressly requested that the supplier perform the work itself or unless this is otherwise apparent from the circumstances.

10.2 If the customer or the supplier uses a subcontractor, they shall be liable to the other party for the subcontractor's performance and other obligations of the parties arising therefrom as if they had performed the work themselves.

11. duty of confidentiality

11.1 The supplier is obliged to observe discretion in accordance with good business practice with regard to its business relations with the customer and the substance of the contracted services. The supplier shall take appropriate measures to ensure that its own personnel, subcontractors with personnel and others who have access to its activities respect the duty of discretion.

11.2 If the purchaser so requests, the supplier shall take measures to prevent unauthorised access to the performance of the service. In such cases, the supplier shall be entitled to reimbursement of additional costs incurred by the measures, e.g. special procedures or protective devices.

12. tender material

The supplier has the right to tender material in digital or other form which the supplier has produced on his own initiative and used for the purpose of the tender. The offeree may not make unauthorised use of such material or allow third parties to have access to it, and is obliged to return the material to the supplier on request, unless otherwise agreed.

13. return and take-back of production equipment

13.1 After delivery of the performance, the supplier shall send to the purchaser

a) return digital or other production material made available by the client
(b) supply digital or other production material produced by the supplier or commissioned by him, provided that the parties have agreed in advance on the form and conditions in which the material in question is to be supplied.

13.2 After the delivery date, the supplier shall continue to store the production materials referred to in Clause 13.1 on behalf of the customer for a period of three months, unless otherwise agreed.

14. leaver's copy

A sufficient number of extra copies shall be made available to the arranger of a graphic work to cover the normal run-out of the work. Unless otherwise agreed, the adapter shall be supplied with extra copies in accordance with the calculation bases for authorised overprinting in point 24.1, except that an additional 100 copies, over and above the number according to these calculation standards, shall be supplied when the ordered print run is less than 3 000 copies.

15. Compulsory and archival copies

The printer has a legal right to take out so-called duty and archive copies from the deliverable edition at the customer's expense. If the printer's performance does not constitute a final performance, the customer shall voluntarily and without delay hand over copies to the printer free of charge in the prescribed number and design.

16. payment

16.1 Payment must be made within 30 days of the invoice date.

16.2 In the event of late payment, penalty interest shall be charged. This shall exceed the Riksbank's reference rate applicable at any time by 10 percentage points, unless otherwise agreed.

17. provision of a guarantee

17.1 If it appears that the purchaser's financial circumstances are such that there are strong reasons to assume that payment will not be made on time, the supplier shall be entitled to suspend production or to withhold performance on the day of delivery pending the purchaser's provision of adequate security. If the purchaser fails to do so without delay, the supplier may cancel the contract.

17.2 The purchaser has a corresponding right to withhold payment, to demand adequate security or to cancel the contract if there are strong reasons to assume that the supplier will not be able to fulfil the performance in due time.

18. lien

The supplier has a lien on the performance and all property of the customer in his possession as security for the fulfilment of the customer's obligations. If the purchaser fails to fulfil his obligations under the contract, the supplier shall be entitled to realise the pledge himself in an appropriate manner, if there are no legal obstacles or impediments under the ALG conditions, and to cover from the purchase price what he has to claim.

19. permanent contracts

For contracts of indefinite duration for continuous or periodically recurring services that tie up the supplier's production or other resources, the period of notice for monthly and quarterly work is 3 months and for weekly and fortnightly work 6 months, calculated from the end of the calendar month in which notice was given.

20 Delay and penalties for delay

20.1 If the performance is not delivered on time and the delay is not attributable to the customer, the latter is entitled to compensation for direct costs incurred as a result of the delay. The customer also has the right to cancel the contract if

a) the customer has made it clear to the supplier at the time of conclusion of the contract that delivery must be made punctually on the agreed date; or
b) it is clear from the contract or from other circumstances known to the supplier that the performance is of no use to the customer after a certain time and delivery has not been made before that time. 20.2 If the customer fails to deliver the supplies or to fulfil other agreed actions on time, the supplier shall be entitled to compensation for direct costs caused by the delay. If the delay causes significant inconvenience to the supplier, the supplier shall also have the right of cancellation.

20.3 If the supplier finds that the delivery time is unlikely to be met, the purchaser shall be notified without delay. The reason for the anticipated delay shall be stated as well as when delivery can take place. If the delay renders the performance useless to the purchaser, the purchaser may cancel the contract in accordance with Clause 20.1.

20.4 The purchaser has a corresponding obligation to give notice in the event of an anticipated delay in supplying material or taking other measures. If the delay causes significant inconvenience, the supplier may cancel the contract under clause 20.2.

21. quality defects

21.1 Deviations and variations in the nature and characteristics of the performance which, according to professional judgement, do not constitute only a minor deviation or minor variation from the sample, model or similar or from what the parties have agreed, including what follows from the ALG terms and conditions, or which can otherwise be considered to be agreed in view of the nature and character of the performance, shall be deemed to be quality defects.

21.2 Quality defects are not considered to be

a) non-conformities caused by the purchaser's failure to fulfil his obligations under the contract, e.g. supplying incorrect material or failing to order changes or corrections.
(b) the final output contains defective copies of less than 0,5 % of the ordered print run in the case of printing errors and 0,5 % in the case of finishing errors.

22 Penalties for quality defects

22.1 The supplier shall remedy defects in the performance by repair or replacement. Rectification shall be carried out with the urgency required by the circumstances. The Purchaser shall also be entitled to reimbursement of direct costs.

22.2 If the performance can be used for its intended purpose despite the defect (non-serious defect), the supplier may, instead of rectifying the defect, make a price reduction corresponding to the importance of the defect, provided that the cost of rectification clearly exceeds the importance of the defect.

22.3 If the defect prevents the performance from being used for its intended purpose (serious defect) and rectification of the defect would lead to a delay which would render the performance useless to the customer, the latter may, instead of demanding rectification, cancel the contract and shall be entitled to compensation in accordance with Clause 20.1.

22.4 When assessing whether a defect is non-serious or serious, particular account shall be taken of the graphic nature and character of the performance, including the level of quality, design and execution, and the intended use and value.

23. Reprocessing errors

If an error occurs when a service is further processed by a supplier, the party who ordered the further processing has the right to invoke the error penalties against that supplier in accordance with the following paragraphs

22.1-3 in respect of the entire performance, provided that the penalties shall be reduced to the extent that the contractor or any other person on his side is partly responsible for the defect.

24. circulation errors and circulation deviations

24.1 In the case of delivery to the final customer, under-circulation is regarded as an error, unless otherwise agreed between the parties. Unless otherwise agreed, overprinting is authorised in the case of delivery to the final customer in the amount of 8 % for a run of less than 20,000 copies, but not more than 800 copies, in the amount of 4 % for a run of 20,000-50,000 copies, but not more than 1,000 copies, and in the amount of 2 % for a run of more than 50,000 copies.

24.2 For authorised overruns, the supplier's following price applies. No payment is made for unauthorised overruns.

25 Penalties for circulation errors

In the event of unauthorised under-circulation (circulation error), the provisions of Clause 22.1 on the supplier's obligation to remedy the situation shall apply. In the event of a non-serious circulation error, the provisions of Clause 22.2 on price deductions shall apply, whereby the deduction shall be made on the basis of the following price. In the event of a serious circulation error, the provisions of Clause 22.3 on cancellation and Clause 20.1 on compensation shall apply.

26 The supplier's right to remedy

In the event of quality and circulation defects, the supplier shall be entitled to remedy the defect or deficiency at his own expense if this can be done without significant inconvenience to the customer. The reprocessor has a corresponding right to remedy.

27. liability for defects in production equipment

27.1 The customer shall be liable for quality and circulation errors caused by defects in digital or other production material provided by the customer or arising from the transfer of such material.

27.2 If, during a technical inspection of production equipment provided by the customer, the supplier realises before or during production that the equipment is defective or cannot be used as intended, the supplier shall inform the customer without delay and request the customer's instructions. The purchaser shall be obliged to be available during the production period, which shall be agreed between the supplier and the purchaser. If the supplier has not fulfilled his obligation to provide information, the customer shall be entitled to compensation in accordance with Clause 20.1 in the event of delay or Clause 22.1 in the event of defective performance.

27.3 If the supplier recognises a defect or inoperability referred to in Clause 27.2, the supplier may immediately suspend production with the right to reimbursement of direct costs incurred as a result of the suspension.

27.4 The supplier shall be liable for any damage caused to the customer's equipment during the performance of the contract. The customer shall be similarly liable for damage to the supplier's equipment.

28 Complaints

28.1 Objections to invoices must be made without delay after receipt.

28.2 Complaints about delays shall be made without delay after the customer has become aware of the delay.

28.3 Complaints about errors in the performance shall be made without undue delay after receipt. What constitutes an unreasonable delay shall be assessed taking into account the nature of the performance and

28.4 The notice referred to in points 28.1 to 28.3 shall state the facts complained of. The person lodging the complaint shall thereupon be required to submit his claim within a reasonable time.

29. force majeure

Failure to perform under the contract due to circumstances beyond the supplier's control which he could not reasonably have foreseen at the time the contract was concluded shall constitute grounds for exemption from liability for compensation and other penalties. The same applies in the event of hindrance on the part of the purchaser. If performance is prevented for more than two months, the supplier and the customer shall be entitled to withdraw from the contract by written notice.

30. Limitation of liability

30.1 The supplier's liability to compensate the purchaser shall apply only to direct loss, unless the supplier has acted with gross negligence. Except as provided in Clause 23, the amount of compensation shall be limited to the price of the performance.

30.2 Direct loss to the customer includes, inter alia, the costs of examining the performance, additional storage and transport costs, additional travel costs, costs of repairs and other remedial measures, price difference when acquiring substitute goods from another supplier, costs of overtime and costs of services provided by external companies.

30.3 The purchaser's liability to compensate the supplier is subject to the same limitations as the supplier's under Clause 30.1.

30.4 Direct losses incurred by the supplier include the costs of investigating defects in equipment supplied by the purchaser, additional travel costs, costs of overtime, costs of extra labour and costs of services hired from another company.

31. right to speak

If the purchaser wishes to bring an action against the supplier for defects or delays in performance, the action must be brought within one year of receipt.

Interpretation and dispute resolution

The Chamber of Graphic Arts will, on request, give an opinion on whether a particular graphic service has been performed professionally and on how the terms of delivery should otherwise be interpreted in accordance with good business and industry practice.

 

© Federation of Swedish Graphic Industries 2020. May be reproduced in unaltered form.

ALG10 in PDF format