1. Acceptance

1.1Customer accepts this Agreement when ordering a membership on Alder’s website by checking the box stating that Customer has read and agrees to this Agreement and completing the order. This Agreement is available to view, download, and print on Alder’s website before ordering.

1.2The person who accepts this Agreement confirms that they are authorized to accept it on Customer’s behalf. Customer agrees that its electronic acceptance has the same effect as a signed paper agreement.

1.3Online acceptance is the standard way to join. Where a Customer requires a paper agreement, Alder may, at its discretion, accept a signed copy of this Agreement using the Paper Order Acceptance at the end of this Agreement. Any membership ordered other than online, including through an Alder representative or by purchase order, is subject to this Agreement, and Customer’s payment of the membership fee or use of Plan Hours confirms its acceptance.

1.4Alder will keep a record of each acceptance, including the name and email address of the person accepting, Customer’s company name, the date and time, and the version of this Agreement accepted. Alder will keep a copy of each version of this Agreement, and the current version is available on Alder’s website at any time.

1.5“Order” means Customer’s order for a membership, including the tier selected. The “Start Date” is the date shown in Alder’s order confirmation.

2. Membership and Term

2.1Membership gives Customer a block of prepaid service hours (“Plan Hours”) at the tier Customer selects, for a term of twelve (12) months from the Start Date (the “Term”), unless the Term ends early under Section 8.2.

2.2Each membership runs on its own anniversary date. Memberships are not prorated to a common renewal date.

2.3Automatic Renewal. The membership will automatically renew for an additional twelve (12) month Term at the same tier at the end of the current Term. Before the renewal date, Alder will send Customer a reminder and an invoice or secure payment link for the annual fee. The renewed Term begins on the renewal date, and payment is due as set out in Section 4. With Customer’s permission, Alder may charge a payment card Customer has authorized for this purpose.

2.4Cancellation of Renewal. If Customer does not want the membership to renew, Customer must turn off automatic renewal before the renewal date. Customer may turn off automatic renewal at any time by notifying Alder in writing, including by email.

2.5Every renewal is billed at the fees in effect at the time of renewal and is subject to the version of this Agreement in effect at that time.

3. Tiers and Fees

3.1The tiers and annual fees are:

Onsite services are included only in Platinum and Premium memberships.

3.2Fees are in US dollars and do not include applicable taxes, travel, or the items listed in Section 6.

4. Payment

4.1Customer pays the annual fee in full, in advance, at the start of each Term.

4.2Plan Hours are available in full from the Start Date.

4.3If a payment fails or is late by more than fifteen (15) days, Alder may suspend services until the account is current.

5. Covered Services

5.1Plan Hours may be used for color management services performed by Alder staff, including:

1. (a) remote support for color matching by phone, email, or remote connection (Alder Color Control or TeamViewer);
2. (b) remote press G7/G7+ calibration, profiling, training, standard operating procedure development, and other technical consulting; and
3. (c) for Platinum and Premium members only, onsite services at Customer’s facility, as described in Section 7.

5.2 How Support Time Is Counted

1. (a) Only time that Alder records on a support request counts against Customer’s Plan Hours.
2. (b) Remote support, including related preparation and follow-up, on the same request on the same calendar day (Pacific Time) is combined and recorded in 15-minute increments, rounded down, with a minimum of 15 minutes per request per day.
3. (c) Each request and each day is counted separately. Time on different requests, or on different days, is not combined.
4. (d) Onsite time is recorded as provided in Section 7.2.
5. (e) Alder may record time as no charge at its discretion. No-charge time does not reduce Customer’s Plan Hours.

Example: A 15-minute call followed later that day by a 3-minute call on the same request is recorded as 15 minutes. A 40-minute call is recorded as 30 minutes. Two short calls on two different requests are recorded as 15 minutes each.

5.3Alder will keep a record of hours used and provide Customer with its remaining balance on request.

6. Not Covered

6.1The following are not covered by Plan Hours and are billed separately:

1. (a) travel time and expenses, as set out in Section 7;
2. (b) hardware, equipment, and consumables, including proofing printers, inks, media, and measurement devices;
3. (c) software licenses and subscriptions, including Alder Color Control;
4. (d) third-party fees, including certification fees charged by PRINTING United Alliance or other bodies; and
5. (e) equipment repair.

6.2Work that Alder quotes as a separate project may be purchased at Alder’s quoted price. Customer may choose to apply available Plan Hours to a quoted project if Alder agrees in writing.

7. Onsite Services and Travel

7.1Onsite services are available only to Platinum and Premium members. Plan Hours under a Bronze, Silver, or Gold membership may not be used for onsite services. Bronze, Silver, and Gold members may purchase onsite work as a separately quoted project under Section 6.2.

7.2 Onsite Visits

Each onsite visit draws a minimum of 12 Plan Hours and a maximum of 16 Plan Hours, unless Alder grants special approval in writing.

7.3Travel time and expenses are billed separately at Alder’s travel rates in effect at the time of the visit.

7.4Alder may, at its discretion, bill actual travel costs instead of the standard travel rates for a specific visit, with Customer’s agreement before the visit.

7.5Onsite visits are scheduled by mutual agreement and subject to staff availability.

8. Overage and Buying Early

8.1Customer may purchase a new membership at any tier at any time, including before it has used all of its Plan Hours (see Section 8.2). If Customer uses all of its Plan Hours and does not purchase a new membership, additional work is billed at Alder’s standard rates in effect at the time. Where practical, Alder will tell Customer before its Plan Hours run out.

8.2 Buying Early

1. (a) If Customer purchases a new membership while its current membership is still active, the current Term ends on the purchase date and the new Term begins the next day.
2. (b) Plan Hours remaining on the current membership on the purchase date (“Carryover Hours”) are added to the new membership. Carryover Hours are used before the new membership’s Plan Hours and remain usable until the date the prior Term would otherwise have ended. Unused Carryover Hours then expire.
3. (c) If Customer’s Plan Hours balance is negative on the purchase date, the overage is deducted from the new membership’s Plan Hours.
4. (d) When the new membership begins, Alder will tell Customer the number of Carryover Hours and the date they expire.

Example: A Silver membership (5 Plan Hours) that started 1/7/2027 has 3 Plan Hours left when Customer buys a Gold membership on 6/1/2027. The Silver Term ends 6/1/2027. The Gold Term runs 6/2/2027 through 6/1/2028 with 10 Plan Hours, plus 3 Carryover Hours usable through 1/6/2028.

9. Unused Hours; No Refunds

9.1Except as provided in Section 8.2, unused Plan Hours expire at the end of the Term. They do not roll over to a renewed Term and are not refunded or credited.

9.2Memberships are prepaid for the full Term and are non-refundable. Canceling a membership during an active Term will turn off automatic renewal for the following Term but will not result in a prorated refund for the current Term, except as required by law.

10. Support Hours and Response

10.1Alder responds to support requests Monday through Friday, 5:00 a.m. to 5:00 p.m. Pacific, excluding holidays. Alder will respond within one business day.

11. Customer Responsibilities

11.1Customer will provide timely access to its staff, equipment, files, and facility; keep its presses, proofers, devices, and software in working order and properly maintained; and keep backups of its files, profiles, and settings before Alder begins work.

11.2Customer is responsible for decisions about its own production, including whether and when to run jobs, and for approving color on press or proof.

12. Results

12.1Color results depend on factors outside Alder’s control, including press condition, substrates, inks, plates, environment, and operator practice. Alder does not guarantee any specific color result, and does not guarantee that Customer will achieve or keep any certification, including G7/G7+ or other qualifications, which are granted by third parties.

13. Warranty

13.1Alder will perform services in a professional and workmanlike manner. If services do not meet this standard and Customer notifies Alder in writing within thirty (30) days, Alder will re-perform the affected services at no charge to Plan Hours. This is Customer’s sole remedy for defective services. Except as stated in this section, Alder makes no other warranties, express or implied, including any warranty of merchantability or fitness for a particular purpose.

14. Limitation of Liability

14.1In no event will Alder, GWI, or their affiliates, officers, employees, or agents be liable for any indirect, incidental, special, or consequential damages, including lost production, press or equipment downtime, wasted or spoiled materials, reprints, rejected jobs, lost profits, lost customers, or loss of data, arising from this Agreement or the services, even if advised of the possibility of such damages.

14.2The total liability of Alder, GWI, and their affiliates for all claims arising from this Agreement or the services will not exceed the fees Customer paid under this Agreement in the twelve (12) months before the claim.

14.3Customer agrees that these limits are a basis of the pricing in this Agreement.

15. General

15.1This Agreement is governed by the laws of the State of Oregon, without regard to conflict-of-law rules.

15.2If either party brings a legal action to enforce this Agreement or to collect amounts owed under it, the prevailing party is entitled to recover its reasonable attorneys’ fees, court costs, collection costs, and related expenses, including reasonable travel expenses, at trial and on any appeal.

15.3Neither party is liable for delays caused by events beyond its reasonable control.

15.4Customer may not transfer its membership or Plan Hours to another company or location without Alder’s written consent.

15.5Alder may update this Agreement from time to time. Updates apply to new Orders and renewals. They do not apply to a Term already in progress unless Customer agrees.

15.6This Agreement and Customer’s Order are the entire agreement between the parties about the membership and replace any earlier proposals or discussions. Terms in a Customer purchase order or other Customer document do not apply. If any provision is found unenforceable, the rest remains in effect.