Terms and Conditions
Parties
The parties to this agreement are Temams, LLC dba as TW Custom Branding, also dba TW Print, Ship, & Signs (“Provider”) and the individual or company who approved the “proof” (“Customer”).
Subject Matter
Provider designs, manufactures, procures, and sells customized promotional products, including clothing, accessories, drinkware, signs, cards, posters, and related products. Customer has asked to purchase and Provider has agreed to sell certain items in the quantities, colors, and sizes as requested by Customer.
Process
Customer, by phone, online platform, email, in person, or other means has requested that Provider create certain products in specified colors, sizes, and quantities. The collective communications containing the order specifications along with the “proof” make up the “purchase order” submitted to Provider. As part of this process, provider will provide a digital “proof”, which will consist of a digitally formatted picture of the item(s) Customer is requesting. Customer will have the option of approving the “proof” before the “purchase order” is completed.
Provider will also provide a price “quote” of Provider’s reasonable estimation of the cost to produce the items in the colors, sizes, and quantities identified in the “purchase order.” The “quote” is not a guaranteed price. “Quotes” do not take into consideration applicable taxes, and do not include delivery to any location other than Provider’s store. The final invoiced price may vary from the “quote” depending on changes in the “purchase order”
or the availability or pricing of the products from Provider’s vendors. Provider will make best efforts to inform Customer of any pricing changes.
By approving the proof of the design, Customer agrees to pay Provider for the quantity and specific items identified in the “purchase order” and agrees to be bound to the terms and conditions set forth herein. Notwithstanding anything else in the “purchase order” to the contrary, these “terms and conditions” shall control and have priority over any conflicting notes, comments, statements, communications, or representations of any kind made as part of the “purchase order” unless the alteration is expressly agreed to in writing by both parties. Provider shall have no obligation or responsibility to Customer whatsoever unless and until Customer has approved the proof and directed Provider to begin production.
Payment
Provider will invoice Customer for payment of the items in connection with the “purchase order”. Payment of the invoice is due at the time of delivery of the items requested, unless Provider has issued a: (1) NET30 invoice, in which case payment of the invoice is due within thirty (30) days of the date of the invoice; or (2) an Installment invoice, in which
case periodic payments are due on the date identified in the Installment invoice. Provider reserves the right to demand payment of all or a portion of the amount referenced in the Quote before beginning work on the production of the items Customer requested.
Late Fees
Invoices that are not paid on time shall be assessed a late penalty of 5% each month.
Attorney’s Fees and Collection Costs
In the event that Customer fails to timely pay the full amount of the invoice, or any installment due, then Customer shall be responsible and pay for Provider’s costs in collecting and enforcing the terms of the parties’ agreement, including all attorney’s fees and costs.
Pricing
Final pricing may vary from the Quote.
Any discounted pricing based upon volume or other incentive programs offered by Provider are contingent upon Customer’s timely payment and compliance with all other terms and conditions. In the event of Customer’s default, Customer shall instead owe the retail per unit price of items without application of any discounts, and invoices will be retroactively adjusted.
Returns, Reprints, Refunds
In the event Provider makes a sizing, spelling, or color error in the production of the item, Customer shall notify Provider within seven (7) days of taking delivery or possession of the item(s), and Provider will promptly replace the item at no cost to Customer. Provider may require return of the non-conforming items, prior to delivery of the reprinted item(s). Provider will not accept returns nor give refunds for any item if the error in production was due to no fault of the Provider.
Limitations on Proof
The “proof” is not an exact replica of the products to be delivered. There will be variations in color and appearance from the digital representation of the product contained in the proof and the ultimate product that is delivered. Provider cannot and does not guarantee exact color matches, nor sizing of products, nor fit. Provider is not responsible for any variations in color, quantity, sizing, or fit of any product after Customer has approved the “proof.”
Copyright and Intellectual Property
Customer shall retain all ownership of their personal pre-existing logos, slogans, brands, and intellectual property of any kind relating to any order placed with Provider.
Completion Date, Express Fees
Provider makes no guarantee as to the completion or delivery date of any order placed by Customer. Any delivery dates referenced within the “purchase order” shall only be considered estimates, regardless of the wording.
Provider may agree to expedite an order and will charge an additional fees as set forth in the purchase order. If the purchase order does not contain specific fees for rush orders, then Customer shall be charged for an additional $45.00 for orders that are requested and delivered in less than ten (10) days, and $75.00 for orders that are requested and delivered in three (3) or fewer business days.
Delivery
Upon completion of the production of the items, Provider will provide written notice that the items are ready for pick up. Unless otherwise agreed to in writing, Customer shall pick up the completed products within ten (10) days from Provider’s principal office at 14450 US-169 Suite L, Smithville, MO 64089.
Items not picked up within ten (10) days following notice of completion shall be assessed a storage fee of up to $50.00 per day depending on the number of items being stored.
Customer may request the products be shipped to a different location. Customer shall bear all additional shipping costs and shall bear all risk of loss for the shipping of the products.
Limitation of Liability
In the event of any dispute related to or arising out of the purchase order, invoicing, or any other aspect of the parties’ transaction, Customer shall not recover and shall not be entitled to recover more than the amounts actually paid to Provider. Customer waives all claims for any special or consequential damages arising out of or relating to the parties’ transaction.
There is no third party beneficiary to this agreement.
Customization
Customer is responsible for providing exact spelling or numbering for any customized products. Provider is not responsible for any typographical errors, misspellings, or other errors based upon the information as provided by Customer.
Use of Trademark, Copyright, or Intellectual Property
Customer represents that Customer has the absolute authority to order the production and delivery of the names, images, slogans, marks, color schemes, or any component thereof on the product(s) identified in the “proof.” Customer represents that producing the product(s) identified in the “proof” is not an infringement upon any other person’s or business’s intellectual property.
Customer shall indemnify and hold Provider harmless for any and all costs, damages, attorney fees, or expense incurred by Provider in connection with any claim, demand, suit, or other proceeding by any other person or business other than Customer arising out of or relating to the goods or services referenced in the purchase order.
Successors, Franchises, and Affiliates
The terms of this agreement or the transaction between Customer and Provider shall be binding on Customer’s successors, principals, agents, franchisees, officers, employees, and affiliates.
Choice of Law, Jurisdiction and Venue
Any disputes arising out of the “purchase order” or the transaction between Customer and Provider shall be governed according to Missouri law, including choice of law issues. The Circuit Court of Clay County, Missouri shall have exclusive jurisdiction and venue over any dispute arising out this transaction.
Changes
Provider reserves the right to change and update the terms and conditions at any time and for any reason.