TERMS & CONDITIONS

PRICES

This acknowledgement is based on continuous production of a minimum quantity.  Smaller runs are subject to an increase in price.

CREDIT

Contracts or orders are subject to approval of the credit department and executive office of the Seller, and are not binding on the Seller until such approval is given.

The Seller may at any time alter or suspend credit, refuse shipment or cancel unfilled orders when, at is option, the financial condition of the Purchaser or the status of its account warrants such action, when delivery is delayed by default of the Purchaser, or the Purchaser is delinquent in any payment.

DELIVERIES

Delivery of goods to a carrier shall constitute delivery to the Purchaser, and title and risk or loss shall thereupon pass to the Purchaser.  Where goods are held in accordance with the Purchaser’s instructions, or where no shipping instructions have been supplied by the Purchaser, the mailing of an invoice shall constitute delivery, and title and risk of loss shall thereupon pass to the Purchaser.

CLAIMS AND LIMITATIONS WARRANTIES

Claims for shortage or rejection for defects must be made in writing, by certified or registered mail, within seven days after the receipt of the goods and in the absence of the giving of said notice, as herein expressly provided, said claims are deemed waived, relinquished and all claims therefore released by the Purchaser.

The Purchaser shall be deemed to have accepted the goods unless the Purchaser shall have first complied with the Purchaser’s right to cancel, reject or to make any claim against the Seller is expressly conditioned upon the Purchaser having first complied with the condition of providing notice of claim, as provided immediately above.

Seller’s liability for any breach under this Invoice shall be limited:

1) In the case of defective or non-conforming goods, to the difference in value on the date of delivery between goods specified and goods actually delivered.

2) In the case of delay in delivery or failure to deliver, to the difference between the Invoice price of the goods and the market value of the goods on the delivery date, provided however, that the Purchaser, actually purchases replacement goods.  Without limiting the generality of the foregoing, the Seller shall not be liable for damages for loss of profit or for the Purchaser’s costs or expenses or for consequential damages of any kind whatsoever. The Seller shall in no event be liable for damages, in respect of such in excess of the Invoice price of the defective goods, the goods whose delivery is delayed, or the non-delivered goods, as the case may be.  The Seller shall have the right, within seven days after receipt of the Purchaser’s notice of claim, to replace, without liability, any goods which are not in accordance with this invoice.

The Seller shall not be responsible for any damage to labels (or similar products)  manufactured by the Seller, or for any damage to the garments to which such labels (or similar products) are affixed or attached, which damage occurs during a DYEING or STONEWHASHING process, or any other process that involves treatment or washing with chemicals.  The Seller shall also not be responsible for any damage to labels (or similar products) manufactured by the Seller, or for may damage to the garments to which such labels (or similar products) are affixed or attached, which damage occurs from the bleeding or fading of yarn incorporated in such labels (or similar products).

Since conditions and application vary considerably in the use of thread, such as oven curing, hot head pressing, washing, cleaning, etc..  They are beyond our control.  Our company can make no guarantee of results.  The users of our thread should determine whether the character of the dye selected is suitable for the purpose for which it is intended.  All warranties, expressed or implied, are expressly disclaimed, and our company also expressly disclaims any liability for consequential, special or incidental damages where, due to operation of law, consequential, special or incidental damages cannot be excluded.  They are expressly limited in amount to the Purchasers’ price of the merchandise purchased.  It is the responsibility of the Purchaser to appraise the thread and insure himself that it is the proper character of dye for the proposed application.  Our company cannot assume responsibility for consequential damages.

EXPECT AS EXPRESSLY STATED ON THE FACE OF THE INVOCIE, SELLER MAKES NO WARRANTY WITH RESPECT TO THE FITNESS OF GOODS FOR ANY PURPOSE.  ALL OTHER WARRANTIES EXPRESSED OR IMPLIED, ARE EXCLUDED.

RETURNS

Merchandise shall be returned only with written authorization of the Seller.  Seller accepts no responsibility or liability for merchandise returned without such authorization.  Returned goods are subject to 20% restocking charge. 

PAYMENTS

Each shipment shall be considered a separate and independent transaction, and payment therefore, shall be made accordingly. If shipments are delayed by the Purchaser, payments shall become due on the date when the Seller is prepared to make shipment.  Please pay from this invoice a finance charge of 1 1/2 % (18% annual rate)  or the legal maximum will be charged on past due amounts.

CANCELLATIONS

If the financial condition of the Purchaser at any time does not, in the judgment of the Seller, justify continuance of the work to be performed by the Seller under the invoice on the terms of payment originally specified, the Seller may require full or partial payment in advance in the event of bankruptcy or insolvency of the Purchaser, or in the event that any proceeding is brought by or against the Purchaser under the bankruptcy or insolvency laws.  Seller shall be entitled to cancel any order that is outstanding and shall receive reimbursement for its cancellation charges.  Any extra costs involved in the cancellation, alternation or suspension of orders shall be paid for by the Purchaser.

COPYRIGHT

The Purchaser also warrants that the subject matter to be printed is not copyrighted by a third party.  The Seller also recognizes that because the subject matter does not have to bear a copyright notice to be protected by copyright law, absences of such notice does not necessarily assure a right to reproduce.  The Purchaser further warrants that no copyright notice has been removed from any material used in preparing the subject matter for reproduction.  To support these warranties, the Purchaser agrees to indemnify and hold the Seller harmless for all liability, damages and attorney fees that may be incurred in any legal action connected with copyright infringement involving the work produced or provided.

GOODS BILLED AND HELP

Whenever the Seller shall bill and hold goods for account of the Purchaser, such goods shall be held at the Purchaser’s sole risk, expenses and account.

INTERPRETATION

This invoice and delivery of the goods hereunder shall be governed by the laws of the state of California.