TERMS AND CONDITIONS OF USE AND SERVICE

Last Updated: October 2024 (or current date)

Effective Date: Immediately upon access, browsing, or placing an order.

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING OUR WEBSITE OR SUBMITTING AN ORDER. BY VISITING THIS WEBSITE, ENGAGING IN TRANSACTIONS, OR SUBMITTING ARTWORK OR PAYMENT, YOU (“CUSTOMER,” “CLIENT,” OR “YOU”) AGREE TO BE LEGALLY BOUND BY THESE TERMS AND CONDITIONS WITH [INSERT YOUR COMPANY NAME, LLC] (“COMPANY,” “WE,” “US,” OR “OUR”).

1. OFFICIAL LANGUAGE & BINDING AGREEMENT

The official, controlling language of all transactions, legal notices, electronic orders, and communications is English. It is solely the Customer’s responsibility to secure professional translation services if needed. Any translation provided or relied upon by the Customer shall have no legal bearing or precedence over the English version.

2. ACCEPTANCE OF TERMS & ELECTRONIC CONSENT

By navigating this website, checking an approval box, paying an invoice, or submitting a purchase order, you affirmatively consent to transact electronically pursuant to the federal E-SIGN Act and Florida’s Uniform Electronic Transaction Act (UETA). Electronic signatures, approvals via email, or digital portal confirmations have the full force of a handwritten signature.

3. PAYMENT TERMS, LATE CHARGES & FEES

1. Payment in Advance: Unless explicitly extended formal credit terms in writing (such as NET 30), full payment is required prior to the commencement of production, ordering of blanks, or design work. We reserve the right to withhold proofs, goods, and shipments until full payment clears.

2. List Prices & Taxes: All customers must pay published list prices unless a signed commercial volume agreement exists. Florida State Sales Tax (plus applicable discretionary county surtaxes, standardly 7% or as applicable by delivery jurisdiction) is non-negotiable and strictly enforced.

3. Credit Card Processing Surcharges: Payments made via credit cards are subject to a 3.5% processing fee (or the maximum allowable rate under applicable law). Debit cards, ACH, and company checks are exempt from this credit card surcharge. We do not accept American Express.

4. Delinquency, Late Fees & Interest: Invoices not paid upon receipt or beyond Net 30 terms are subject to:

   • A fixed late fee of $50.00 per billing cycle; and

   • A finance charge of 1.5% per month (18% per annum) or the maximum legal rate permissible under Florida Statutes Chapter 687, whichever is lower.

5. Collection Costs: Customer agrees to reimburse the Company for all expenses incurred in the recovery of unpaid balances, including reasonable attorneys’ fees, court costs, and collection agency fees.

6. Title & Ownership: Legal title to all produced goods remains the property of the Company until invoices are satisfied in full.

4. ARTWORK, LOGO SUBMISSIONS & DESIGN FEES

1. Production-Ready Files: All submitted vector designs must be in high-resolution, editable formats compatible with industry standard software (e.g., .AI, .EPS, .PDF with outlines created). Photos, scanned sketches, or low-resolution bitmaps (.JPG, .PNG) do not qualify as production-ready files.

2. Mandatory Redesign Fees: If non-conforming artwork is submitted, mandatory vectorization and file repair fees will apply automatically at our standard hourly design rate.

3. Separation of Services: Graphic design services are completely distinct and billed separately from manufacturing and print fees.

4. Embroidery Digitizing: Custom embroidery file creation/digitization carries an in-house fee of $45.00. Production files remain proprietary to the Company. If the Customer requests release or transfer of the raw DST/embroidery file, an additional release fee of $45.00 applies.

5. PROOF APPROVAL, MANUFACTURING TOLERANCES & DISMISSAL OF SUBJECTIVE CLAIMS

1. Proofing is Absolute: Customers are required to inspect digital or physical proofs thoroughly for spelling, layout, typography, placement, dimensions, and color. Once written or electronic proof approval is granted, the Company accepts zero liability for errors present on the approved proof.

2. Subjective Misunderstandings Barred: The Customer assumes full, unshared responsibility for communicating exact technical specifications. Verbal assumptions, subjective expectations, or retrospective claims of misunderstanding (e.g., "I believed," "I assumed," or "I didn't realize") do not constitute grounds for rejection, claims, or discounts.

3. Color Matching & Substrate Variables:

   • Computer displays render colors in RGB backlighting; printing is conducted via CMYK or specific spot pigment systems. Minor color variations are standard and inherent to the printing process. Exact PANTONE® matches cannot be guaranteed unless requested and contracted in writing under custom color calibration terms.

   • Re-Orders & Third-Party Work: We cannot guarantee an exact match to work previously manufactured by third-party print shops or prior batch runs, due to variations in inks, heat transfer times, atmospheric conditions, and machine calibration.

4. Garment & Uniform Reproductions: Reproducing existing work uniforms or school apparel will naturally incur differences in fabric texture, dye lot shifts, and emblem placements. If an identical match is mandatory, the customer must source the original supplier.

5. Quantity Variances: Standard trade practices apply: orders are subject to a manufacturing over/under variance of 5% to 10%. Billed balances will adjust proportionally to reflect the final count delivered, constituting a fulfilled order.

6. CUSTOMER-SUPPLIED APPAREL & MERCHANDISE

If the Customer provides their own blank garments, textiles, drinkware, or substrates for engraving, printing, or embroidery, the Customer does so entirely at their own risk. Machine malfunctions, fabric scorches, or mechanical snags can occur during thermal and needle processes. The Company assumes no liability for damage, destruction, or spoilage of customer-supplied items. Customers are strongly advised to provide additional backup units for testing.

7. TURNAROUND TIMES, RUSH ORDERS & DELIVERY

1. Estimated Windows: Standard order production timelines generally run between 2 to 7 business days following final proof approval and payment clearance. Stated turnaround times are business estimates, not strict legal guarantees. The Company is not responsible for production or courier delays caused by supply chain shortages, equipment failure, weather conditions, or shipping carrier logistics.

2. Rush Order Fees:

   • 2 to 4 Business Day Turnaround: 35% surcharge added to order subtotal.

   • 4 to 6 Business Day Turnaround: 25% surcharge added to order subtotal.

3. Same-Day Orders: Same-day custom rush production is executed strictly without standard cure or testing cycles; the Company explicitly waives liability regarding fine finish quality on same-day rush demands.

8. STRICT NO-REFUND / ALL-SALES-FINAL POLICY

Due to the custom and personalized nature of our products:

1. All sales are final. Once production has commenced, artwork has been drafted, or garments have been ordered from distributors, no cancellations, returns, credits, chargebacks, or refunds will be issued under any circumstances.

2. Pre-ordered garments, blank inventory, and staged material expenses are fully non-refundable.

3. Products and services are delivered “AS IS” with no express or implied statutory warranties, including warranties of merchantability or fitness for a particular purpose.

9. INTELLECTUAL PROPERTY & INDEMNIFICATION

1. Customer Warranty: The Customer represents and warrants that they own, license, or possess lawful authorization to reproduce all trademarks, logos, copyrights, slogans, and intellectual property submitted for production.

2. Indemnification Agreement: The Customer agrees to indemnify, defend, and hold harmless the Company, its directors, officers, employees, and contractors against any and all claims, regulatory audits, damages, judgments, liabilities, losses, costs, and expenses (including full legal fees and defense costs) arising out of trademark infringement, copyright infringement, or third-party rights violations connected to Customer submissions.

3. Company IP: All original creative designs, sketches, artwork, vector files, digital toolpaths, and concepts originated by the Company remain the exclusive intellectual property of the Company until and unless released via separate written copyright transfer and administrative buy-out fee.

10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY FLORIDA LAW, IN NO EVENT SHALL THE COMPANY, ITS OWNERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED PROFITS, MISSED EVENT DEADLINES, COMMERCIAL DOWNTIME, OR REPUTATIONAL HARM, ARISING OUT OF OR IN CONNECTION WITH OUR WORK, DEFECTS, OR DELAYS.

IN ALL CIRCUMSTANCES, THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY FOR ANY CLAIM SHALL BE LIMITED STRICTLY TO THE ACTUAL AMOUNT RECEIVED BY THE COMPANY FOR THE SPECIFIC INVOICE GIVING RISE TO THE DISPUTE.

11. DISPUTE RESOLUTION, MANDATORY ARBITRATION & CLASS ACTION WAIVER

1. Informal Dispute Resolution: Before formal filing, both parties agree to attempt in good faith to resolve any dispute through informal executive consultation for a minimum period of thirty (30) days.

2. Binding Arbitration: Any unresolved controversy, dispute, or claim arising out of this agreement shall be settled through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Arbitration proceedings shall take place in [Insert Your County, e.g., Orange County or Miami-Dade County], Florida. The arbitrator's award shall be final and enforceable in any court of competent jurisdiction.

3. Class Action Waiver: Both parties waive the right to litigate claims as a plaintiff or class member in any class, collective, or representative proceeding.

4. Statute of Limitations (1-Year Bar): Any cause of action or legal claim arising from transactions with the Company must be filed within one (1) year after the cause of action arises; otherwise, such claim is permanently time-barred.

12. FORCE MAJEURE & SEVERABILITY

1. Force Majeure: We are excused from performance obligations for delays or failures caused by acts of God, fire, flood, utility outages, telecommunications breakdowns, distributor shortages, strikes, acts of civil or military authorities, or any emergency beyond reasonable operational control.

2. Severability: If any provision of these Terms is deemed illegal, void, or unenforceable by a tribunal of competent jurisdiction, the remaining provisions shall remain in full force and effect.

13. CONTACT & NOTICES

For questions, administrative inquiries, or legal notices regarding these Terms, contact:

• Company Name: Creative Development Management LLC

• Email: creative@one2teesusa.com

• Address: 6600 Georgia Av, Ste 8, West Palm Beach, Fl, 33405