TERMS OF SERVICE
By using the Inksewn USA website and its features, you agree as follows:
1. User agrees that any programs or discounts associated to their login are for their own use and shall not be shared outside their business.
2. Supplier shall charge Buyer, and Buyer shall pay for Product, as specified. Such prices shall be fixed during the Term except that Supplier may pass through and otherwise charge Buyer for any cost increases for Raw Materials, labor or as a result of changes in applicable laws, rules and regulations. Buyer price is confidential. Buyer agrees to adhere to, and not sell below a minimum advertised price (MAP)
Payments, Returns, Refunds
3. Since all items are created on demand there are no returns or exchanges. If there is a defect in materials or workmanship, the item will be replaced with the same exact item.
4. In special circumstances where a refund may be given, the refund will be issued as ‘store credit,’ for use toward future purchases. Credits have no cash value outside of Inksewn USA and cannot be withdrawn, cashed out, refunded, or otherwise transferred.
5. Buyer agrees not to ‘charge back’ or otherwise impede payment for an order. In the case of a chargeback all Club Pricing or discounted pricing becomes null and void and full retail price will be due for all past purchases.
6. Any monthly fees, dues, club fees, setup fees, or fees for additional services are not refundable.
7. Should action arise from any disagreements including non-payment, Buyer agrees to Jurisdiction of a Northeast Pennsylvania Court, and agrees to pay attorney fees, court fees, additional costs, if any.
8. Exact color matching is not available. Color charts are for reference only and may not match the finished product exactly. Color variations may occur within runs of the same artwork or design.
9. Exact placement and Lining up of artwork across seams is difficult and not guaranteed. Due to all the factors involved in fabrics, printing, pressing, cutting and sewing, shifting may occur. Do not expect to match artwork across seams exactly. Also keep important elements away from seams at least 1/2 to 3/4 inch on standard sewing and 1 inch on flatlock/flatseam and 1 inch on hems.
Intellectual Property Rights
10. Buyer represents and warrants that it owns or controls all the intellectual property rights necessary to manufacture, Product in accordance with the terms of this Agreement and that, to the best of its knowledge, the Supplier’s fulfillment of the terms of this Agreement will not infringe the intellectual property rights of any third party.
11. License. Buyer hereby grants to Supplier a license for the Term to use the intellectual property rights to fulfill the terms of this Agreement.
12. Supplier and buyer agree that buyer has all rights, ownership or permission to use all artwork submitted for manufacture.
13. All templates, patterns, instructions, and guides are the property of Inksewn USA and are for use with Inksewn USA only. Allowing the use of Inksewn USA property by other company or manufacturer is strickly forbidden.
14. Buyer shall indemnify and hold Supplier harmless from any and all losses, damages, liabilities, costs and expenses (including, reasonable attorneys’ fees) arising from: a claim brought by any third party that Supplier’s manufacturing or supply of the Product infringes any patent, utility model, design, copyright, trademark or other intellectual property right of such third party, or ii) a claim brought by any third party against Supplier for any loss, damage, cost, expense or liability arising from defects in the Product.
15. The receiving Party agree not to disclose the existence or contents of this Agreement to any third party without the prior written consent of the other Party except: to its advisors, attorneys or auditors who have a need to know such information, or as required by law or court order. User further agrees to keep their wholesale prices confidential, advertising below MAP is forbidden without prior authorization.
Term and Termination
16. Term. This Agreement shall commence on the Effective Date and shall continue until terminated.
17. Termination. This Agreement may be terminated by either Party (i) at any time for any reason with written notice of such termination to the other Party, and (ii) in the event of a material breach by the other Party by “Material breach” shall include: (i) any violation of the terms of any other breach that a Party has failed to cure within 14 days after receipt of written notice by the other Party, (iii) an act of gross negligence or willful misconduct of a Party, or (iv) the insolvency, liquidation or bankruptcy of a Party.
18. Neither Party may without written approval of the other assign this Agreement or transfer its interest or any part thereof under this Agreement to any third party without permission.
Governing Law and Dispute Resolution
19. This Agreement shall be governed by and construed in accordance with the laws of Pennsylvania. The Parties consent to the jurisdiction and venue in the courts of North Eastern Pennsylvania.
20. IN WITNESS WHEREOF, and intending to be legally bound by the first use of the Inksewn USA website, its ordering systems, or third party distribution systems, the Parties have duly executed this Agreement