Terms of sale

Last updated: [EFFECTIVE DATE]

Draft for legal review.Not in effect until approved by counsel. Highlighted items still need real details.

1. These terms

These terms apply to every quote and order between you and Patch’d LLC (“Patch’d,” “we” or “us”). Placing an order or approving a proof means you accept them. If anything in a signed agreement between us conflicts with these terms, the signed agreement wins.

2. Quotes and pricing

Quotes are valid for 30 days and cover the items, quantities, finishes and shipping listed. Prices exclude taxes unless the quote says otherwise. Changes to quantity, artwork, items or delivery may change the price.

3. Proofs and approval

Before we produce anything, we send a proof showing size, placement and colors. Your written approval, including by email, authorizes production exactly as shown and confirms the proof is correct. Check spelling, colors and placement carefully. Once you approve a proof, changes may add cost and time.

4. Your artwork and logos

You confirm that you own or have permission to use every logo, trademark, design and image you send us, and that producing it does not infringe anyone’s rights. You agree to cover Patch’d for any claims, costs and damages that arise from artwork you supply. We may decline any artwork we believe is unlawful or infringes someone else’s rights.

5. Payment

A deposit of [DEPOSIT %] is due when you approve the proof, and the balance is due [BEFORE SHIPPING / NET TERMS]. Approved accounts may receive invoice terms in writing. Past-due amounts accrue interest at 1.5% per month, or the highest rate the law allows, whichever is lower, plus reasonable costs of collection. We may hold production or shipping on any order while an account is past due.

6. Items you send us

If you supply your own garments or products, ship them following the send us your items instructions. We check them when they arrive and tell you about any problem before we press. If we damage an item you sent, we replace it with the same or an equivalent item, or credit you its documented value. We are not responsible for defects that existed before the item reached us or for items that cannot safely take heat after we have told you so.

7. Production and delivery

Turnaround times start once the proof is approved and any deposit is paid. Delivery dates are estimates, not guarantees. We are not responsible for carrier delays once an order has shipped.

8. Cancellations and refunds

Every order is custom. You can cancel without charge before you approve the proof. After approval, orders cannot be cancelled or refunded, except as described in our shipping and returns policy for errors we make.

9. Our work in our portfolio

We may photograph and show finished work in our portfolio and marketing unless you ask us not to in writing.

10. Limitation of liability

To the fullest extent the law allows, our total liability for any claim relating to an order is limited to the amount you paid for that order. We are not liable for indirect, incidental, special or consequential damages, including lost profits, lost revenue or lost business.

11. Events outside our control

We are not liable for delays or failures caused by events beyond our reasonable control, including natural disasters, supplier or carrier failures, labor action, utility or internet outages, and government action.

12. Governing law and disputes

These terms are governed by the laws of the State of Utah. Before filing any action, both sides will try in good faith to resolve a dispute directly for 30 days. Any action will be brought in the state or federal courts in Utah County, Utah.

13. General

If any part of these terms is found unenforceable, it will be limited to the minimum extent needed and the rest stays in effect. We may update these terms. The version in effect when you approve a proof applies to that order.

Contact

Questions about these terms go to hello@patchd.com. Billing questions go to accounting@patchd.com.