TERMS AND CONDITIONS
FOR THE SALE OF GOODS
AND SERVICES TO BUSINESSES
Updated on: March 20, 2021
1. THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.
These terms apply to you and us only if you are a business.
If you a consumer terms and conditions for the sale of goods and services by gearment to consumers will apply.
These terms require the use of arbitration to resolve disputes, rather than jury trials.
By placing an order for products or services from this website, you affirm that you are of legal age to enter into this agreement, and you accept and are bound by these terms and conditions. you affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these terms.
You may not order or obtain products or services from this website if you (i) do not agree to these terms, (ii) are not the older of (a) at least 18 years of age or (b) legal age to form a binding contract with gearment, or (iii) are prohibited from accessing or using this website or any of this website’s contents, products or services by applicable law.
2. GOODS AND SERVICES.
Gearment provides print-on-demand (“POD”) services. POD is an order fulfillment method where you can create customized designs for a variety of goods displayed on our Site. When you upload any artwork for printing, either it is your original artwork, or licensed by the sole and exclusive owners of all intellectual property rights in and to each design. Gearment will print and deliver you goods with printed design according to these terms. You can also order any goods displayed on our Site “as is” without any design printed on them.
3. ORDER ACCEPTANCE AND CANCELLATION.
You agree that your order is an offer to use our services, under these Terms, all products and services listed in your order. All orders will be scanned through Google Cloud Vision for branded Trademarks. We may choose not to accept any orders in our sole discretion if it violates intellectual property rights.
You cannot modify or cancel your order on your end. After your order has been placed, you have 5 hours to contact us and request order modifications (such as a size/color change) or cancellation. After 5 hours, your order will have been put into production and can no longer be modified, except for your shipping address.
We can still correct/modify your shipping address before you receive tracking labels of orders placed (received 24hrs after payment). Therefore, please contact us as soon as possible.
4. PRICES AND PAYMENT TERMS.
(a) All prices posted on this Site are subject to change without notice. The price charged for a product or service will be the price in effect at the time the order is placed. Price increases will only apply to orders placed after such changes. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your orders’ invoices. We are not responsible for pricing, typographical, or other errors in any offer by us and we reserve the right to cancel any orders arising from such errors.
(b) Terms of payment are within our sole discretion. Invoices are due and payable upon invoices. We may charge a late payment penalty of 1.5% per month on undisputed amounts, or the maximum rate permitted by law, whichever is less. Without waiving any of our other rights or remedies, we may refuse additional orders and suspend any services until all overdue amounts are paid in full.
5. SHIPMENTS; DELIVERY; TITLE AND RISK OF LOSS
(a) You understand that all our products are printed on demand solely for your orders, and therefore all products will be put through a production process. Delivery period displayed on your checkout page excludes the production period of printing a design on your ordered goods.
(b) We will arrange for shipment of the products to you. Please check for any specific delivery options. You will pay charges incurred by you at the posted prices, including all applicable taxes, if any once finish placing your orders.
(c) Title and risk of loss pass to you upon our transfer of the products to the carrier. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.
6. RETURNS AND REFUNDS.
(a) Since your order is custom printed solely for your customers, we are not responsible for refunds or exchanges due to incorrect fit or preference issues. you must ensure that your customers assume all risks when choosing the style and fit of their purchase. to better help them in choosing the right size, we have made available a size chart on each product page.
(b) All our products and services designed exclusively for your customers are non-returnable. We issue any refunds to consumers according to our terms and conditions for the sale of goods and services by Gearment to customers.
7. LIMITED WARRANTY.
(a) We warrant to you that for a period of 30 days from the date of shipment (“Warranty Period”), the orders placed through the Site will materially conform to our published specifications in effect as of the date of manufacture.
(b) We warrant to you that we shall perform the services purchased through the Site using personnel of required skill, experience and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet our obligations under these Terms.
(c) Except for the warranties set forth in Section 7(a) and Section 7(b), we make no warranty whatsoever with respect to the products or services purchased through the site, including any (i) warranty of merchantability; (ii) warranty of fitness for a particular purpose; or (iii) warranty of title; or (iv) warranty against infringement of intellectual property rights of a third party; whether express or implied by law, course of dealing, course of performance, usage of trade, or otherwise.
(d) Products manufactured by a third party (”Third Party Product”) may constitute, contain, be contained in, incorporated into, attached to or packaged together with, the products. third party products are not covered by the warranty in section 7(a). for the avoidance of doubt, we make no representations or warranties with respect to any third parties product, including any (i) warranty of merchantability; (ii) warranty of fitness for a particular purpose; (iii) warranty of title; or (iv) warranty against infringement of intellectual property rights of a third party; whether express or implied by law, course of dealing, course of performance, usage of trade, or otherwise.
(e) We shall not be liable for a breach of the warranties set forth in Section 7(a) and Section 7(b) unless: (i) you give written notice of the defective products or services, as the case may be, reasonably described, to us within 15 days of the time when your customers discover or ought to have discovered the defect; (ii) if applicable, we are given a reasonable opportunity after receiving the notice of breach of the warranty set forth in Section 7(a) to examine such products and you (if we so request) return such products to our place of business at your cost for the examination to take place there; and (iii) we reasonably verify your claim that the products or services are defective.
(f) We shall not be liable for a breach of the warranty set forth in Section 7(a) or Section 7(b) if: (i) your customers make any further use of such products after they give such notice; (ii) the defect arises because your customers failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the products; or (iii) you alter or repair such products without our prior written consent.
(g) Subject to Section 7(e) and Section 7(f) above, with respect to any such products during the Warranty Period, we shall, in our sole discretion, such as credit or refund the amounts paid by you for such products provided that, if we so request, you shall, at your expense, return such products to us.
(h) Subject to Section 7(e) and Section 7(f) above, with respect to any services subject to a claim under the warranty set forth in Section 7(b), we shall, in our sole discretion, (i) re-perform the applicable services or (ii) credit or refund the amounts paid by you for such services.
(i) The remedies set forth in Section 7(g) and Section 7(h) shall be the your sole and exclusive remedy and our entire liability for any breach of the limited warranties set forth in Section 7(a) and Section 7(b).
8. LIMITATION OF LIABILITY.
(a) In no event shall we be liable to you or any third party for any loss of use, revenue or profit or loss of data or diminution in value, or for any consequential, indirect, incidental, special, exemplary, or punitive damages whether arising out of breach of contract, tort (including negligence) or otherwise, regardless of whether such damages were foreseeable and whether or not we have been advised of the possibility of such damages, and notwithstanding the failure of any agreed or other remedy of its essential purpose.
(b) In no event shall our aggregate liability arising out of or related to this agreement, whether arising out of or related to breach of contract, tort (including negligence) or otherwise, exceed the amounts paid by you for the products and services sold through the site.
(c) The limitation of liability set forth in Section 8(a) shall not apply to (i) liability resulting from Seller’s gross negligence or willful misconduct and (ii) death or bodily injury resulting from Seller’s acts or omissions.
You further represent and warrant that all purchases are intended for final delivery to locations provided by you.
10. CONTENT; ENFORCEMENT
During ordering process, you may provide us with any designs, images, pictures, illustrations, typography, space, layout, colors, texts, paintings, drawings, photographies, printmakings, posters and any and all other visual content (collectively “Content”).
You shall comply with, and shall ensure that each Content provided to us complies with, all federal, state, local, or international law or regulation.
You understand and acknowledge that you are responsible for any Content you submit or contribute, and you, not Gearment, have full responsibility for such Content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the Content or accuracy of any Content submitted to us and printed on your orders placed.
Without limiting the foregoing, each Content you provide to us must not:
(a) Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
(b) Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
(c) Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
(d) Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations.
(e) Be likely to deceive any person.
(f) Promote any illegal activity, or advocate, promote, or assist any unlawful act.
(g) Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
(h) Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
(i) Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising, unless otherwise shall be approved by us in advance.
You represent and warrant that:
(a) You own or control all rights in and to the Content and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
(b) All of your Content do and will comply with these Terms.
We have the right to:
(a) Remove or refuse to process any Content for any or no reason in our sole discretion.
(b) Take any action with respect to any Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content infringes any intellectual property right or other right of any person or entity, threatens the personal safety of the public, or could create liability for the Gearment.
(c) Disclose your identity or other information about you to any third party who claims that Content violates their rights, including their intellectual property rights or their right to privacy.
(d) Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Content.
(e) Terminate or suspend your access to all or part of the services for any or no reason, including without limitation, any violation of these Terms.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone providing any content or other materials to us. you waive and hold harmless the company and its affiliates, licensees, and service providers from any claims resulting from any action taken by any of the foregoing parties during, or taken as a consequence of, investigations by either such parties or law enforcement authorities.
However, we cannot review all Content before it is put in the production process, and cannot ensure removal of objectionable Content after it has been printed. Accordingly, we assume no liability for any action or inaction regarding Content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
You hereby grant to us a non-exclusive, non-transferable, worldwide, irrevocable, fully-paid, royalty-free license to use any Content during the warranty period solely in connection with the manufacture and sale of the goods with a printed Content to your customers.
You shall defend, indemnify, and hold harmless Gearment and its respective shareholders, directors, officers, employees, agents, successors, and assigns (each, a “Licensor Indemnified Party”) from and against all losses arising out of or in connection with any third-party claim, suit, action, or proceeding (”Third-Party Claim”) related to: (a) any actual or alleged breach by you of any representation, warranty, covenant, or obligation under these terms; or (b) infringement, dilution, or other violation of any intellectual property or other rights of any person resulting from the manufacture or sale of products with a printed Content.
12. INTELLECTUAL PROPERTY USE AND OWNERSHIP.
You acknowledge and agree that:
(a) All uses on this Site of the terms “sell,” “sale,” “resell,” “resale,” “purchase,” “price” and the like mean the purchase or sale of a license. Each product and service marketed on this Site is made available solely for license, not sale, to you and other prospective customers under the terms, conditions, and restrictions of these terms.
(b) You will comply with all terms and conditions of these terms for any product or service you obtain through this Site, including, but not limited to, all confidentiality obligations and restrictions on resale, use, reverse engineering, copying, making, modifying, improving, sublicensing and transfer of those licensed products and services.
(c) You will not cause, induce or permit others’ noncompliance with these terms.
Except for the Content you provide us during ordering process, Gearment and its licensors are and will remain the sole and exclusive owners of all intellectual property rights in and to each product and service made available on this Site and any related specifications, instructions, documentation or other materials, including, but not limited to, all related copyrights, patents, trademarks and other intellectual property rights, subject only to the limited license granted under these Terms. Except for the Content you provide us during ordering process, You do not and will not have or acquire any ownership of these intellectual property rights in or to the products or services made available through this Site, or of any intellectual property rights relating to those products or services.
14. FORCE MAJEURE.
We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
15. GOVERNING LAW AND JURISDICTION.
All matters arising out of or relating to these Terms are governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of California.
16. WAIVER OF JURY TRIALS AND BINDING ARBITRATION.
(a) You and gearment are agreeing to give up any rights to litigate claims in a court or before a jury. Other rights that you would have if you went to court may also be unavailable or may be limited in arbitration.
Any claim, dispute or controversy (whether in contract, tort or otherwise, whether pre-existing, present or future, and including statutory, consumer protection, common law, intentional tort, injunctive and equitable claims) between you and us arising from or relating in any way to your purchase of products or services through the site, will be resolved exclusively and finally by binding arbitration.
(b) The arbitration will be administered by the American Arbitration Association (”AAA”) under its Commercial Arbitration Rules and Mediation Procedures (“Commercial Rules”).
(c) The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the agreement is void, voidable or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction.
(d) If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced.
You will not assign any of your rights or delegate any of your obligations under these Terms without our prior written consent. Any purported assignment or delegation in violation of this Section 17 is null and void. No assignment or delegation relieves you of any of your obligations under these Terms.
18. NO WAIVERS.
The failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Gearment.
19. NO THIRD PARTY BENEFICIARIES.
These Terms do not and are not intended to confer any rights or remedies upon any person other than you.
(a) To You. We may provide any notice to you under these Terms by: (i) sending a message to the email address you provide or (ii) by posting to the Site. Notices sent by email will be effective when we send the email and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
(b) To Us. To give us notice under these Terms, you must contact us as follows: (i) by email to [email protected]; or (ii) by personal delivery, overnight courier or registered or certified mail to 14801 Able Ln, Ste 102, Huntington Beach, CA 92647, United States. We may update the email address or address for notices to us by posting a notice on the Site. Notices provided by personal delivery will be effective immediately. Notices provided by email transmission or overnight courier will be effective one business day after they we received the mail. Notices provided by registered or certified mail will be effective three business days after they are sent.
If any provision of these Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
22. ENTIRE AGREEMENT.