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Terms and Conditions TERMS AND CONDITIONS OF SALE Acceptance of any order or contract by L.A. Garments’ acknowledgment or commencement of performance is expressly conditioned on Purchaser's assent to the terms and conditions below even though no reference may be made thereto at the time of acceptance. Any purchase order transmitted to L.A. Garments is considered to be Purchaser’s acceptance of these Terms and Conditions of Sale. L.A. Garments hereby objects to any additional, different or conflicting terms or conditions, including any terms or conditions set forth in Purchaser’s purchase order. Unless otherwise modified in writing, the terms and conditions below apply and supersede all prior or contemporaneous representations, discussions, correspondence or agreements between the parties. If any portion of these terms is ruled invalid by a court of competent jurisdiction, the remaining terms shall remain in full force and effect. Credit and Payment All Seller prices and discounts are subject to change without notice and do not include any state or local taxes. The price list in effect on the date customer order is received will determine billing price unless other conditions have authorized. Prices are quoted and payable in US Dollars. All orders are subject to applicable shipping, freight, taxes and handling charges. All invoices to qualified open accounts are Net 30, subject to credit approval. In addition to open accounts, we accept checks, money orders, most major credit cards, and bank wire transfers. Past due accounts are subject to an interest charge of 1.5% per month on the unpaid balance until paid. Purchaser shall be liable for all costs and expenses of collection including reasonable attorney fees. In the event that L.A. Garments determines, at any time in its sole and absolute discretion, that the credit of Purchaser or of any person or entity providing credit support for Purchaser's obligations under these Terms of Sale is or becomes impaired, or there is any reason to doubt the enforceability or sufficiency of any agreement, instrument or document supporting Purchaser's obligations under these Terms of Sale, L.A. Garments shall have the right, in addition to any of its other legal rights, to declare immediately due and payable any and all amounts owed by Purchaser, whether under these Terms of Sale or otherwise, and to suspend and/or terminate further production, shipment, and delivery to Buyer of any order, until satisfactory credit arrangements have been established; or to require payment in advance; or upon delivery (COD). If shipments are delayed by the purchaser, payments shall become due from the date when L.A. Garments is prepared to make shipment. Products held for the purchaser shall be at the sole risk and expense of the purchaser. International Wire Transfers Some International banks charge a service fee to us which is deducted from the amount of the wire transfer. If the amount of your wire transfer is less than the amount we have requested, you will be asked to make up the difference. Freight Unless otherwise agreed in writing, all shipments are F.O.B. shipping point. L.A. Garments will determine the point of origin of shipment, the method of transportation, and the routing of shipment. The goods may be shipped in a single shipment or in several shipments at Seller’s discretion. All freight charges are the sole responsibility of the purchaser. Purchasers requesting shipment by a method other than that of L.A. Garments’ selection will be billed for any additional charges incurred. L.A. Garments reserves the right to ship only to Purchaser’s verified credit card billing address. L.A. Garments will not re-reroute a shipment already in transit. Loss, Damage or Delay Shipments can be lost or damaged in transit, and the risk of such loss or damage is the responsibility of the Purchaser. Purchasers are strongly encouraged to provide adequate insurance for the shipment. All claims for loss or damage in transit should be made directly with the carrier and without delay. All damaged containers and merchandise should be kept for inspection. L.A. Garments shall not be liable for failure to perform or for delay in performance due to fire, flood, strike, or other labor difficulty, acts of God, act of any governmental authority or of the purchaser, riot, embargo, car shortage, wrecks or delay in transportation, inability to obtain necessary labor, materials or manufacturing facilities from usual sources, or due to any other cause beyond its reasonable control. In the event of delay in performance due to any such cause, the date of delivery or time of completion will be postponed by such length of time as may be reasonably necessary to compensate for the delay. Taxes L.A. Garments will add appropriate sales tax on orders shipped to California addresses, unless a current and valid resale certificate is on file prior to shipment. Any and all other taxes owed with respect to this purchase are the responsibility of Purchaser. Returns No returns will be accepted by L.A. Garments without proper authorization. Authorization and shipping instructions for the return of any product must by obtained in writing from L.A. Garments. All returns are subject to a 15% restocking charge or $25.00, whichever is greater, except for defective product. Product must be returned in accordance with L.A. Garments’ specific instructions, including our return material authorization (RMA) number, or it will not be accepted. Please state the reason for return request, the order number, invoice number, and ship date. RMA number must be clearly marked on all returned items. RMA’s expire 30 days after date of issuance. Products must be in undamaged, marketable condition upon receipt by L.A. Garments. Purchaser will be charged for any outgoing and incoming transportation paid by L.A. Garments. Custom made-to-order items and non-standard items are non-returnable. In no event will L.A. Garments be responsible for product returned without proper authorization. Claims Claims for damage or shortage or any other reason must be made within 10 days from the date invoiced. Warranties L.A. Garments hereby expressly disclaims all warranties either expressed or implied including any implied warranty of merchantability or fitness for a particular purpose. This disclaimer by the seller in no way affects the terms of the manufacturer's warranty, if any. Title to goods herein being purchased is retained by seller until goods are paid for by, and delivered to the shipper for shipment to, the purchaser, whichever occurs later. International Orders Delivery, customs and import/export tariffs, duties, taxes and similar charges, compliance with all import procedures, documentation and legal requirements are the sole responsibility of Purchaser. Quotations Written quotations are valid for acceptance within thirty (30) days unless otherwise indicated or extended by L.A. Garments. In addition, L.A. Garments reserves the right to withdraw any quotation prior to its expiration. Quotations are based on the quantity indicated and on one shipment to one location, unless otherwise indicated. Intellectual Property All products, catalogs, drawings, photographs, product descriptions, web sites, copyrights, patents, trade dress, and trademarks which are or which contain original works of authorship of L.A. Garments are the intellectual property of L.A. Garments and its successors or assigns, which hereby reserve all rights; and nothing in this agreement shall be construed as granting to Purchaser any right or license whatsoever to use, copy, display, distribute, publicly perform, or transmit the works or any portion thereof; or to create derivative works therefrom. Notwithstanding the foregoing, Purchaser may use one photograph of any item it has purchased or intends to purchase from L.A. Garments in connection with Purchaser’s nondeceptive advertising of such item for resale, provided that Purchaser includes appropriate copyright and/or trademark or other notices, as specified and approved in advance by L.A. Garments, acknowledging L.A. Garments’ copyright and/or trademark or other rights in such item and/or the item’s design and/or artwork. No use, display, or transmittal of any such photograph is permitted by any person or entity who is more than 30 days late paying any invoice of L.A. Garments. Custom Products In the case of a custom product, buyer assumes responsibility for the design and L.A. Garments’ sole responsibility is to manufacture the product according to the design and specifications approved by the buyer and it is agreed that, to the fullest extent permitted by law, the buyer shall indemnify, hold harmless and defend Seller from and against any and all claims, demands, suits or causes of action for infringement of patent, copyright, trademark, or trade dress rights or disclosure of trade secrets. Controlling Law and Venue Purchaser agrees that this contract was made and is to be performed in Orange County, California pursuant to California Law, including but not limited to the California Commercial Code, with no application of the United Nations Convention on Contracts for the International Sale of Goods. The sole venue for any legal actions against L.A. Garments shall be a Federal or State court located in Orange County, California. In any such action the prevailing party shall be entitled to recover its reasonable attorney fees. |