Branded Products® Terms and Conditions of Supply
These terms and conditions apply to and govern the supply by Branded Products® of goods and or services to the Client. All orders placed by the Client, will be subject to these terms and conditions (Terms).
1.Quotation
1.1 Prior to placing an order, Branded Products® shall provide a quotation for the supply and branding of the requested goods.
1.2 Quotations are subject to Branded Products® sighting final artwork to be used for branding.
1.3 Artwork is to be supplied by the Customer in a form as advised by Branded Products®.
1.4 For large orders produced offshore Branded Products® will provide pre-production sample images for approval prior to commencement of mass production. For small orders, pre-production samples can be supplied at the Customer’s cost.
1.5 Quotations for product and branding supplied Locally (Australia and New Zealand) are valid for 21 days from date on quotation.
1.6 Quotations for products and branding produced in China, USA, Europe are valid for 14 days from date on quotation. Pricing can vary with changes in exchange rate, change in cost of materials and freight.
2. Description
2.1 The quantity and description of the Products shall be as set out in our Quotation, Order/Art Confirmation or Drawings supplied.
2.2 All samples, drawings, descriptive matter, specifications and advertising we issue and any descriptions or illustrations contained in our catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Products described in them.
3. Samples
3.1 Unbranded samples for product quoted as supplied locally (Australia and New Zealand)
can be ordered to confirm quality, colour and size after quotation and product selection and before placement of order. Product samples may incur charges. Charges may be credited against the order if samples are returned within 7 days in a resalable condition with all packaging and tags as supplied. All shipping costs will be at your expense. If the samples are not returned within the above guidelines or they are returned damaged, then you will be invoiced for the full cost of the item.
Branded Products® reserves the right to charge for any samples where they see fit.
3.2 Branded samples are possible where your artwork is setup and printed on a single item but there is a cost attributed to this (this is variable and will be advised at the time of enquiry).
4. Order and Variation of order
4.1 Upon acceptance of your quotation – product, product colour, quantity, branding method, artwork and delivery date will be confirmed on Branded Products® Order Confirmation form. These are final details of your order, this information needs to be read carefully before client signing and return of the document. Branded Products® Order confirmation is a legal document, should any information not be correct a new document with correct information will be supplied for client sign off.
4.2 The client should take great care to ensure that they are ordering the correct size, quantity and branding.
4.3.1 Orders can be amended up to time of artwork approval sign off but may incur change in price depending on amendments to order. Order will be placed on hold and new quotation supplied. When new pricing is accepted, new Order Confirmation will supplied for sign off by the client before proceeding with order.
4.3.2 Orders cannot be amended after artwork approval sign off except upon terms as stated by Branded Products® which will include payment for any work or expense caused by reason of such amendment.
4.4 Orders cannot be cancelled except upon terms which compensate Branded Products® for all work done and costs incurred by Branded Products® to complete the order to the date of cancellation.
4.5 The Customer acknowledges that:
(a) Goods advertised on Branded Products®’ website, catalogues and/or other promotional material may become unavailable, out of stock or discontinued lines, or changes (of a style nature) may be made from time to time. Branded Products® does not guarantee that all goods advertised are in stock or available at the time of order, or that, if the product is available, it is identical to the advertised product;
(b) While all effort is made to match PMS colours it is not always possible to match PMS colours exactly due to differing branding processes and techniques and different product material;
(c) It is not always possible to deliver exact quantities of the product ordered due to production processes, availability, quality control and time constraints and Branded Products® reserves the right to supply quantities plus or minus 5% of order quantity of any product ordered and the invoice / amount payable by the Customer shall be adjusted accordingly; and
(d) Additional costs/charges may apply to any rush orders.
5. Artwork and Branding
5.1 Branded Products® are responsible for reproduction of artwork supplied by you, or produced against your written order. All artwork proofs are to be signed off via DocuSign (legally recognised electronic signing system) or in writing via email, either signed artwork approval form or stating that you are happy to proceed with the artwork proof attached and attached a copy of the proof being approved.
5.2 Branded Products® will agree to provide two artwork proofs free of charge, every proof thereafter will incur an additional charge. If for any reason you are unable to view the proofs prior to production please advise name, email address and phone number of a person authorised by you to view and approve artwork by signing as per 5.1.
You are required to provide us with your company PMS colours. In the instance where you do not have these available, we select colours for you and these will be sent to you for electronic approval which may appear differently on different devices. In the absence of client-supplied PMS colours, the final products must be accepted as initially approved.
Branded Products® accepts no responsibility if the products are branded incorrectly. We also do not accept responsibility for incorrect artwork once the proof has been approved by you. If you choose not to proceed with an order after an art proof has been created, you will be liable for all charges incurred at the time. Please refer to 4.3.2.
6. Intellectual Property
6.1 Branded Products® retains intellectual ownership of all proposed visuals, concepts and ideas. Any ideas proposed may not be shared with any other promotional company and/or agency or utilised by the client unless using Branded Products® to implement.
6.2 If the Client requires Goods to be embellished with a logo, image or name, the Client hereby warrants that it has all rights, title and interest in the intellectual property of such logo, image or name.
6.3 Unless otherwise provided in this agreement. This agreement shall not be construed to transfer or license either party’s intellectual property.
6.4 Artwork, digital files and print related material created by Branded Products®, remain the intellectual property of the Branded Products®.
6.5 Branded Products® is under no obligation to release artwork, digital files or print related material that it has created.
7. Delivery
7.1 Any dates specified by Branded Products® for delivery of the Products are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.
7.2 Branded Products® requires goods to be opened and inspected by the client within 24 hours of delivery. It is the clients’ responsibility to check product, decoration and quantity to ensure goods received are as ordered and signed off. Branded Products® will always work with our clients should goods delivered not be of correct quality or branding, within reason. Emails detailing any issues with your delivery are to be forwarded to our Production Team and must include images.
7.3 You shall be deemed to have accepted the Products after seven (7) days after delivery unless we are otherwise advised.
7.4 Any claims are to be made in writing within 7 days
8. Non-Delivery
8.1 Branded Products will send an email to the client confirming despatch of goods. The client is required to advise Branded Products® should goods not be delivered within acceptable time (days) from receipt of “Goods Despatched” email.
8.1 The quantity of any consignment of Products as recorded by us or our agent upon despatch from our or our agent’s place of business shall be conclusive evidence of the quantity received by you on delivery unless you can provide conclusive evidence proving the contrary.
8.2 If for any reason you fail to accept delivery of any of the Products when they are ready for delivery, or we are unable to deliver the Products on time because you have not provided correct address or appropriate instructions, documents, licences or authorisations:
(a) risk in the Products shall pass to you (including for loss or damage caused by our negligence);
(b) the Products shall be deemed to have been delivered; and
(c) we or our agent may store the Products until delivery, whereupon you shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
8.3 We shall not be liable for any non-delivery of Products (even if caused by our negligence) unless you give written notice to us of the non-delivery within seven (7) days of the date when the Products would in the ordinary course of events have been received.
8.4 Any liability of ours for non-delivery of the Products shall be limited to replacing the Products within a reasonable time or issuing a credit note against any invoice raised for such Products.
9. Events Outside Our Control
9.1 Branded Products® will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (“Force Majeure Event”).
9.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following;
strikes, lock-outs or other industrial action (whether or not relating to our workforce); civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; fire, explosion, storm, flood, earthquake, subsidence, epidemic, adverse weather conditions or other natural disaster or acts of God; impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; impossibility of the use of public or private telecommunications networks; and the acts, decrees, legislation, regulations or restrictions of any government.
9.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
10. Import Duty
10.1 If you order Products for delivery outside Australia, these products will be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes, unless prior arrangements are made at time of quotation/order being placed with Branded Products®. Please note that we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.
10.2 Please also note that you must comply with all applicable laws and regulations of the country for which the products are destined. We will not be liable for any breach by you of any such laws.
11. Payment Terms
11.1 New Clients – Minimum Order Value is $ 500.00 excluding GST.
11.1.1 First orders with invoice value less than $1,000.00 payment in full is required at time of signing Order Confirmation and before production will proceed.
11.1.2 First orders with invoice value over $ 1,000.00 50% deposition is required at time of signing Order Confirmation and before production will proceed. Balance is due prior to despatch of goods.
11.1.3 A Credit Application Form can be completed and submitted after first order. Branded Products® standard credit terms are 14 Days from Date of Invoice. Final account terms will be dependent on but not limited to – Credit Limit required, Client Purchase Order procedure, Government Terms and Conditions.
11.2 Existing clients’ payment terms are as negotiated and approved.
11.3 Orders to the value of $5,000+, and/or any offshore produced order may require a 50% deposit be paid at the time of signed Order Confirmation. Balance is due prior to despatch or on credit terms if the Client Credit Application has been approved.
11.4 Branded Products® may suspend or cancel any order if the Customer is in breach of these payment terms. We reserve the right to recover costs incurred for any order suspended or cancelled by us.
11.5 Delivery fees may be charged and if applicable will be included on Order Confirmations for sign off.
PLEASE NOTE: Upon application of branding your logo or design onto any product the goods are no longer saleable to other clients. Payment in full is required as per terms noted above.
12. GST
Prices quoted are exclusive of GST. Prices on Order Confirmation Forms are exclusive of GST which is noted on the last page of order total amounts for sign off.
13 Returning Goods
13.1 Goods must not be returned prior to contact in writing with Branded Products® advising your intention to do so and reason for rejecting the goods, and our prior consent.
13.2 Goods must be returned by the Client’s own courier unless faulty or incorrect and must be accompanied by either the relevant Invoice Copy or Invoice Number.
13.3 Goods cannot be returned for credit after 7 days from despatch date of order (other than returns for breach by Branded Products® of the Australian Consumer Law); and
13.4 Discrepancy claims against orders will only be accepted within 7 working days from delivery of goods.
14. Warranties
14.1 Branded Products® shall, if reasonably possible, pass on to the Client the benefit of any manufacturers’ warranties.
14.2 Promotional Products once branding is applied are not covered by conventional warranties. Branded Products® and our supply partners will consider any claims based on faulty product, workmanship or branding within reasonable use of product and time from delivery of product to the client.
14.3 Client warranties The Client warrants and represents to Branded Products® that:
(a) It is the owner or licensee of the Intellectual Property used in the Artwork for the Goods and it has the right to use, publish, licence or otherwise deal with the Artwork;
(b) The Artwork does not infringe the Intellectual Property or other similar rights of a person or contravene any applicable laws; and
(c) The Client will indemnify Branded Products® against any loss and in respect of any claim alleging that the Artwork or any other material supplied to Branded Products® by the Client infringes Intellectual Property or other similar rights or contravenes any applicable law.
15. Limitation of Liability
Where the Client acquires Goods and/or Services as a Consumer, nothing in these terms and conditions should be interpreted as attempting to exclude, restrict or modify either the exercise by the Client of rights or remedies in respect of the Consumer Guarantees or any other rights or remedies conferred by the Australian Consumer Law or the application of the Consumer Guarantees or any other provision of the Australian Consumer Law.
16. General Provisions
Branded Products® may amend these Terms and Conditions from time to time, by written notice to the Client, provided that the amended Terms and Conditions will only apply to orders placed after the date of such notice.