Terms & Conditions

AGREEMENT TO TERMS

These Terms of Service (the "Terms" or this "Agreement") govern your use of the Corvallis Custom website (the "Website") and all quotations, orders, and goods and services supplied by Corvallis Custom LLC, an Oregon limited liability company with its principal place of business at 1853 NW 9th St, Corvallis, Oregon 97330 ("Corvallis Custom," "we," "us," or "our").

These Terms are referenced on our invoices and quotations and apply to every Order unless we have signed a separate written agreement with you that expressly supersedes them. By accessing the Website, requesting a quotation, approving a Proof, or placing an Order, you ("Customer" or "you") agree to be bound by these Terms.

We may revise these Terms from time to time. If we make a material change, we will notify account holders by email or by a notice on the Website. The version in effect at the time your Order is placed governs that Order. Questions may be directed to [email protected] or (541) 207-3424.

Our collection and use of personal information is described in our Privacy Policy, available on the Website. The Privacy Policy is provided for your information and is not incorporated into this Agreement.

1. DEFINITIONS

"Artwork" means any design, logo, image, text, mark, photograph, illustration, file or other content supplied by Customer or created for Customer in connection with an Order.

"Customer-Supplied Goods" means garments, substrates, promotional items or other physical goods supplied by Customer for decoration or finishing by Corvallis Custom.

"Goods" means the finished products supplied under an Order.

"Order" means an accepted request for goods or services, whether placed through the Website, by email, by telephone, by purchase order, or in person.

"Proof" means a digital or physical representation of the Goods submitted to Customer for approval before production.

"Services" means the design, printing, decoration, finishing, fulfillment and related services supplied by Corvallis Custom in connection with an Order.

"Swag Store" means a storefront or category on the Website operated by Corvallis Custom in association with a partner organization, through which Goods bearing the partner's designs are offered on a made-to-order basis.

2. USE OF THE WEBSITE

2.1 The content of the Website is provided for your personal and business use in evaluating and purchasing our goods and services. It is subject to change without notice.

2.2 We do not warrant the accuracy, timeliness, completeness or suitability of the information and materials found on the Website for any particular purpose. You acknowledge that such information may contain inaccuracies or errors, and we exclude liability for them to the fullest extent permitted by law.

2.3 Your use of any information or materials on the Website is at your own risk. It is your responsibility to ensure that any products, services or information available through the Website meet your requirements.

2.4 All rights, title and interest in the Website are owned by or licensed to us, including its design, layout, appearance and graphics. Reproduction is prohibited except as permitted by our copyright notice.

2.5 Trademarks reproduced on the Website which are not our property are the property of their respective owners and are acknowledged.

2.6 Unauthorized use of the Website may give rise to a claim for damages and may constitute a criminal offense.

2.7 The Website may contain links to third-party websites. Links are provided as a convenience and do not imply affiliation, sponsorship, endorsement, or verification. We are not responsible for third-party content or your use of third-party sites, and their terms and privacy practices may differ from ours.

2.8 You must be at least 18 years of age, or the age of majority in your jurisdiction, to place an Order.

2.9 Prohibited conduct. You may not use the Website or our online design tools to: (a) upload or transmit Artwork or other content that is unlawful, infringing, or of a character we may refuse under § 8.4; (b) interfere with or disrupt the Website, its servers, or its security features, or circumvent any access or authentication measure; (c) scrape, harvest, or systematically extract data or content by automated means without our written consent; (d) misrepresent your identity or affiliation, or place orders by automated means; or (e) reverse engineer, decompile, or copy any portion of the Website except as permitted by law. We may suspend or terminate Website access or accounts, and may decline Orders, for violation of this § 2.9 (§ 29.6).

3. COPYRIGHT COMPLAINTS

3.1 We respect intellectual property rights. If you believe content on the Website — including Artwork uploaded through our online design tools — infringes your copyright, send a notice to our designated Copyright Agent: [NAME — designate and register with the U.S. Copyright Office before adoption], Corvallis Custom LLC, 1853 NW 9th St, Corvallis, OR 97330, [email protected], (541) 207-3424. The notice must include: (a) identification of the copyrighted work claimed to be infringed; (b) identification and location of the allegedly infringing material; (c) your contact information; (d) a statement of good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; (e) a statement, under penalty of perjury, that the notice is accurate and that you are the owner or authorized to act for the owner; and (f) your physical or electronic signature.

3.2 We may remove or disable access to material that is the subject of a notice, and we may suspend or terminate the accounts of repeat infringers.

3.3 Counter-notice. If material you posted or uploaded was removed or disabled and you believe this was the result of mistake or misidentification, you may send the Copyright Agent a counter-notice that includes: (a) identification of the material and its location before removal; (b) a statement under penalty of perjury that you have a good-faith belief the material was removed or disabled as a result of mistake or misidentification; (c) your name, address and telephone number; (d) a statement that you consent to the jurisdiction of the federal district court for the judicial district in which your address is located (or, if your address is outside the United States, the District of Oregon), and that you will accept service of process from the person who provided the original notice or that person's agent; and (e) your physical or electronic signature. We may restore the material no less than ten (10) and no more than fourteen (14) business days after receiving a compliant counter-notice, unless the original complainant notifies us that it has filed an action seeking a court order against the alleged infringer.

4. QUOTATIONS AND ESTIMATES

4.1 A quotation is subject to cancellation if it is not accepted within thirty (30) days, if work does not commence within thirty (30) days after acceptance, or if work does not proceed with continuous production.

4.2 Estimates based on visuals, rough dummies, sketches, copies or verbal descriptions are tentative and subject to revision on inspection of final print-ready Artwork. Customer will be notified of any price change before final production.

4.3 Prices are based on production and labor costs at the time of quotation. Price adjustments may be made at invoicing if an Order has been delayed by Customer and material or labor costs have increased, or if preferential scheduling is required to meet a Customer-requested delivery date.

4.4 If Customer interrupts production for more than seven (7) working days, Corvallis Custom may invoice for work in process.

5. ONLINE ORDERS AND SWAG STORES

5.1 Order acceptance. An order placed through the Website is an offer to purchase. Our order confirmation acknowledges receipt of the offer; acceptance occurs when we begin production or ship the Goods, whichever is earlier. We may decline or cancel any Website order before acceptance for any lawful reason, including suspected fraud, with a full refund of amounts paid for the cancelled items.

5.2 Pricing and description errors. Despite our efforts, items may be mispriced or misdescribed. If an item's correct price or description is materially different from that stated at the time of order, we may cancel the order and refund amounts paid, or contact you for instructions before proceeding.

5.3 Availability. If a blank garment or item becomes unavailable or is discontinued, we may cancel and refund the affected items, or offer a substitute of equal or better quality for your approval before production.

5.4 Swag Stores. Purchases from a Swag Store are purchases from Corvallis Custom. Corvallis Custom — not the partner organization — is the seller of record and is responsible for payment processing, production, shipping and customer service. The partner organization's role is limited to its designs and its promotion of the store, and it is not our agent. Direct all questions about a Swag Store purchase to us.

5.5 Production and shipping estimates. Production and shipping times shown at checkout or on product pages, including for made-to-order Swag Store items, are estimates and not guaranteed. § 13.6 applies.

5.6 Payment at checkout. Payment for Website orders is due in full at checkout. Sections of these Terms addressing quotations and credit terms apply to quoted work, not to Website checkout.

6. PAYMENT, CREDIT AND LATE PAYMENT

6.1 We accept payment by credit card, debit card, electronic check (ACH), and purchase order from qualified customers. Payments made electronically are transmitted securely.

6.2 Payment is due in full at the time of order unless Customer has been approved for credit terms in advance.

6.3 Approved accounts may be invoiced on net 15 or net 30 terms as designated in writing by Corvallis Custom. All credit terms are contingent on credit approval and may be modified or withdrawn at our discretion.

6.4 Late payment. Invoices not paid when due accrue interest at 1.5% per month (18% per annum), or the maximum rate permitted by Oregon law if lower, from the due date until paid in full.

6.5 Customer is responsible for all costs of collection, including collection agency fees and reasonable attorney fees, whether or not suit or arbitration is commenced.

6.6 Corvallis Custom may suspend work on any or all of Customer's Orders, and may withhold delivery of completed Goods, while any invoice is past due.

6.7 Card charges appear as CORVALLIS CUSTOM.

7. TAXES

7.1 Corvallis Custom does not currently collect sales tax. Oregon imposes no general sales tax, and we are not presently required to collect sales or use tax in other jurisdictions.

7.2 This is not tax advice. Customer is responsible for determining and paying any use tax, import duty, or other tax or charge applicable in Customer's own jurisdiction. Quoted prices exclude all such taxes and duties, and any tax we become required to collect will be added to applicable invoices.

8. ARTWORK, RIGHTS AND LICENSES

8.1 Customer warranty. Customer represents and warrants that it owns or holds all rights, licenses, consents and permissions necessary for Corvallis Custom to reproduce the Artwork and marks supplied, including without limitation any collegiate, university, fraternity, sorority, professional or amateur sports league, or other licensed marks, and the name, image or likeness of any individual.

8.2 Customer will provide written evidence of such rights on request. Corvallis Custom may decline, suspend or halt any Order pending receipt of satisfactory evidence.

8.3 Production of Customer Artwork is not an approval, verification, or representation by Corvallis Custom that Customer holds the necessary rights.

8.4 Right of refusal. We may refuse at any time to reproduce any copy, photograph, artwork or illustration that in our sole judgment invades privacy, is degrading, libelous, unlawful, profane, obscene, pornographic, promotes hatred or violence, tends to ridicule or embarrass, infringes third-party rights, or is otherwise objectionable.

8.5 Preparatory work. Creative writing, sketches, layouts, dummies, separations, digitized embroidery files, screens, dies, tooling and other preparatory work produced by Corvallis Custom remain our exclusive property unless otherwise agreed in writing, and may not be used by Customer or any third party except on terms agreed with us.

8.6 Ownership and use of designs. Customer retains ownership of Artwork that Customer supplies. Designs and Artwork created by Corvallis Custom remain the exclusive property of Corvallis Custom unless assigned in a writing signed by Corvallis Custom, which assignment may be conditioned on payment of a buyout fee. Upon payment in full, Customer may use the final approved design as embodied in the Goods. Production assets — including separations, screens, digitized embroidery files and print-ready production files — remain Corvallis Custom's property and are not released except as agreed under § 8.5.

8.7 File retention. We retain approved Artwork on file as a convenience for reorders but are not obligated to do so indefinitely and accept no liability for loss. Customer is responsible for maintaining its own archive of Artwork.

8.8 License to Corvallis Custom. Customer grants Corvallis Custom a non-exclusive, royalty-free license to host, store, reproduce, resize, adapt and otherwise use Artwork supplied by Customer as reasonably necessary to prepare Proofs, produce the Goods, fulfill the Order, retain Artwork on file under § 8.7, and display completed work as permitted by § 21.2.

9. PROOFS AND APPROVAL

9.1 It is the responsibility of Customer to proofread all Proofs. Corvallis Custom is not responsible for errors of any kind — including spelling, grammar, dates, phone numbers, sizing, placement, quantity and color — in Goods produced in accordance with a Proof approved by Customer.

9.2 Corrections must be requested when the Proof is returned. If revised Proofs are required, the request must be made at that time.

9.3 Where copy, layout, design, composition, stock, ink color or similar elements are not specified by Customer and are left to our discretion, our sole obligation is the exercise of reasonable care and judgment.

9.4 Changes, corrections, or lost production time arising from Customer's unavailability, change of mind, indecision or delay will be charged at current rates. Re-proofing and re-ripping may be subject to fees at current rates.

9.5 Electronic approval. Approval given by email, through our online proofing system, or from any address or account associated with Customer, constitutes Customer's binding electronic signature under the federal E-SIGN Act and the Oregon Uniform Electronic Transactions Act. We retain approved Proofs as a record of the approved specification.

10. PRODUCTION, TOLERANCES AND VARIATION

10.1 Quantity tolerance. Because of the nature of production, we may deliver up to 10% over or under the quantity ordered on quoted production runs, with the invoice adjusted accordingly. Where an exact quantity is required, Customer must state this in writing at the time of Order and additional charges may apply. This tolerance does not apply to orders placed through Website checkout, including Swag Store orders, which ship in the exact quantity ordered.

10.2 Color variation. Because of differences in equipment, photography, separations, computer displays, proofing devices, papers, substrates, garment dye lots, inks and threads, minor variation between a Proof and the finished Goods constitutes acceptable delivery. Color matching on textiles is approximate. Special inks and proofing stocks are available on request at current rates.

10.3 Alterations. Work performed in addition to the original specification is charged at current rates and supported with documentation on request.

10.4 Additional costs caused by deficiencies in Customer's specifications are charged to Customer at current rates.

10.5 Experimental work performed at Customer's request — including creative writing, sketches, drawings, composition, mock-ups and press proofs — is charged at current rates and may not be used without our written consent.

11. RUSH SERVICES

11.1 Rush production or expedited scheduling is available on request for an additional charge quoted in advance.

11.2 Rush services are provided on a best-efforts basis. Rush charges compensate Corvallis Custom for preferential scheduling and additional costs; they are not a guarantee of a delivery date. § 13.6 applies.

11.3 Expedited shipping is performed by third-party carriers. If a carrier fails to meet its own committed delivery time, our liability is limited to refunding the expedited shipping charges to the extent the carrier refunds them to us. Production and decoration charges are not refundable on account of carrier delay.

12. CUSTOMER-SUPPLIED GOODS

12.1 Condition. Customer-Supplied Goods must be new, unwashed, unworn, and free of fabric softeners, detergents or other treatments. Washed or treated garments react unpredictably with pretreatment, inks and curing. We may refuse washed, worn or treated goods, or proceed at Customer's sole risk.

12.2 Customer is solely responsible for the suitability, quality, sizing, colorfastness and compatibility of Customer-Supplied Goods with the chosen decoration method.

12.3 We will count Customer-Supplied Goods on receipt against the accompanying packing documentation and report discrepancies, but we do not independently verify quantities or inspect for latent defects. Shortages and defects will be reported to Customer for resolution with Customer's own supplier or carrier.

12.4 Spoilage allowance. Customer accepts a spoilage allowance of the greater of 3% of the affected Order or two (2) pieces per design, size and color combination.

12.5 Remedy. For Customer-Supplied Goods spoiled in our process beyond the allowance in § 12.4, our sole liability is to waive or refund the decoration charges for the affected pieces. We do not replace Customer-Supplied Goods and are not liable for their replacement cost, retail value, or lost profit.

12.6 Our insurance does not cover Customer-Supplied Goods. Customer is responsible for insuring them.

12.7 We are not responsible for outcomes attributable to the Customer-Supplied Goods themselves, including dye migration, shrinkage, inconsistent dye lots, mislabeled sizing, or unsuitability for the chosen decoration method.

12.8 Customer represents that Customer-Supplied Goods comply with applicable law, including product safety, flammability, labeling and — where the finished Goods are intended for children — children's product safety requirements. § 17 and § 20.1(d) apply.

13. DELIVERY, PICKUP, TITLE AND RISK OF LOSS

13.1 Quoted prices are for delivery without storage, drop-shipped to Customer, and assume continuous and uninterrupted delivery of the complete Order unless specifications state otherwise.

13.2 Pickup. In-store pickup is available at 1853 NW 9th St, Corvallis, Oregon during posted business hours. We will notify Customer when an Order is ready. § 14.3 (Unclaimed Goods) applies from the date of that notice.

13.3 Title and risk. Title to Goods passes to Customer upon the later of (a) delivery or pickup and (b) payment in full. Risk of loss passes to Customer upon delivery to Customer, upon delivery to the carrier at the shipping point, or upon pickup, whichever first occurs.

13.4 Transit claims. Claims for loss or damage in transit are made against the carrier and are Customer's responsibility to pursue. We will provide reasonable assistance and documentation, and will pursue carrier claims for shipments we arranged where the carrier's process requires the shipper to file.

13.5 Shipping prices quoted are for the continental United States only.

13.6 Every effort will be made to deliver at the requested time. Delivery dates are estimates and are not guaranteed.

13.7 Production schedules established with Customer will be adhered to by both parties, subject to § 24 (Force Majeure).

13.8 Overtime. Overtime caused by Customer's failure to meet deadlines or delay in returning approved copy, Proofs or materials is charged at current overtime rates in addition to the quoted price. Where an agreed deadline is missed due to Customer, no new delivery date should be assumed without rescheduling with us.

14. STORAGE AND UNCLAIMED GOODS

14.1 We provide temporary storage of Artwork, layouts, films, designs and similar materials as a courtesy, as space permits, and accept no liability for their safekeeping, loss or damage.

14.2 Quoted prices do not include storage of finished, sample or exhibit Goods, or of paper or materials supplied by Customer. Storage requested by Customer is charged at current rates. We are not liable for loss or damage to stored property from any cause, including fire, water, leakage, theft, negligence, pests, breakage or deletion.

14.3 Unclaimed Goods. Completed Orders not collected within thirty (30) days of notice that they are ready may incur storage charges at our then-current rates. Orders remaining uncollected ninety (90) days after such notice may be disposed of, donated or destroyed at our discretion without further notice, and without relieving Customer of the obligation to pay for the Order in full; provided that Goods bearing licensed or other third-party marks will be destroyed rather than donated or resold.

15. CANCELLATION AND CHANGES

15.1 Orders regularly entered, whether verbal or written, may not be cancelled except on terms that compensate Corvallis Custom for time, labor and materials expended through the date of cancellation, including non-recoverable materials ordered specifically for the Order.

15.2 Change orders after approval are subject to current rates and may affect the delivery schedule.

15.3 Customer design responsibility. Customer acknowledges that it is responsible for the final design, including placement, colors, and choice of print medium. Once Artwork is approved, Customer assumes responsibility for those choices.

16. CLAIMS, RETURNS AND EXCLUSIVE REMEDY

16.1 Claims. Claims for defects, damage, shortage or non-conformity must be made in writing within seven (7) business days of pickup or delivery, whichever occurs first, and must include the Order number and, where applicable, photographs of the claimed defect.

16.2 Goods subject to a claim must be retained and made available for inspection. Failure to make a timely claim constitutes acceptance of the Goods as conforming. Shortages within the tolerance stated in § 10.1, and transit loss or damage addressed by § 13.4, are not claimable under this section.

16.3 Returns. Because our products are produced to Customer's specification, we accept returns only for material defects, determined by Corvallis Custom.

16.4 Exclusive remedy. For any Order determined to be materially defective or non-conforming, Customer's sole and exclusive remedy is, at our option, (a) reprinting or replacement of the non-conforming Goods, or (b) a credit or refund of amounts paid for the non-conforming portion of the Order. We may require return of the non-conforming Goods, at our expense, as a condition of either remedy.

16.5 Payment disputes and chargebacks. Custom Goods are produced to Customer's approved specifications and cannot be resold. Customer agrees to raise any dispute with Corvallis Custom before initiating a chargeback or payment reversal. Initiating a chargeback for Goods produced pursuant to Customer's written or electronic approval constitutes a breach of this Agreement, and Customer is responsible for the disputed amount together with associated fees and costs of recovery.

17. PRODUCT COMPLIANCE AND CHILDREN'S PRODUCTS

17.1 Goods are decorated to Customer's approved specification. Customer is responsible for confirming that the finished Goods are fit for Customer's intended regulatory use. Decoration may affect a garment's certifications — including flame-resistant (FR) and high-visibility (ANSI/ISEA) ratings — and we make no representation that decorated garments retain the blank manufacturer's certifications.

17.2 Children's products. For Goods intended primarily for children twelve (12) and under, Corvallis Custom relies on the blank manufacturer's testing and certifications under the Consumer Product Safety Improvement Act (CPSIA) for the blank goods, and on the published compliance documentation of our ink and transfer suppliers. We do not independently test finished Goods. Available supplier certificates will be provided on request.

17.3 For Customer-Supplied Goods, compliance with product safety, flammability, labeling and children's product requirements is Customer's responsibility (§ 12.8).

18. LIMITED WARRANTY AND DISCLAIMER

18.1 Limited Warranty. Corvallis Custom warrants that Goods will conform in all material respects to the Proof approved by Customer, subject to the tolerances and variations stated in § 10, and will be free from material defects in workmanship at the time of delivery or pickup. The duration of this Limited Warranty is the claims period stated in § 16.1, and Customer's remedies are those stated in § 16.4.

18.2 EXCEPT AS EXPRESSLY STATED IN § 18.1, THE WEBSITE, GOODS, DESIGN TOOLS AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," AND CORVALLIS CUSTOM DISCLAIMS ALL OTHER WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ACCURACY, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY IMPLIED INDEMNITIES, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

18.3 WHERE THE GOODS ARE "CONSUMER PRODUCTS" UNDER THE MAGNUSON-MOSS WARRANTY ACT, IMPLIED WARRANTIES ARE NOT DISCLAIMED BUT ARE LIMITED IN DURATION TO THE DURATION OF THE LIMITED WARRANTY IN § 18.1, TO THE EXTENT PERMITTED BY LAW.

18.4 Some states do not allow limitations on how long an implied warranty lasts, or the exclusion of certain warranties, so some of the above may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.

19. LIMITATION OF LIABILITY

19.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF CORVALLIS CUSTOM ARISING OUT OF OR RELATING TO ANY ORDER OR TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, WARRANTY, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY CUSTOMER TO CORVALLIS CUSTOM FOR THE SPECIFIC ORDER GIVING RISE TO THE CLAIM.

19.2 IN NO EVENT SHALL CORVALLIS CUSTOM BE LIABLE FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, LOSS OF BUSINESS OPPORTUNITY, COST OF COVER, OR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

19.3 If you are dissatisfied with the Website itself, your sole and exclusive remedy is to stop using the Website. Remedies for Goods are exclusively those stated in § 16.4; this § 19.3 does not limit them further.

19.4 You understand and agree that Corvallis Custom would not make the Website and Goods available but for your agreement to the disclaimers and limitations in §§ 18 and 19, and that we rely on that agreement.

20. INDEMNIFICATION

20.1 Customer agrees to indemnify, defend and hold harmless Corvallis Custom, its members, employees, agents and subcontractors from and against any and all claims, demands, actions, proceedings, damages, costs and expenses, including reasonable attorney fees, arising from or relating to:

(a) any allegation that Artwork or marks supplied by Customer infringe any copyright, trademark, trade dress, patent, right of publicity, or other proprietary right, including in connection with our display of completed work under § 21.2;

(b) any allegation that Goods produced from Customer's Artwork are libelous, scandalous, or invade any person's privacy or other personal rights;

(c) Customer's breach of any representation or warranty in this Agreement, including those in § 8 and § 12.8; and

(d) Customer-Supplied Goods, including their condition, safety, labeling, or regulatory compliance.

20.2 We will give Customer reasonable notice of any such claim and, subject to the exigencies of the situation, a reasonable opportunity to undertake and continue its defense.

21. CONFIDENTIALITY AND PORTFOLIO RIGHTS

21.1 We will not disclose Customer's non-public business information provided in connection with an Order except as necessary to produce and deliver the Order or as required by law.

21.2 Portfolio rights. Unless Customer notifies us in writing that an Order is confidential, Corvallis Custom may photograph, display and describe completed work — including installed signage, apparel and printed materials, and Customer's name and marks — in our portfolio, on our website, in social media, and in other marketing materials, and may imprint our name on sample copies.

21.3 Customer may withdraw this permission for future use by written notice; we are not obligated to remove materials already printed or distributed.

22. SUBCONTRACTORS

22.1 Corvallis Custom may subcontract any or all of its obligations under an Order but remains responsible to Customer for performance.

23. LABOR STANDARDS AND RESPONSIBLE SOURCING

23.1 Corvallis Custom LLC is an affiliate member of the Fair Labor Association (Affiliate ID 3697).

23.2 We source blank apparel and promotional goods from suppliers who maintain published labor standards and third-party social compliance auditing, and we prefer suppliers participating in recognized programs such as the Fair Labor Association, WRAP, or SEDEX.

23.3 Corvallis Custom does not manufacture blank garments. Where Goods are produced by third parties, we rely on supplier certifications, published compliance programs and audit documentation. We will provide available supplier compliance documentation on request, and we will not knowingly source from any facility credibly identified as using forced, trafficked, or child labor.

23.4 Customers whose procurement policies require a supplier statement on labor practices may request one from their project manager.

24. FORCE MAJEURE

24.1 Neither party is liable for any delay or failure to perform, other than an obligation to pay money, caused by circumstances beyond its reasonable control, including war, riot, civil disorder, terrorism, fire, flood, severe weather, epidemic or pandemic, strike or labor dispute, accident, failure or shortage of supply including blank goods, carrier failure or delay, utility or telecommunications failure, network or cyber incident, and acts of government or civil authority.

24.2 If such circumstances continue for more than thirty (30) days, either party may terminate the affected Order on written notice, and Customer will pay for work performed and non-recoverable materials through the date of termination.

25. GOVERNING LAW

25.1 This Agreement is governed by and construed in accordance with the laws of the State of Oregon, without regard to its conflict of laws principles, and without regard to the fact that either party may be or become a resident of another state.

25.2 The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

26. DISPUTE RESOLUTION

26.1 Arbitration. Any dispute or claim arising out of or relating to this Agreement, or to its interpretation, breach, existence, scope or validity — including the validity of this arbitration provision — shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") before a single arbitrator, under the AAA's Commercial Arbitration Rules — except that disputes the AAA determines to be consumer disputes shall be administered under the AAA's Consumer Arbitration Rules. Judgment on the award may be entered in any court of competent jurisdiction. This § 26 is governed by the Federal Arbitration Act.

26.2 Venue. Arbitration shall take place in Benton County, Oregon, unless the parties agree otherwise in writing or the applicable AAA consumer rules require a different or remote venue. The parties waive objection to venue and to personal jurisdiction there.

26.3 Small claims carve-out. Either party may instead bring an individual claim in any small claims court having jurisdiction, if the claim qualifies.

26.4 Class action waiver. Claims must be brought in an individual capacity. Neither party may bring or participate in a class, collective, consolidated or representative action. If this waiver is held unenforceable as to a particular claim or request for relief, then that claim or request — and only that claim or request — shall be severed from arbitration and may proceed in a court described in § 26.5, and the remainder shall be resolved by arbitration.

26.5 Administrator fallback. If the AAA is unavailable or declines to administer a dispute, the parties will agree on a substitute administrator; failing agreement within thirty (30) days, either party may bring the dispute in the state or federal courts sitting in Benton County, Oregon, and the parties consent to jurisdiction and venue there.

26.6 Prevailing party. In any dispute, the prevailing party is entitled to recover its costs and expenses, including reasonable attorney fees.

26.7 Injunctive relief. Either party may seek injunctive or other equitable relief in a court of competent jurisdiction in Benton County, Oregon, to protect intellectual property or confidential information, without waiving this arbitration provision.

26.8 Right to opt out. You may opt out of the agreement to arbitrate in this § 26 (including the class action waiver in § 26.4) by sending written notice to [email protected] or to the mailing address in § 29.3 within thirty (30) days after the date you first accept these Terms or first place an Order governed by them, whichever is earlier. The notice must state your name and address and that you are opting out of arbitration. Opting out does not affect any other provision of this Agreement; disputes will instead be resolved in the courts described in § 26.5.

26.9 Coordinated filings. If twenty-five (25) or more demands for arbitration raising similar claims are filed against Corvallis Custom by or with the assistance or coordination of the same counsel or organization, the parties agree that the AAA's Mass Arbitration Supplementary Rules and associated fee schedules then in effect shall apply, and that the AAA may batch or stage the demands for efficient administration.

27. SEVERABILITY

27.1 If any provision of this Agreement is held invalid, unenforceable or void, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

28. ENTIRE AGREEMENT AND MODIFICATION

28.1 This Agreement, together with the applicable quotation and invoice, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior proposals, representations and understandings, written or oral.

28.2 Order of precedence. In the event of a conflict, a separate written agreement signed by both parties controls; then a signed quotation; then these Terms.

28.3 Customer's preprinted terms — including purchase order terms, vendor agreements, and supplier portal terms — are expressly rejected and do not apply unless specifically accepted in a writing signed by an authorized representative of Corvallis Custom.

28.4 No alteration of this Agreement is effective unless in writing and signed by both an authorized representative of Corvallis Custom and Customer, except that Corvallis Custom may revise these Terms for future Orders as described in the introduction to this Agreement.

29. MISCELLANEOUS

29.1 No waiver. Failure to enforce any provision is not a waiver of that or any other provision.

29.2 Assignment. Customer may not assign this Agreement or any Order without our written consent. We may assign in connection with a sale or transfer of our business or assets.

29.3 Notices. Notices to Corvallis Custom must be sent to [email protected] or to 1853 NW 9th St, Corvallis, OR 97330. Notices to Customer will be sent to the email address on the account, which Customer agrees is a valid method of notice for all purposes including billing.

29.4 Communications. By providing an email address or phone number, Customer consents to receive transactional communications about quotations, Proofs and Orders, including text messages where a mobile number is provided; message and data rates may apply. Marketing communications are described in our Privacy Policy and remain subject to applicable law.

29.5 Survival. Sections relating to payment, taxes, artwork rights, indemnification, warranties and disclaimers, limitation of liability, confidentiality and portfolio rights, governing law and dispute resolution survive completion or termination of any Order.

29.6 Accounts. Customer agrees that information provided in connection with an account or Order is current and accurate, and will keep it updated. Customer is responsible for maintaining the confidentiality of account credentials and for activity under the account. We may decline to open an account at our discretion, and may suspend or close an account, or decline Orders, for breach of these Terms, suspected fraud or abuse, or misuse of the Website (§ 2.9).

29.7 Headings. Headings are for convenience only and do not affect interpretation.