TERMS AND CONDITIONS OF SALE

Martin Label and Print
California, USA
Effective Date: Jan 1, 2026

These Terms and Conditions of Sale ("Terms") govern the sale of products and services by Martin Label and Print ("Company") to the purchaser ("Customer"). By placing an order, Customer agrees to be bound by these Terms.

1. Orders and Acceptance
All orders are subject to acceptance by the Company. No order shall be binding until accepted by the Company through written confirmation, issuance of an invoice, or commencement of production.

2. Quotations and Pricing
Quotations are valid for thirty (30) days unless otherwise stated in writing.
Prices are stated in U.S. dollars and exclude applicable sales taxes, shipping, freight, insurance, and other charges unless specifically indicated.
The Company reserves the right to adjust prices due to increases in material costs, labor costs, freight costs, or customer-requested changes.

3. Artwork, Proofs, and Customer Approval
Customer is solely responsible for the accuracy of all artwork, copy, specifications, dimensions, colors, barcodes, and other information submitted.
Electronic or printed proofs must be reviewed and approved by Customer before production.
Approval of a proof constitutes acceptance of all content and specifications.
The Company shall not be responsible for errors, omissions, or defects appearing in approved proofs.

4. Custom Printed Products
All custom labels, tags, packaging, decals, printed materials, and specialty products are manufactured to Customer specifications.
Once production has begun, custom orders may not be canceled without the Company's written consent.
Cancellation of approved orders may result in charges for work completed, materials purchased, and administrative costs.

5. Payment Terms
Payment is due according to the terms stated on the quotation, invoice, or credit agreement.
The Company may require advance payment, deposits, or payment in full before production.
Past-due balances may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by California law.
Customer shall be responsible for reasonable collection costs, attorneys' fees, and court costs incurred in collecting overdue amounts where permitted by law.

6. Taxes
Customer shall pay all applicable federal, state, and local taxes arising from the sale of products, excluding taxes based on the Company's income. Valid resale certificates must be provided prior to invoicing to claim tax exemption.

7. Delivery and Shipping
Delivery dates are estimates only and are not guaranteed unless expressly agreed in writing.
The Company is not liable for delays caused by carriers, suppliers, labor shortages, weather conditions, governmental actions, or other circumstances beyond its reasonable control.
Risk of loss and title transfer to Customer upon delivery to the carrier or Customer, whichever occurs first.

8. Inspection and Claims
Customer shall inspect products immediately upon receipt.
Claims for shortages, defects, damage, or nonconforming products must be submitted in writing within ten (10) business days after delivery.
Failure to provide timely notice constitutes acceptance of the products.

9. Returns and Refunds
No returns shall be accepted without prior written authorization from the Company.
Custom-manufactured products are non-returnable except in cases of verified manufacturing defects or production errors attributable solely to the Company.
Authorized returns may be subject to inspection and applicable restocking fees.

10. Manufacturing Tolerances
Customer acknowledges that reasonable industry-standard variations may occur in:

• Color matching

• Material thickness

• Label dimensions

• Print registration

• Quantity delivered

• Finishing processes

Such variations shall not constitute defects.

11. Intellectual Property
Customer represents and warrants that it owns or has obtained all rights necessary to reproduce any artwork, trademarks, logos, images, text, or other materials supplied to the Company.
Customer shall defend, indemnify, and hold harmless the Company from any claims, damages, liabilities, costs, or expenses arising from alleged infringement of intellectual property rights related to customer-supplied materials.

12. Limited Warranty
The Company warrants that products will substantially conform to the specifications approved by Customer.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT TO THE MAXIMUM EXTENT PERMITTED BY CALIFORNIA LAW.

13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
THE COMPANY'S TOTAL LIABILITY SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR THE SPECIFIC PRODUCTS GIVING RISE TO THE CLAIM.
THE COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF BUSINESS OPPORTUNITY, OR BUSINESS INTERRUPTION.

14. Force Majeure
The Company shall not be liable for delays or failure to perform resulting from events beyond its reasonable control, including acts of God, natural disasters, fires, floods, pandemics, labor disputes, material shortages, transportation disruptions, governmental regulations, cyber incidents, or utility failures.

15. Compliance with Laws
Customer shall comply with all applicable federal, state, and local laws regarding the use, sale, labeling, and distribution of products purchased from the Company.

16. Governing Law and Venue
These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles.
Any legal action arising from these Terms shall be brought exclusively in the state or federal courts located in California, and the parties consent to the jurisdiction of such courts.

17. Severability
If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

18. Entire Agreement
These Terms, together with any quotation, order acknowledgment, invoice, or written agreement issued by the Company, constitute the entire agreement between the parties and supersede all prior discussions, representations, and agreements relating to the sale of products and services.

Thank You Martin Label and Print