These Terms and Conditions of Sale shall constitute the complete agreement between HIMM, INC. DBA: ACADEMYFITS (hereafter “Seller”), and its customer, distributor and/or retailer, named upon the first page of this agreement (hereafter “Purchaser”). This Agreement shall supersede all prior oral and written agreement of any kind made by the parties and their representatives. All terms and conditions contained in Purchaser’s orders or elsewhere which are different from, in addition to, conflict with, or vary from this agreement are hereby void and shall not be binding on Seller unless expressly agreed to in writing, signed at Seller’s principal office in Los Angeles, California, by a duly authorized Office of Seller in a document making specific reference to this agreement to this agreement and specifically stating that it ‘amends’ this agreement.

• HIMM INC. DBA: ACADEMYFITS is authorized to proceed with your bulk order and charge a non-refundable 50% deposit and charge the remaining balance once your order is completed.
• If the artwork is trademarked, you as the individual have the authority to duplicate the design. AcademyFits will not be responsible for any trademarked goods that were plagiarized by the client. If any goods sold or supplied to Purchaser by Seller are not maintained and operated in accordance with recommended procedures, specifications, requirements, and/or instructions, Purchaser agrees to release, defend, protect, and hold Seller harmless against all suits at law and in equity. Seller shall not be liable for any costs, legal fees, expenses, damages, claims, and demands arising out of such suit.
• No returns of merchandise will be accepted without prior written approval from Seller. Returns will be accepted for credit only with Seller-supplied return authorization. All returns will be subjected to inspection and if deemed satisfactory, approved for credit against the original invoice. Absent written approval from Seller accepting a return, any attempt by Purchaser to revoke acceptance after receipt of any shipment shall constitute a breach of this agreement.
• All claims for shortages, damages or incorrect merchandise must be made to seller within 3 days from delivery date/pick up. 
• While every attempt to honor change requests will be made, orders in production cannot be changed or canceled. If any changes are made before bulk production, allow additional time to complete your order.
• Purchaser, agrees that some minor blemishes or imperfections may occur during embroidery production. Our team is using thread and needle to replicate your design onto a physical product.
• Seller shall not assume any responsibility for claim or damage due to default or delay in production or delivery of any or all portions of any order which are out of Seller’s control including but not limited to: accident or breakdown of Seller’s plant machinery or equipment embargoes; fire; riots; delays from suppliers and carriers; government restrictions, prohibitions, or allocations. In no event shall Seller be liable for any consequential, special, or contingent damages arising out of Seller’s default or delay in the completion of this order.

• HIMM INC, DBA: ACADEMYFITS is authorized to charge the card provided by the customer.
• No returns will be accepted for wholesale orders after 3 days from delivery date/pick up. All claims for shortages, damages or incorrect merchandise must be made to customer service.
• All return goods will be charged with a 15% restocking fee.
• The customer is responsible for the return shipping cost.
• If your package is in transit with the carrier, we are unable to cancel your order.
• If the customer provides us with the wrong address, and the package has been shipped, we will not be held responsible for any damages or cost. The customer will be responsible for all expenses once shipped.
• If the carrier returns your package back to us for invalid address, return to sender, or etc. The customer will be responsible for any charges from the carrier. This includes return cost, chargebacks, and any service fees.

• The risk of damage or loss falls upon Purchaser immediately upon goods leaving Seller’s factory or warehouse.
• If not specified by Purchaser, Seller will use discretion forwarding by U.P.S., or any other reasonable shipping method.
• Concealed damage may occur from handling by carriers, and the amount of damage shall be collectible by Purchaser from the carrier upon presentation of a proper claim with the carrier. If Purchaser discovers damage upon unpacking of the shipment, Purchaser must inform the delivering carrier and request an inspection regarding the concealed damage. The carrier will finish proper forms for the claim. DO NOT ATTEMPT TO RETURN DAMAGED MERCHANDISE TO SELLER.
• The carrier is responsible for the shipment when it is picked up from Seller’s factory and/or warehouse.

• AcademyFits is authorized to replicate your design into an embroidery file, upon your approval and payment. We will not be responsible for plagiarism and any trademark issues that arise.
• All files produced in our facility which includes, embroidery files and mock ups, are property of HIMM INC, DBA: ACADEMYFITS. These files will not be distributed to any 3rd party without your permission.
• If the client would like a copy of the embroidery files, there is going to be a one time fee of $100.00 or $150.00 for logos larger than 6 inches, which includes the EMB and DST file. This fee applies to every logo that is being requested for.
• If the purchaser is providing us with their own embroidery file, we will not be held responsible for any damages on the products being embroidered. The seller have the right to invoice for any damaged products from our stock. This also applies to the machines the embroidery file is being use on. If the machine was damaged due to your file, the purchaser will be responsible for all damages that occurred.

• All products provided by the customer is inspected before being processed for production.
• If our team finds any stains, rips, and/or any major blemishes, we will notify you right away.
• We will not be held responsible for any products damaged during transit to our facility.
• Production turnaround time starts when we receive your merchandise.
• We will NOT be responsible for any stolen goods, missing items, damages from natural disasters, fires, and etc. that may ruin your merchandise.
• You agree that you will take full responsibility for storing your products in our facility.
• After 30 days, if purchaser does not claim any orders or merchandise that is stored in our facility, we have the right to dispose of it at our own expense.

Date of delivery or pick up is the start date of payment.

This notice will take effect on 2/1/2024.

• All late payments that exceed 14 days will be charged 5% penalty of the total invoice balance.
• All Late payments that exceed 30 days will be charged 10% penalty of the total invoice balance.
• All Late payments that exceed 60 days will be charged 15% penalty of the total invoice balance.
• All Late payments that exceed 90 days will be charged 20% penalty of the total invoice balance and sent to a collection agency.
• Balances that are open beyond 120 days will be taken with legal actions.

• Make all checks paid to "HIMM, INC. DBA: ACADEMYFITS".
• Bounced checks will be charged with a fee of $25.00 per occurrence or the current banking fee. (Whichever is higher)