Terms of Sale

1.1These Terms of Sale ("Terms") govern all orders placed with The Minxes Ltd, a company registered in England and Wales under company number 05356168 ("we", "us", "our"). By placing an order you agree to be bound by these Terms.

1.2These Terms apply to business customers. If you are a consumer (an individual acting outside of a business, trade or profession) additional rights apply to you under the Consumer Rights Act 2015 which these Terms do not override.

1.3No variation to these Terms shall be effective unless agreed in writing and signed by a director of The Minxes Ltd.

2.1All quotations are valid for 14 days from the date of issue and are subject to availability of materials and supplier pricing at the time of order confirmation.

2.2A quotation does not constitute an offer. A binding contract is formed only when we issue a written order confirmation.

2.3Quantities, specifications and prices are as set out in the order confirmation. We reserve the right to correct typographical errors or pricing mistakes prior to issuing an order confirmation.

2.4For custom and bespoke orders, we may produce a run-on or run-under of up to 5% of the total quantity ordered due to the nature of print and merchandise production. You will be invoiced for the actual quantity delivered. Where a run-under occurs you will only be charged for what is delivered; where a run-on occurs you will not be charged for any surplus beyond the ordered quantity.

3.1All prices are in GBP and exclude VAT unless stated otherwise. VAT will be added at the applicable rate.

3.2Deposit. A deposit of 50% of the total order value is required before artwork or production work commences. For orders under £500, payment in full is required upfront. In the event of cancellation, the deposit will be retained to the extent of costs reasonably incurred up to the point of cancellation; any amount in excess of those costs will be refunded.

3.3Balance. The remaining balance is due and payable in full prior to dispatch. We reserve the right to withhold dispatch until cleared funds are received.

3.4Credit accounts. Where a credit account has been agreed in writing, invoices are due within 30 days of the invoice date. Credit accounts are subject to review and may be withdrawn at any time.

3.5Late payments will accrue interest at 8% per annum above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998, together with reasonable debt recovery costs.

3.6We reserve the right to suspend work on any active order if any related invoice becomes overdue.

4.1Where you supply artwork, it must be provided in accordance with our artwork guidelines. We accept no liability for errors, delays or quality issues arising from artwork that is not supplied to specification.

4.2We will produce a digital visual proof ("Proof") for your approval before production commences. Production will not begin until we have received your written approval of the Proof.

4.3Customer responsibility. By approving the Proof in writing, you confirm that all details — including spelling, colours, dimensions, logos and content — are correct. We accept no responsibility for errors approved by you.

4.4Up to two rounds of Proof revisions are included at no additional charge. Further revisions may be subject to an artwork fee.

4.5Colour reproduction. We take care to match colours as closely as possible, however exact colour matching between screen, digital Proof and physical print cannot be guaranteed due to the nature of print processes and material substrates. A variance of up to 10% from the approved digital Proof colour is within acceptable industry tolerance and does not constitute a defect.

4.6Where we create or adapt artwork on your behalf, ownership of that artwork remains with us until final payment is received in full, at which point ownership of the final approved design transfers to you for the purposes for which it was commissioned.

5.1Lead times quoted are estimates and commence from the date we receive both: (a) your written Proof approval; and (b) cleared payment of the required deposit.

5.2Time is not of the essence unless: (a) we have expressly confirmed a specific deadline in writing as a contractual obligation; or (b) you have notified us in writing at the time of placing your order that the deadline is time-critical to a specific event or commercial commitment, and we have acknowledged that notification in writing.

5.3We will notify you promptly of any delay. Where a delay is caused by you — including late Proof approval, late artwork supply or late payment — we accept no liability for any resulting delay and reserve the right to reschedule production.

5.4We are not liable for delays caused by third-party suppliers, couriers, customs authorities, industrial action, or other circumstances beyond our reasonable control.

6.1Delivery is to the address specified in your order. You are responsible for ensuring delivery details are accurate. Any re-delivery costs arising from inaccurate information will be charged to you.

6.2Risk in the goods passes to you on delivery. Title passes on receipt of cleared payment in full.

6.3Delivery timescales given are estimates only and do not form part of the contract unless agreed in writing as a contractual obligation.

6.4You must inspect goods on delivery and notify us in writing of any shortage, visible damage or discrepancy within 5 working days of receipt. After this period, goods are deemed accepted.

7.1We warrant that goods will be of satisfactory quality and materially conform to the approved Proof, subject to the colour tolerance at clause 4.5.

7.2Where a genuine defect is identified and notified within 5 working days of delivery (clause 6.4), your remedy will be, at our election: (a) replacement of the defective goods; or (b) a partial or full credit proportionate to the defect.

7.3We do not accept returns for goods that conform to the approved Proof. Custom and bespoke goods cannot be returned on the basis that you have changed your mind or the design is no longer required.

7.4We will not be liable for defects arising from: artwork errors approved by you; failure to follow care or use instructions; fair wear and tear; or misuse of the goods.

8.1Orders may be cancelled in writing before Proof approval is given. In such cases, the deposit — or an amount equivalent to costs incurred, whichever is greater — will be retained.

8.2After Proof approval and into production. Once written Proof approval has been received and production has commenced with our supplier, your liability on cancellation will depend entirely on the stage of production at the time we receive your written cancellation notice. This may range from the costs incurred to date up to the full order value — for example, where materials have been cut, printed or otherwise consumed and cannot be recovered or reused, you will be liable for the full order value. We will provide a written breakdown of costs incurred at the time of cancellation. You acknowledge that we have no control over the production stage at the moment of cancellation and that this clause reflects the reality of how third-party print and merchandise production works.

8.3Where cancellation is accepted at our discretion after Proof approval but before production begins, a cancellation fee of 25% of the total order value (minimum £75) will apply, in addition to retention of the deposit.

8.4If you fail to collect or accept delivery of goods within 14 days of them being ready, we may treat the order as cancelled under clause 8.2 and invoice the full outstanding balance.

9.1You warrant that you own or have the right to use all artwork, logos, images, text and other content provided to us, and that their use by us in producing your order will not infringe any third-party rights.

9.2You shall indemnify and hold us harmless against all claims, costs, losses and damages arising from any breach of clause 9.1.

9.3Artwork and designs produced by us remain our intellectual property until paid for in full. Upon final payment, we assign to you the right to use the final approved artwork for the purposes for which it was commissioned.

9.4We reserve the right to photograph finished goods and use them in our portfolio, case studies, social media and marketing materials, unless you notify us in writing at the time of placing your order that you require confidentiality.

10.1Nothing in these Terms limits or excludes our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot lawfully be excluded or limited.

10.2Subject to clause 10.1, our total aggregate liability to you in connection with any order — whether in contract, tort (including negligence), breach of statutory duty or otherwise — shall not exceed the total value of the order giving rise to the claim.

10.3We shall not be liable for: loss of profit; loss of revenue; loss of business; loss of anticipated savings; loss of goodwill; or any indirect or consequential loss, even if foreseeable.

10.4These limitations reflect the price at which we supply our services and are reasonable in the context of the commercial relationship between the parties.

11.1We will not be in breach of these Terms if we are prevented from or delayed in performing our obligations by circumstances beyond our reasonable control, including acts of God, pandemic, flood, fire, war, civil unrest, strikes, supplier failure, port delays or government action.

11.2We will notify you promptly of any such event and use reasonable endeavours to mitigate its effect. If the delay exceeds 60 days, either party may terminate the affected order on written notice, and we will refund sums paid less the cost of work completed.

12.1Each party agrees to keep confidential any information disclosed by the other that is marked confidential, or that would reasonably be understood to be confidential given its nature.

12.2This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law or a competent authority.

13.1Entire agreement. These Terms, together with the order confirmation and any written quotation, constitute the entire agreement between the parties for the relevant order and supersede all prior representations, negotiations or agreements.

13.2Severance. If any provision is found to be unenforceable, it shall be severed and the remaining Terms shall continue in full force.

13.3Waiver. Failure to exercise a right under these Terms does not constitute a waiver of that right.

13.4Third parties. These Terms do not confer any rights on third parties under the Contracts (Rights of Third Parties) Act 1999.

13.5Governing law. These Terms are governed by the law of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.