Print Branding – Merchandise Order Terms & Conditions

Last Updated: 9/10/23

Merchandise Order Terms & Conditions

This page exists to set expectations around any/all branded merchandise orders that you place with S.MICHAEL Creative Branding (“SMCB”). While the vast majority of orders (99%+) are processed in a timely and successful manner, sometimes things happen so it’s important to unpack this information.

Prepayment Requirement

S.MICHAEL Creative Branding requires prepayment for all merchandise orders. This is because SMCB acts as a broker/distributor, and the vast majority of what you pay for an order is immediately passed through to various suppliers. You can submit prepayment for your order via credit card, wire transfer, or bank payment (ACH) directly through our online billing system. If you have a payment method on file with SMCB, such as a credit card, then your payment method will be charged by SMCB upon receiving your order approval as described in the section below.

Your order will not be processed or moved into production until your prepayment has been completed, which also means the lead time required for any given item/order will not start running until payment is made. If you have a strict deadline for a specific item/order, you are encouraged to communicate with SMCB in advance to ensure all payments and approvals are issued in time to meet your in-hands date.

Written Approval of Invoice & Mockup (Order Approval)

SMCB needs a written approval for each order before accepting your order and moving forward with production. This is normally just a quick email that says something like, “To confirm, I approve this order for production.” This is a critical step, because it’s your final opportunity to review the invoice and art mockup supplied to you by SMCB for accuracy before moving forward. If you approve an order with incorrect information, then you are still liable to pay for the order and accept delivery as approved.

Common things to check on your invoice include: Items, Quantities, Colors, Sizes, Shipping Address(es), and Pricing. Common things to check on your art mockup(s) include Items, Colors, and Artwork Placement & Sizing. Please note that due to limitations of the production process, however, along with differences in how various computers/monitors display color, that your final delivered items may have noticeable variations in color, size, and/or placement compared to the original art mockup.

All sales are final upon order approval, and no changes can be made to your order after this point in time. For that reason, please double check all details before submitting your order approvals. Please also make sure you have approval from the necessary person(s) at your company, if applicable, before you submit an order approval to SMCB. Once your order approval is submitted, your payment method will be charged (if your payment has not already been tendered another way) and the order will proceed forward in accordance with your approval.

Artwork Files / Art Formatting Requirements

For any given order, you are expected to supply print-ready art in vector format (*.eps, *.ai, and/or vectorized *.pdf format). This means all fonts should be embedded and/or converted to outlines, and more generally, that no additional “hands-on” graphic design work is necessary to prepare your artwork for print.

-If you want or need help creating your artwork, or converting it into the proper format, this is something SMCB can potentially help you with subject to availability. Please note an hourly rate will be charged for graphic design work, however, and this will also require additional time. You should contact SMCB in advance to inquire about our availability to assist, and to get a quote regarding the expected additional time and cost.

Expectations re: Product & Decoration Quality / Industry Standards

For any given order, the industry standard tolerance for over/under and rejection is +/- 2%. What that means is simple: For an example order of 100 QTY pens, the order is considered successfully delivered if you receive between 98-102 QTY pens free of significant defects or issues.

Furthermore, it’s important to manage your expectations around product quality. SMCB works as a broker/distributor with hundreds of suppliers in the USA and internationally to fulfill your orders, and through that supplier network SMCB offers a wide array of products for purchase. Some products are expensive, name-brand items that run for hundreds of dollars per unit; others are inexpensive, unbranded items that cost less than a buck each. You should expect major differences in quality between more expensive and relatively less expensive items.

While SMCB does strive to meet and exceed the expectations of every client, there will inevitably be certain times when a client’s expectations do not align with industry standards. These situations are rare, but when they do occur it’s usually because either A) The customer is unfamiliar with industry standards and norms for B2B wholesale purchasing, or B) The customer ordered a relatively inexpensive item, but was nonetheless hoping the quality would match that of a more expensive item.

This is an important point, because there is a difference between an item with significant and verifiable defects, versus an item that was successfully delivered but which does not match the customer’s expectations. To offer some clarity on this subject, below are some examples to illustrate the difference.

Here are some examples of objectively significant defects or issues, which fall outside of industry standards for quality control and acceptability:

  • Wrong item was delivered (e.g. you ordered metal pens, but received tennis balls instead)
  • Correct item was delivered but it’s the wrong color/variation (e.g. metal pens were ordered, but plastic pens were delivered)
  • Correct item was delivered but only half were received (e.g. only 50 QTY were delivered instead of 100 QTY)
  • Correct item was delivered but the artwork/logo imprint is wrong A (e.g. your item is perfect, except that it’s decorated with some other company’s logo)
  • Correct item was delivered but the artwork/logo imprint is wrong B (e.g. the item has your true and correct logo, but instead of being imprinted in Red on the item your logo was printed in Green)

Now here are some examples of minor defects and/or issues, which are considered acceptable and normal by industry standards and the polices established by SMCB, and which constitute a successfully delivered order:

  • Item has imperfections but generally looks good and functions as intended (e.g. minor knicks, scratches, minor inconsistencies from one item to the next)
  • Size, color, and placement of artwork does not exactly match virtual proof/mockup (e.g. mockup shows artwork at one size, delivered item is correct but the artwork is a bit smaller/larger; see “Written Approval of Invoice & Mockup” above or your PDF mockup for more detail on this subject.)
  • Artwork has inconsistencies in size, color, and/or placement between items within an order (because the decoration process is done manually by human beings in conjunction with certain machines, there will always be some minor differences from one item to the next. This is considered normal and acceptable.)
  • Decoration has imperfections but generally looks good and functions as intended (If you look closely enough at any custom-logo item, whether it was screen-printed, embroidered, heat pressed, sublimated, laser engraved, or decorated by some other means — you’ll always be able to see some minor registration issues, run out, shear, and other kinds of minor imperfections and inconsistencies. These are considered normal and it’s at the discretion of SMCB to make that determination.)
  • +/- 2% of your order has significant defects or issues (see 1st bulleted list above; at +/- 2% or less your order is considered successfully delivered.)

Additional Notes on Embroidery: While every decoration method has its strengths, weaknesses, and shortcomings – please note that Embroidery is more prone to producing noticeable imperfections compared to other decoration methods. Such imperfections with embroidery are considered normal and acceptable by industry standards and SMCB’s policies. Furthermore, such imperfections are generally considered unavoidable due to the nature of the production process.

To provide an example – some textile materials and fabrics are more solid, thick, and durable (such as high-grade durable poly denier) whereas others are thinner, spongier, and more stretchy (such as fleece and most performance fabrics). Fabrics that are thinner, spongier, and more stretchy are naturally more challenging to embroider and will have more noticeable levels of fabric torqueing, flyaway threads, thread bunching in select areas, registration and alignment variances within the artwork sewn on an individual item (such as individual letters being partially shifted or rotated), registration and alignment variances between items from the same order, and placement variances between items from the same order. Even on thicker and more sturdy fabrics, these types of imperfections still occur to some degree during the normal course of production.

It’s also worth noting that embroidery is a much slower and more laborious process than most other decoration methods (such as screen printing or heat press, for instance). It requires a human operator to physically place each and every individual garment into a plastic embroidery hoop, align the fabric as best as possible, pull the fabric taut, close the hoop to pinch the fabric and hold it taut when being sewn, and finally, to manually clean up each item after sewing is complete (this includes trimming or pulling away the embroidery backing fabric, carefully trimming and finishing thread jumps within the artwork, and fixing other minor issues that are common to the embroidery process).

For these reasons, you should align your expectations for embroidery quality and consistency accordingly. The vast majority of SMCB’s customers are extremely happy with their embroidered items, because despite there being a certain level of unavoidable imperfection and inconsistency, embroidery is still a very fine and upscale decoration method. It’s also the “gold standard” for premium items like polo shirts, hats, bags, duffels, towels, blankets and more.

If you have been ordering branded merchandise and apparel for a while, you are most likely already familiar with the above information and clarifications. Regardless of your level of experience with B2B wholesale purchasing, however, it’s important to keep these points in mind when setting expectations for your orders.

Post-Delivery Time Frames

In the event you do encounter significant and verifiable defects with your order, which extend beyond the industry standard 2% over/under and rejection policy, you must notify SMCB in writing within 1 week from the date your order was delivered. This is because there is a very limited window of time during which SMCB can in turn raise these issues with our suppliers. If you do not report an issue within 1 week after your order is delivered, then your order is considered complete and SMCB reserves the right to dismiss any subsequently reported issues.

Because of this, SMCB encourages you to unpack, count, and inspect all items immediately upon delivery. If you do encounter one or more problematic items, you should set them aside, count them, take photos, and send all of this information to SMCB together with a description of your observations.

In the event you and SMCB agree there are significant and verifiable issues that must be addressed, please note that you may be required to ship some or all of your order back to SMCB and/or its supplier(s) in order to move forward with the resolution process. Depending on the specific circumstances, SMCB may discuss various options with you including item replacements, credits, and/or refunds.

Deadlines & Time-Sensitive Orders

SMCB will always make every effort to deliver your orders in a timely manner, whether you have a deadline or not! And if you do have a deadline or event, SMCB will do everything possible to maximize the chance of your order being delivered on time or early.

However, SMCB cannot and does not offer absolute guarantees for the exact timing of delivery. This is because there are simply too many factors outside of SMCB’s control, ranging from client factors (e.g. you) to 3rd party factors (supplier lead times, logistics/freight company delays, weather events, COVID and supply-chain issues, and beyond).

You are encouraged to review our Timelines & Planning and The Ordering Process pages, to gain a more complete understanding of how the ordering process works from end-to-end, such that you are empowered with this information and able to plan in advance for any time-sensitive orders.

On average, many orders ship within 1-3 weeks after order approval and payment. However, the exact timing depends entirely on the individual item in question, the policies and lead times established by the supplier of that item, the total quantity ordered, the artwork/imprint specifications, your selected shipping method, and the distance from the supplier’s factory to your shipping destination. For this reason, you will need to speak with SMCB in advance to get an estimate of the overall time frame for any given item and/or order.

Please also note that in our current times, with COVID-19 and other challenges (supply chain issues, inventory challenges, labor shortages, and inflation to name a few) there are more instances of orders being delayed than ever before. While most orders are still proceeding normally, this is something you should keep in mind before moving forward with any given order.

Best Practices & Recommendations

There are certain “best practices” and recommendations that SMCB makes to ensure a smooth process for every order. Here are a few to keep in mind:

  • Plan much further in advance than you would normally think is necessary. Once again, this is where reviewing our Timelines & Planning and The Ordering Process pages is so important. Even though many orders ship within 1-3 weeks after order placement, that’s not always the case — and depending on the exact item, decoration method, and total quantity ordered you could potentially be waiting 4-6+ weeks or more. Furthermore, there are many additional steps that require time before placing your order, too, such as brainstorming for what products to buy and putting your order together with SMCB. Especially for larger and/or time-sensitive orders, you are encouraged to begin planning months in advance to ensure you can get the products you want, at the best possible prices, and in time for your event/deadline. 
  • Ordering spec samples in advance. If you have high standards for quality, or if you are concerned about sizing/fit (i.e. for wearables like t-shirts, for example) — you are encouraged to order samples in advance, in order to verify any given item will meet your needs. Sometimes these are called “pre-production proofs” or “spec samples.” Ordering a spec sample will add additional time and cost to your order, which means you must plan even further in advance if you want to go this route. Please note that all sales are final upon order approval and payment, however, and it’s your responsibility to order samples in advance if you have any concerns about the final product. If you do not order samples, then you waive your right to raise issues after your delivery is made that would have otherwise been caught and addressed had you ordered a sample.
  • It’s typically easier to choose from what’s available vs. coming up with a product idea independently and seeing if it’s possible. To be clear, here at SMCB we absolutely encourage and support your creativity – and you are always welcome to ask if we can source a particular product or brand. In some cases, we can even help you create new products that have never been made before! However, as a general rule it’s important to keep in mind that shopping for branded merchandise and apparel is kind of like shopping for anything else — there are certain items in stock and available through standard wholesale channels (i.e. SMCB’s supplier network in the industry), whereas certain other items may not be in stock or available through those same channels. In some cases it may still be possible to source the item you want, but it will normally save you (and us) a good deal of time if you start your brainstorming process / product research by browsing what *is* available to you.

General Terms & Conditions

In addition to the above-referenced terms and conditions, there are some general terms and conditions that also apply to each and every order you place with SMCB.

  • Your order will not be acknowledged or processed until you submit your payment and written order approval. This includes approval of both your invoice and art proof(s)/mockup(s) as described in the section above called, “Written Approval of Invoice & Mockup.”
  • All sales are final upon order approval, and no changes can be made to your order after this point in time. In select cases, SMCB may be able to make a change to an approved order – but this shall be at the exclusive discretion of SMCB to approve or deny, and should not be expected.
  • In the event your order does contain significant and verifiable defects, which go beyond the industry standard 2% +/- over/under and rejection policy (as described in the section called, “Expectations re: Product & Decoration Quality / Industry Standards” above), and which you report in a timely manner within 1 week of delivery; SMCB’s liability for such defective items is strictly limited on a pro-rata basis to the number of items that SMCB acknowledges as being problematic beyond the 2% threshold in accordance with industry standards and norms. At SMCB’s discretion, we reserve the right to replace those items and/or issue a credit or refund accordingly.
    • For example, if you order 100 QTY pens for exactly $1.00/ea and only 95 QTY are delivered, then SMCB’s liability is strictly limited to the 3 QTY pens that fall outside of the 2% threshold (100 QTY – 2 QTY = 98 QTY – 3 QTY = 95 QTY).  In this example, this would either be an additional shipment for 3 QTY pens or a credit/refund of $3.00.
  • Branded merchandise and apparel, promotional products, ad specialties, and swag of all kinds do not come with any warranty from SMCB, its suppliers, or the original product manufacturers unless specifically noted on your order. You are encouraged to manage your expectations around quality, durability, and longevity in accordance with the type of item you are purchasing and its price point. Furthermore, you are encouraged to order samples as described in the “Best Practices” section above if you have any concerns about product quality or appearance.
  • SMCB shall not be liable for issues stemming from 3rd party logistics carriers such as UPS, FedEx, and/or various freight companies that transport and deliver your orders. Such issues include damage, delays, deliveries to an incorrect address, and/or lost or missing shipments or parts of shipments. As a courtesy, SMCB ships your orders through its business accounts with common carriers like UPS and FedEx by default. However, if you have concerns about this you are encouraged to provide your own shipper account number and/or make independent arrangements for transport. SMCB will generally offer to help you with any carrier claims if and when issues occur, but SMCB shall not be liable or financially responsible in such cases.
  • SMCB shall not be liable for shipments that are undeliverable and/or returned to sender. By providing a delivery address to SMCB for an approved order, you warrant and represent that the address is a true and valid address; that your delivery address is a physical location that will be open and accessible for deliveries to be made during the standard delivery windows defined by the carrier, including on the day of delivery; that there will be at least one (1) authorized person appointed by you who is available to accept and/or sign for incoming deliveries during the standard delivery windows defined by the carrier, including on the day of delivery; and that it will be your exclusive responsibility to monitor the shipping and tracking information once provided to you by SMCB after your order is shipped, in order to ensure a smooth delivery. In the event you wish to make any changes to your shipment after it has already been shipped, please note this may not be possible, but that you are encouraged to contact the carrier directly and/or use the available tools on their website to make any such adjustments, whether a reroute request, request to hold for pickup, or rescheduling your delivery to a particular day. You are welcome to contact SMCB if you would like assistance with these changes, too, but SMCB cannot guarantee any changes will be possible, and if they are possible, there will generally be additional fees billed to you for the work involved along with any hard costs incurred and billed to SMCB by the carrier and/or SMCB’s vendors. Finally, you agree to communicate to SMCB any potential delivery issues prior to submitting your order approval; for example, upcoming office closures, gate codes, and/or any other special situations that may impact your delivery after it ships. While SMCB will always try to help in situations that do not go as planned, SMCB shall not be liable to refund or replace any items that were not able to be successfully delivered in the event that you did not adhere to the aforementioned terms and conditions in this section. Once your order is shipped, it shall be your exclusive responsibility and liability to manage your shipment until delivery is completed. Finally, in the event of any upcoming office closures you are highly encouraged to setup accounts with the most common shipping carriers (UPS, FedEx, DHL, USPS) and apply vacation holds to each delivery address in question prior to submitting your order approvals.


Something helpful to keep in mind is that SMCB operates on relatively tight profit margins on your orders for branded merchandise and apparel. For any given order that you place with SMCB, the vast majority of what you pay is hard cost that goes right back out the door at the beginning of your order, to SMCB’s suppliers, the tax man, and the credit card processing companies.

It’s for this reason that SMCB maintains and enforces these Terms & Conditions for all merchandise orders. The cost/benefit ratio is simply too narrow to conduct business otherwise, and therefore SMCB must be judicious when it comes to evaluating and addressing any issues reported by our customers. We will always make it right if there is something objective wrong; the key thing is making that determination based on established industry standards and norms, and based on SMCB’s policies, procedures, and Terms & Conditions laid out here.

In closing, while it’s always SMCB’s #1 goal to meet and exceed every client’s expectations — it’s also important for you as our client to maintain reasonable expectations for your orders, which are in line with industry standards and norms. Furthermore, it’s your responsibility to ensure you have reviewed these Terms & Conditions prior to placing any given order.

Please contact SMCB directly with any questions, clarifications, or concerns prior to placing your orders. Thank you and we appreciate your business!

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