Contract Manufacturing Policies

Terms & Conditions

  • Acceptance of Terms: By accepting a Purchase Order (PO) and any deposit from Amenities, LLC (Buyer), the Contract Manufacturer (Seller) agrees to fulfill the PO in accordance with the terms and conditions stated herein, as well as those specified within the Purchase Order.
  • Inspection and Shipping: Seller is obligated to thoroughly inspect all components and ingredients and review packing instructions with Buyer's bill of materials prior to shipment, adhere to the Buyer’s specified shipping requirements, and provide a detailed packing slip in line with the PO requirements.
  • Use of Third-Party Couriers: Any intention to employ third-party couriers for shipping must be communicated to and pre-approved by Buyer in writing to
  • Timely Performance and Delivery: Seller recognizes that prompt performance and adherence to AvroKO Amenities' delivery deadlines are critical. Should any delay be anticipated, Seller must inform Buyer at least three weeks in advance of the agreed deadline.
  • Penalties for Delay: Delays in meeting the agreed production schedule will incur a financial penalty of $25 per unit delayed, with an adjustment to the invoiced amount and a possible penalty of up to 25% on the total payment due.
  • Force Majeure: Notwithstanding any other provision of this Agreement, neither party shall be deemed in default or otherwise liable for any delay in or failure to perform under this Agreement due to acts beyond the control of the affected party, including but not limited to acts of God, acts of war or terrorism, insurrection or civil disorder, pandemic or epidemic, government regulation or advisory (including quarantine or other employee restrictions), national or regional emergency, strikes and labor disputes, material shortages, power or telecommunications failures, natural disasters, or any other event which is beyond the reasonable control of such party (each, a "Force Majeure Event"). Upon the occurrence of a Force Majeure Event, the affected party shall be excused from any further performance or observance of the obligation(s) so affected for as long as such circumstances prevail, and such party continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay.
  • Dispute Resolution: In the event of any dispute, claim, question, or disagreement arising from or relating to this Agreement or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such solution within a period of 90 days, then, upon notice by either party to the other, disputes, claims, questions, or disagreements shall be settled by arbitration administered by the American Arbitration Association or a similar entity under its Commercial Arbitration Rules. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The place of arbitration shall be New York City, and the arbitration shall be conducted in the English language. The prevailing party in any dispute resolved by binding arbitration or litigation shall be entitled to recover its attorneys' fees and costs.
  • Termination: This agreement may be terminated by either party with a 30-day notice in writing. Regardless of disputes, Seller is required to fulfill any commenced work within the agreed timeframe.
  • Confidential Information: Seller must maintain the confidentiality of all of Buyer’s confidential information, including formulas and proprietary data.
  • Marketing Restrictions: Seller is not permitted to use Buyer’s name, trademarks, or reference the partnership in any promotional or marketing efforts without Buyer’s explicit written consent.
  • Ownership of Intellectual Property: All intellectual property rights associated with the products ordered under the PO remain the exclusive property of Buyer.
  • Invoicing: Invoices must be submitted in a manner that allows sufficient time for planning and execution of delivery deadlines.
  • Communication: All issues, concerns, or summaries of discussions must be documented in writing to to be considered valid.
  • Financial Liabilities: Seller will be responsible for any financial penalties resulting from production delays, shipping and fulfillment issues, or failure to adhere to packing and instruction requirements as per Buyer's standards.
  • Insurance Requirements: Seller shall add Buyer as an additional insured on its liability insurance policy, with a minimum coverage of $1,000,000 per occurrence.
  • Instruction Amendments: Buyer retains the right to revise instructions and may require additional signed documentation from Seller to confirm adherence to any changes.
  • Prohibition on Unauthorized Modifications: Seller is not authorized to make any changes to the instructions or the products without written consent from Buyer.

    By accepting the Buyer’s PO and deposit, the Seller agrees to the stipulations set forth above. This notice is binding upon acceptance and is governed by the laws of the State of New York, USA. All legal actions or proceedings shall be conducted within said jurisdiction.