**Terms & Conditions – Contract Manufacturing Services (Australia)**
**Effective date:** 9 September 2025
These Terms & Conditions apply to quotations, orders and supply of services and goods by SachetsCo Pty Ltd (ABN 00 000 000 000) ("SachetsCo", "we", "us") to business customers ("Customer"). Any Customer terms are excluded unless agreed in writing by SachetsCo.
**1. Quotations & validity**
• Quotations remain open for **30 days** unless stated otherwise.
• Pricing assumptions (materials, exchange rates, labour, energy, freight) may vary. We may revise quotations if assumptions change before order acceptance.
**2. Orders, MOQs & over/under runs**
• Orders are subject to written acceptance by SachetsCo.
• Minimum order quantities (MOQs) apply and will be advised in the quotation.
• Due to production realities, finished quantities may vary by **±10%** unless otherwise agreed. Invoicing reflects actual delivered quantity.
**3. Customer-owned materials (COM) & yields**
• Where the Customer supplies bulk, components or packaging, SachetsCo is not responsible for inherent defects in COM.
• A reasonable process loss/shrinkage allowance will apply; Customers should supply sufficient overage to cover yields.
**4. Ingredients, specifications & approvals**
• Final formulation, specifications and critical quality attributes must be agreed in writing.
• Pre‑production samples or line trials may be required. Customer must provide timely approvals.
• We may make minor technical adjustments that do not materially affect performance to improve manufacturability or compliance.
**5. Artwork & print**
• Customer is responsible for artwork, barcodes, regulatory text and claims. We provide dielines and print specs; pre‑press checks are limited to fit and legibility.
• Customer warrants that supplied artwork does not infringe third‑party rights.
**6. Regulatory & claims compliance**
• Customer is solely responsible for market claims and classification (e.g., cosmetic vs therapeutic). Sunscreens, disinfectants and therapeutic goods are subject to TGA rules and are out of scope unless specifically agreed in writing.
• On request, we can share general labelling guidance; this is not legal advice.
**7. Quality, testing & documentation**
• We operate under **GMP‑aligned** procedures suitable for cosmetic manufacture. If specific certifications (e.g., ISO 22716) are required, these must be agreed in advance.
• Standard COA/COC can be provided. Additional testing/documentation (stability, PET/Challenge, micro, IFRA, allergen, heavy metals) may incur fees and added lead time.
**8. Lead times & scheduling**
• Indicative lead times are given at order acceptance and start once all inputs (approved artwork, components, deposits, materials) are received.
• Force majeure events (e.g., supply disruptions, industrial action, natural disaster) may extend lead times.
**9. Pricing, GST & payment**
• Prices are in **AUD** and **exclusive of GST** unless stated otherwise.
• Standard terms: **50% deposit** on order, balance **prior to dispatch** (or **Net 14** for approved account holders). Late payments may attract interest at **1.5% per month**.
• Customer is liable for additional costs caused by changes, delays outside our control, or special handling/storage.
**10. Title, risk & delivery**
• Risk passes on delivery to the Customer or carrier. Title passes upon full payment.
• Delivery is **EXW** (Ex Works) our warehouse unless otherwise agreed. Freight and insurance are Customer’s responsibility.
**11. Inspection & acceptance**
• Customer must inspect goods on delivery and notify us of non‑conformity within **7 days**. Failing this, goods are deemed accepted.
**12. Warranty & remedies**
• We warrant that goods will materially conform to agreed specifications at dispatch.
• To the extent permitted by law, our liability is limited to **re‑work, replacement or refund** (at our option) for the affected goods/services. Consequential loss is excluded.
**13. Returns**
• Change‑of‑mind returns are **not accepted** for custom manufactured goods. Defective goods will be handled under clause 12.
**14. Confidentiality & IP**
• Each party must keep the other’s confidential information secret and use it only for the purpose of the engagement.
• Unless otherwise agreed, Customer owns brand IP and finished product formulae it supplies; SachetsCo owns its background IP, process know‑how and improvements.
**15. Indemnity**
• Customer indemnifies SachetsCo against loss arising from Customer’s breach, supplied materials, or product claims/marketing not authorised by SachetsCo.
**16. Termination & suspension**
• We may suspend or cancel an order for material breach, insolvency or safety/compliance concerns. Customer must pay for work in progress and committed materials.
**17. Modern slavery & ethical sourcing**
• Both parties will take reasonable steps to prevent modern slavery risks in their supply chains and cooperate on due‑diligence requests.
**18. Governing law**
• These T&Cs are governed by the laws of **New South Wales, Australia**.
This summary is provided for general information and does not constitute legal advice. Consider obtaining legal review before relying on these terms.