Last Update: 25th Feb 2025.
These Terms and Conditions of Purchase are established for Avera’s international suppliers, outlining the fundamental requirements and guidelines governing product procurement. Their purpose is to ensure a transparent and efficient commercial relationship, in strict alignment with the quality, compliance, and delivery standards set forth by Avera. By accepting a Purchase Order (PO), suppliers formally acknowledge and agree to adhere to these terms in their entirety.
1. General Terms
1.1 These Terms and Conditions apply to all purchases made by Avera from its international suppliers. By receiving a Purchase Order (PO) from Avera, the supplier agrees to comply with these terms.
1.2 Any modifications to these terms must be agreed upon in writing by Avera.
2. Product Quality and Specifications
2.1 All products must meet the agreed quality standards and specifications as per the Product Summary/quotation previously shared and approved by Avera.
2.2 Any changes to the product, regardless of how minor, must be approved by Avera in writing before implementation.
2.3 Printing proofs and artworks must be approved by Avera’s Product Development team before mass production.
3. Supplier Documentation and Compliance
3.1 For new suppliers, a factory audit will be conducted by Avera’s quality partner. Suppliers must provide all necessary documentation to complete the approval / inbound process.
3.2 Any changes to the supplier’s banking details, company address, or other relevant information must be formally communicated and confirmed by Avera before implementation.
3.3 Receiving, evaluating, and approving samples does not constitute a commitment from Avera to place an order.
4. Purchase Order Process
4.1 Suppliers provide Avera with a Proforma Invoice (PI) based on the Buy Plan.
4.2 The PI must include delivery lead times, order volume in CBMs or container quantities, and any proposed adjustments to optimize container loads.
4.3 Submission of a PI does not confirm the order. The purchase is only confirmed once Avera provides written acceptance and issues a PO number.
4.4 Both Avera and the supplier must reference the PO number in all related documents, including CI, PL, BL, etc.
5. Production and Delivery
5.1 Suppliers must inform Avera of any potential delays in production that could impact the agreed delivery date.
5.2 If a delay exceeds 10 days from the agreed date, the supplier must apply a price reduction of 5% per additional 10-day delay unless exempted by Avera. Force majeure events will be considered separately.
5.3 Suppliers are responsible for following the agreed Incoterms from the PI and covering all related costs. In case of a port change, Avera will determine who covers additional expenses.
6. Inspections and Quality Control
6.1 Avera conducts a loading inspection for all shipments, performed by its quality partner at Avera’s expense.
6.2 Suppliers must coordinate and ensure that the inspection is scheduled in a timely manner and provide necessary access and support.
6.3 For new products or first-time production by a supplier, an additional quality inspection is required, which the supplier must also facilitate.
6.4 For new products or first-time production by a supplier a final production sample must be sent immediately upon completion of the first 100% finished product from mass production for marketing purposes. The sample must reflect the exact quality, packaging, and labeling of the production batch.
7. Extra Packaging Requirements
7.1 Suppliers must include at least 2% extra color boxes (gift boxes, gift cartons) per product order.
7.2 If suppliers fail to provide the required extra boxes, Avera will deduct $3 USD per missing box from the final payment.
7.3 These extra boxes must be listed in the Commercial Invoice (CI) and Packing List (PL) either within the main shipment or in a separate document. The CI should list them at $0.01 USD, with corresponding weight and packaging details in the Bill of Lading.
8. Final Inspection and Customer Complaints
8.1 Avera reserves the right to inspect the products upon arrival at its warehouse. If issues are identified, the supplier must cover rework costs, provide replacement parts, or take necessary corrective actions.
8.2 Suppliers share responsibility with Avera for addressing and resolving end-customer complaints, ensuring product satisfaction and compliance with customer expectations.
9. Payment Terms
9.1 Avera commits to making payments according to the agreed payment terms and schedule.
9.2 Suppliers must ensure that their payment details remain consistent, and any changes must be communicated and confirmed by Avera.
10. Dispute Resolution
10.1 In the event of a dispute, Avera and the supplier shall first seek to resolve the matter through direct negotiation.
10.2 Avera reserves the right to take legal action at its discretion if an amicable resolution cannot be reached.
