Last Updated: September 24, 2024
Welcome to South Valley Copack (“South Valley Copack,” “we,” “us,” or “our”). These Terms and Conditions (“Terms”) govern your use of our website www.svpcopack.com (the “Site”) and the services we provide (collectively, the “Services”). By accessing or using our Site and Services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, you must refrain from using our Site and Services.
1. Definitions
- “Client,” “You,” or “Your”: Refers to the individual or entity accessing or using our Services.
- “Services”: Refers to the co-packaging, manufacturing, regulatory compliance, packaging, and related services provided by South Valley Copack.
- “Content”: Includes all information, text, graphics, images, and other material available on the Site.
- “Agreement”: Refers to these Terms and Conditions.
2. Acceptance of Terms
By accessing or using our Site and Services, you affirm that you are at least 18 years old, have the legal capacity to enter into a binding agreement, and agree to comply with these Terms and all applicable laws and regulations.
3. Changes to Terms
South Valley Copack reserves the right to modify or replace these Terms at any time. Any changes will be effective immediately upon posting on the Site. Your continued use of the Site and Services after any changes signifies your acceptance of the updated Terms. We encourage you to review these Terms periodically.
4. Services
a. Scope of Services
South Valley Copack provides comprehensive co-packaging solutions, including but not limited to:
- Manufacturing: Production of sports nutrition, functional foods and beverages, dietary supplements, and natural health products.
- Regulatory Compliance: Ensuring products meet all relevant local, national, and international regulations.
- Packaging Solutions: Custom packaging design, encapsulation, stick packs, blending, liquid fill, freeze-dried packaging, and more.
- Logistics and Fulfillment: Shipping, warehousing, and fulfillment services.
b. Service Agreement
Upon agreeing to proceed with our Services, a separate Service Agreement or Contract may be executed, outlining specific terms, deliverables, timelines, and pricing. These Terms constitute the general conditions under which Services are provided, in addition to any specific terms outlined in such Service Agreements.
5. Orders and Quotes
- Custom Quotes: Clients can request custom quotes through our Site. Each quote is subject to acceptance by South Valley Copack and may include specific terms and conditions.
- Order Acceptance: Orders are considered accepted once a Service Agreement is signed by both parties or upon confirmation via email, as applicable.
- Modification and Cancellation: Clients may request modifications or cancellations of orders. Such requests are subject to South Valley Copack’s approval and may incur additional charges or fees.
6. Payment Terms
- Pricing: All prices are quoted in USD unless otherwise specified. Prices are subject to change based on the scope of Services and market conditions.
- Invoicing: Invoices will be issued upon acceptance of the quote or as outlined in the Service Agreement.
- Payment Methods: We accept various payment methods, including credit cards, bank transfers, and other secure payment options as specified.
- Payment Terms: Payments are due within [30] days from the invoice date unless otherwise agreed upon in the Service Agreement.
- Late Payments: Late payments may incur interest charges at a rate of [1.5%] per month or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend Services until outstanding payments are received.
7. Delivery and Shipping
- Timelines: We strive to meet all agreed-upon timelines. However, delivery dates are estimates and not guarantees. Delays due to unforeseen circumstances will be communicated promptly.
- Shipping Risks: Once products are shipped, the risk of loss or damage passes to the Client. South Valley Copack is not responsible for any delays, losses, or damages during shipping.
- Customs and Import Duties: Clients are responsible for any customs fees, import duties, or taxes applicable in their country.
8. Intellectual Property
- Ownership: All intellectual property rights in the Content provided on the Site and Services are owned by South Valley Copack or its licensors.
- License: Clients are granted a limited, non-exclusive, non-transferable license to access and use the Site and Services for their internal business purposes.
- Restrictions: Clients may not reproduce, distribute, modify, create derivative works from, or otherwise exploit any Content without prior written consent from South Valley Copack.
9. Confidentiality
- Confidential Information: Both parties agree to keep all non-public, proprietary information received from the other party confidential and to use it only for the purposes of fulfilling their obligations under the Agreement.
- Exclusions: Confidential Information does not include information that is publicly available, already known to the receiving party, or independently developed without reference to the disclosing party’s information.
10. Warranties and Representations
- Services: South Valley Copack warrants that it will perform Services with reasonable care and skill in accordance with industry standards.
- Compliance: We represent that our Services comply with all applicable laws, regulations, and industry standards.
- Disclaimer: Except as expressly stated, South Valley Copack disclaims all other warranties, express or implied, including but not limited to warranties of merchantability and fitness for a particular purpose.
11. Limitation of Liability
- Maximum Liability: To the fullest extent permitted by law, South Valley Copack’s total liability for any claims arising out of or related to these Terms or the Services will not exceed the total amount paid by the Client for the Services in the [12] months preceding the claim.
- Exclusion of Damages: South Valley Copack shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or use, arising out of or related to these Terms or the Services, even if advised of the possibility of such damages.
- No Liability for Third Parties: South Valley Copack is not responsible for the actions or omissions of any third parties, including suppliers, vendors, or service providers.
12. Indemnification
Clients agree to indemnify, defend, and hold harmless South Valley Copack, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with:
- Use of Services: The Client’s use of the Services.
- Content: Any Content provided by the Client.
- Violation of Terms: Any violation of these Terms by the Client.
- Violation of Laws: Any violation of applicable laws, rules, or regulations by the Client.
13. Termination
- Termination by Either Party: Either party may terminate the Agreement upon written notice if the other party breaches any material term and fails to cure such breach within [30] days of receiving notice.
- Effect of Termination: Upon termination, the Client shall pay for all Services rendered up to the termination date. South Valley Copack will cease providing Services and return any confidential information as required.
- Survival: Provisions regarding confidentiality, indemnification, limitation of liability, and intellectual property shall survive termination of the Agreement.
14. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the State of [Your State], without regard to its conflict of law principles. Any disputes arising out of or related to these Terms or the Services shall be subject to the exclusive jurisdiction of the state and federal courts located in [Your County], [Your State].
15. Dispute Resolution
- Negotiation: In the event of any dispute, the parties agree to first attempt to resolve the matter through good faith negotiations.
- Mediation: If negotiations fail, the parties agree to participate in non-binding mediation before resorting to litigation.
- Arbitration: Any unresolved disputes may be submitted to binding arbitration in accordance with the rules of the American Arbitration Association.
16. Force Majeure
South Valley Copack shall not be liable for any failure or delay in performing its obligations under these Terms due to causes beyond its reasonable control, including but not limited to natural disasters, war, terrorism, strikes, labor disputes, or governmental actions.
17. Severability
If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
18. Entire Agreement
These Terms constitute the entire agreement between you and South Valley Copack regarding your use of the Site and Services and supersede all prior agreements, understandings, and representations.
19. Waiver
No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term. South Valley Copack’s failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
20. Assignment
Clients may not assign or transfer their rights or obligations under these Terms without the prior written consent of South Valley Copack. South Valley Copack may assign its rights and obligations without restriction.
21. Feedback
Any feedback, suggestions, or ideas provided by Clients regarding the Site or Services (“Feedback”) are non-confidential and non-proprietary. South Valley Copack is free to use such Feedback without any obligation or compensation to the Client.
22. Privacy Policy
Your use of the Site and Services is also governed by our Privacy Policy. By using the Site and Services, you consent to the practices described in the Privacy Policy.
23. Contact Information
If you have any questions about these Terms, please contact us:
- Email: produce@svpcopack.com
- Phone: +1 801-310-7453
- Mailing Address:
- South Valley Copack
[Your Company Address]
[City, State, ZIP Code]