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Vendor Guidelines

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EXHIBIT C
FabFitFun Vendor Guidelines
27 December 2023
Dear Valued Supplier:
The instructions in FabFitFun Vendor Guidelines are an integral part of the purchase order process. They are provided to assure timely and accurate receipt of shipments, as well as facilitate payments to Vendors. Non-conformance to Vendor Guidelines can lead to delayed payment, chargebacks, and possible shipment rejection. This guide supersedes all versions of FabFitFun instructions either written or verbal.
Please note that, in order to comply with FabFitFun’s Vendor Guidelines, and its obligations under the Master Purchase Agreement, your organization must also comply with FabFitFun’s Quality Control & Compliance Guidelines and Social Compliance Manual (including its Vendor Code of Conduct). All of these documents are available for review at [https://operations.fabfitfun.com/operations]. Please take the time to review all of these documents thoroughly within your organization. It is imperative that all key team members understand FabFitFun’s requirements.
DISCLAIMER: Any product testing is for FabFitFun’s internal review purposes only. Vendor is fully responsible for all packaging as well as any product defects, goods damaged in transit, and/or non-conformities. IN NO EVENT DOES THIS MODIFY ANY TERMS OF ANY AGREEMENT SIGNED BETWEEN FABFITFUN AND VENDOR AND IN NO EVENT DOES FABFITFUN WAIVE ANY OF ITS RIGHTS, REMEDIES, OR PRIVILEGES THAT FABFITFUN MAY HAVE AT LAW OR UNDER THE TERMS AND CONDITIONS OF AN APPLICABLE MASTER PURCHASE AGREEMENT BETWEEN VENDOR AND FABFITFUN.
Merchandise Receiving Contact and Addresses
FabFitFun receives product at 2 locations: the FabFitFun warehouse in Chino and the corporate headquarter office (HQ). Check all purchase orders carefully to determine the correct delivery destination. Incorrectly shipped products will be transferred or returned at the Vendor’s expense. Final confirmation of the location will be determined at the time of scheduled delivery.
Receiving Team: receiving@FabFitFun.com
Address
FabFitFun Warehouse
14101 Pipeline Ave
Chino, CA 91710
FabFitFun (HQ)
Pacific Design Center – WeWork Office Space & Coworking
700 N San Vicente Blvd 8th Floor, Suite B802
Los Angeles, CA 90069
Requirements for Receiving (Section 1.0)
  1. All TL, LTL, FCL, LCL shipments require a delivery appointment and packing slip.
  2. All deliveries must be scheduled with the Receiving team (Receiving@fabfitfun.com).
    1. Appointments for delivery should be requested, confirmed & scheduled a week prior to delivery.
    2. Delivery appointments will be confirmed & scheduled a minimum of 24 to 48 hours after scheduling request. Actual delivery appointment is subject to current inbound appointment availability.
    3. In addition to providing a packing list with below details: PO, SKU, provide carrier name, and requested delivery date, packing list, BOL
      1. Arrival more than 2 hours after the delivery appointment may be subject to late delivery chargeback and/or cancellation of appointment.
      2. If an appointment is canceled, reconfirmation and schedule to follow the above guidelines.
  1. When scheduling a delivery appointment, Vendors or their carrier must provide FabFitFun with one packing list per load that includes:
    1. FabFitFun Purchase Order number.
    2. FabFitFun SKU (Stock Keeping Unit)
    3. Total unit quantity
    4. Pallet quantity and dimensions (No floor loading unless authorized)
    5. Carton quantity and dimensions
    6. Place the packing list in a pouch affixed to the outside of a carton, or inside of a carton clearly marked “Packing List Enclosed.”
    7. Load the carton containing the packing list on the top of the pallet, with the pouch or the writing facing outward. If a full truckload, the packing list must be clearly visible when opening the trailer door.
  2. Bill of Lading (BOL) must include:
    1. All purchase orders on the shipment
    2. Pallet quantity (if applicable)
    3. Carton quantity
    4. Delivery date
    5. Delivery receipt will be signed “subject to recount” to allow for concealed shortage or damage inspection, which will be reported back to the Vendor upon findings. Variations of the quantity shipped from the quantity ordered will fall under one of the following categories:
      1. Shortages: Failure to ship a Purchase Order in full is considered a merchandise shortage and may result in the removal of future orders.
      2. Overages: Unauthorized shipment of merchandise in excess of the quantity ordered may be considered an unsolicited gift. Unsolicited gifts are not paid for and may be rejected.
    6. Both shipper and carrier are responsible for listing accurate pallet and carton quantities and verifying. FabFitFun is not responsible if BOL is vague, or quantities are not verified.
  3. Standard receiving times are Monday through Friday 6 a.m. – 3 p.m. (PST).
    1. During peak receiving periods there may be exceptional opportunities to schedule delivery outside standard receiving times, including Saturday morning, at the mutual convenience of the carrier and FabFitFun.
    2. Shipments arriving early or late may be refused or subject to penalty.
  4. Small parcel shipments do not need an appointment but packing lists, tracking numbers and estimated delivery date must be sent to Receiving@FabFitFun.com upon shipment.
    1. Each individual carton is required to have a packing list attached or included.
    2. Ship to:
      1. FabFitFun, Chino Fulfillment Center
      2. ATTN: Receiving
      3. 14101 Pipeline Avenue, Chino, CA 91710
      4. (909) 313 – 0951
      5. Receiving@FabFitFun.com
    3. Influencer units for Seasonal Box (100-200 production units) must be shipped to the above attention and address. Packages should be labelled with their appropriate season and year. See the below example:
FabFitFun, Chino Fulfillment Center
ATTN: Receiving – (Season + Year): Influencer Samples
14101 Pipeline Avenue, Chino, CA 91710
(909) 313 – 0951

Packaging Terms
The following illustration is a reference for packaging terms that will be used to specify packing instructions and packaging requirement:
Primary Packaging (direct contact with product)
Secondary Packaging (packages Primary Packaging to complete the unit/each)
Master Carton (packs product and packaging in bulk/case)
*Some products do not contain Secondary Packaging. For the rest of this guideline, Primary Packaging will refer to the product’s unit/each packaging and depending on the product this might be Primary Packaging and/or Secondary Packaging as described above.
General Product Packaging Instructions (Section 2.0)
(Section 2.0)
  1. Products should be packaged in primary packaging that has been ISTA Transit tested as outlined in the Post-PO Packaging Instructions.
  2. Consistent packaging is required for the same SKU.
  3. Fragile Substrates must be cushioned and protected via packaging such as a sealed heavy-duty bubble pouch, molded pulp inserts, corrugated partitions, paperboard inserts, end caps, honeycomb, or alternative protective packaging.
  4. Liquid Products must be contained and leak-proof via packaging such as shrink filmed cap and body, sealed in polybag, etc.
  5. Pumps/Nozzles must remain disengaged during transit – if another product knocks it, it should be secure and not engage in transit.
  6. Primary and/or protective packaging must remain sealed and/or closed so the product cannot fall out in transit. Product packaging should remain closed via a diecut locking tab, slit lock, etc.
  7. Tubes must contain product without leakage and/or foil sealed and/or cap/lid is taped or sealed when necessary.
  8. Do not use styrofoam peanuts.
  9. All products must be compliant for distribution in USA and Canada unless otherwise authorized by FabFitFun.
  10. Do not use recycled master cartons.
  11. Do not pack empty retail cartons within bulk master cartons as fillers. Utilize dunnage or suitable fillers whenever the cartons aren't at maximum capacity.
  12. Product and primary packaging must withstand transit in FabFitFun mixed shipper with expected drops, vibration, and compression in a typical parcel shipment.
  13. FabFitFun mixed shipper (seasonal box) ships as a parcel.
  14. Product and primary packaging will be kitted “loose” in the FabFitFun mixed shipper with an assortment of other products and/or boxes.
(Section 2.1)
  1. If multiple products are purchased and sold as one unit, (a duo, bundle, etc.), Vendor must package and secure products together as one unit that will withstand shipping and handling.
    • A FabFitFun master SKU will be created and as well as a separate SKU for each variation.
  2. Each primary packaging must contain a scannable SKU or UPC barcode.
  3. All shipping cartons must be individually labeled with the required fields listed in the FabFitFun Standardized Shipping Label template. See below for details.
  4. Do not bundle or co-pack products that are sold individually.
  5. Pack one SKU per master carton.
  6. Quantities per master carton should be identical, except in the case of the last carton with the quantity clearly marked.
    • If the FabFitFun Purchase Order quantity requires a mixed SKU carton:
      1. Vendors cannot mix cartons unless the FabFitFun Purchase Order requires/permits it.
      2. Mark Carton MIXED SKU.
      3. Clearly segregate each SKU (rubber bands, layer separation).
      4. Each carton must have a printed packing list within the carton and/or adhered to on the master carton.
  7. Outbound Shipment Instructions – (Unit/Each)
    • Use of inner packs is not permitted.
  8. Inbound Shipment Instructions – (Bulk/Case)
Specifications
  1. Master carton must be sealed and taped closed (no staples)
  2. Corrugated board strength ≥ 200# BST or 32 ECT
  3. Maximum packed out master carton weight = 40 lbs.
  4. Maximum master carton height = 16 inches
  1. Bulk:
    • Products should be bulk packed as items will be picked as one unit.
    • Examples:
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  1. Primary & Master Carton Packaging Barcodes and Labeling
    1. FabFitFun requires that the individual primary packaging includes a scannable barcode for internal product identification, the barcode does not need to be uniquely generated for FabFitFun.
      1. Product barcode would additionally apply on shipping label.
      2. Product barcode does not have a designated placement, it must just be visible and scannable individually.
    2. Barcodes are required to be unique to the product.
    3. FabFitFun allows Vendors to choose any of the 3 different barcode types below for the individual item labeling. Below is the preferred order and symbology:
      • UPC-A, Product UPC - Lot number length can only be 15 characters or less.
        • Must include Human readable UPC number.
      • Code 128/39 - FabFitFun SKU Format (or Lot)
        • If using SKU barcode, Vendors must use FabFitFun SKU (Item number) only. Vendor SKUs are not acceptable.
      • UPC- E
Barcode Quality Issues:
  1. Vendors must ensure all barcodes are scannable. The most common issues that affect readability are:
    1. Low contrast
    2. Quiet zone violations
    3. Print or mark consistency
    4. Damage or distortion
    5. Barcode printed on highly reflective substrates.
  2. Barcode Quality Requirements:
    1. Density – All barcodes must be scannable with a laser barcode scanner.
      1. Mil-spec of 10.00 mils or larger
      2. Model LS2208 for reference or similar laser scanner
    2. Barcode(s) must fit into the designated zone on the FabFitFun template.
    3. Barcoding References
      1. General barcode definitions and information: https://www.gtin.info/barcode-101/
      2. To create the FabFitFun barcodes, Vendors may use their own designated program, or reference one of the following sites:
  1. Shipping Label Placement
Shipping labels should be outward facing on any lower carton corner. See the following example:
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Color-coded Barcode Labels for Sized Items (Box Program Only) (Section 2.2)
Sized SKU items must be differentiated by different colored UPC stickers.
  1. Color-coded UPC stickers must be applied on the individual product packaging and additionally adhered or printed to the shipping label.
    1. Labels can adhere to or be printed next to the shipping label or placed in the barcode section of the label itself.
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  1. FabFitFun Color Standards Per Size (including Pantone # for each size can be found here and should be solid coated on UPC labels.
  2. Templates for color-coded labels for all sizes can be found in here: FabFitFun Standardized Color-coded Size Label Template

Master Carton Shipping Label Requirements (Section 2.3)
FabFitFun has standardized Master Carton shipping label templates and all Master Cartons are required to include the shipping label requirements listed below and a barcode scannable upon receipt at the warehouse. Refer to Standardize FabFitFun Shipping Label template.
  1. Standardize FabFitFun Shipping Label Template
  2. Shipping Label Requirements:
    1. Size: 4”x 6” Minimum
    2. White label stock with matte finish
    3. Black Ink
    4. Shipping labels should be outward facing on any lower carton corner.
    5. Item name: product description listed on Purchase Order.
    6. PO#: FabFitFun Purchase Order Number
    7. SKU: FabFitFun SKU/Item Number that is listed on the Purchase Order (FFF-XX-000 Format)
    8. Item Expiration Date: an expiration date listed on the product, if product does not have an expiration date, list N/A for that section.
    9. Product Barcode as labeled on an individual item, must be scannable upon receipt.
    10. Batch/Lot Number Barcode: scannable barcode for product lot number, applicable to all tech and formulated products
If your Master Carton is dimensionally smaller than the label size, please reach out for label guidance. Refer to Addendum A for the appropriate contact.


Non-Conformance (Section 2.4)
  1. Vendors will be charged back a direct overhead fee of $0.15 per unit for non-conformances that require rework, sorting, or RTV in addition to all other costs incurred by FabFitFun.
  2. If a container requires palletization, Vendors will be charged $17 for each pallet used plus $100 total per hour (team of four) with a minimum of 1 hour plus $.15 per master carton.
Additional Non-Conformance items
Chargeback Per
Less than 25K units Purchase Order
25K or more unit Purchase Order
Required FabFitFun Standardized Shipping Label
Per shipment
$500 Flat Fee automatically applied upon incoming inspection rejection
Strongly discouraged due to the high cost associated with labor and handling. Cost will be determined within incoming inspection rejection estimate.
  1. Quality Control Non-conformance Program items only apply to 25K or more unit Purchase Orders and/or Purchase Orders with FabFitFun Sourcing Partners.
    1. Refills Purchase Orders to be applicable to the Quality Control Non-conformance program items regardless of Purchase Order unit count.
Quality Control Non-Conformance Items
Definition
Chargeback Per
Aborted Audit and Inspections
The manufacturer does not cancel or re-schedule an audit or inspection in a timely manner, which causes an abortive inspection.
$500 per each abortive inspection
Failed Pre-shipment Inspection Inspections
Pre-shipment or final Inspection is rejected, and a re-inspection is required.
$500 per re-inspection
Failure to send TOP samples prior to delivery to FabFitFun Fulfillment Center
Failure to send TOP samples for approval prior to PO being delivered to FabFitFun Fulfillment Center
$500 per SKU


In-transit Packaging Testing (Box Product Only) (Section 3.0)
1. ISTA Testing: (Applicable for Box Product Only)
  1. Products sent for ISTA testing must include the bulk product, primary packaging, and if applicable, secondary packaging.
  2. Vendors are responsible for following FabFitFun test lab instructions, sending all required samples in a timely manner, and paying fees directly to the lab.
  3. All products must pass ISTA testing, and vendors are required to provide passing test report to FabFitFun prior to bulk shipment.
  4. Vendors are responsible for shipping samples and fully packed cartons directly to a FabFitFun approved ISTA certified test laboratory. All FabFitFun approved ISTA laboratories are listed below, vendors may choose a laboratory of their choice within the approved list.
    1. We have 4 locations to choose from:
      • TUV Lab - Shanghai, China
      • Intertek Lab - Shenzhen, China
      • Bureau Veritas Lab - Noida, India
      • Bureau Veritas Lab - Buffalo, NY
2. Quantity of samples required for ISTA testing is determined as listed in the following:
  1. ISTA 3A sample Quantity:
    • Fragile/breakable, makeup palettes, glass, ceramic - (10) samples.
    • Liquids, Paste, Putties, Gels - items that can leak or spill out if damaged - (5) samples.
    • None of the above, all other products - (2) samples
    • Textile/soft goods - exempt from ISTA 3A.
  2. ISTA 1A sample Quantity:
    • ALL product types must test for ISTA 1A - Sample requirement of (1) fully packed master carton of the product being purchased.
  3. All required testing must be completed in a timely manner, prior to preproduction samples
Palletization (Section 4.0)
All shipments exceeding 15 cases must be palletized and stretch wrapped.
  1. Pallets should meet standard 48” x 40” GMA (Grocery Manufacturer's Association) specifications.
    1. Pallets must be wood unless otherwise authorized.
    2. 4-way pallets required: stringers have two notches in the side to allow for forklift entry.
    3. Top and bottom deck boards are 0.625" thick.
    4. Top of pallet has a 5.5" x 40" board on each end, and five 3.5" x 40" boards in the center.
    5. Bottom of pallet has a 5.5" x 40" board on each end, and 3.5" x 40" boards positioned between the notches.
  2. Max pallet height is 62” (floor to top).
  3. Palletized product must be sorted to keep SKUs together.
  4. Stack cartons uniformly across pallets with the same number of cartons per pallet, except for the last pallet.
  5. Do not mix PO’s on pallets unless required due to low volume. For low volume shipments, separate PO’s with a list sheet.
  6. Master cartons should be palletized with shipping labels outward facing.
Social Compliance Program (Section 5.0)
FabFitFun requires that all vendors and brand partners comply with FabFitFun’s Vendor Code of Conduct. We reserve the right to require that Factories producing FabFitFun’s products provide a qualified third-party social compliance audit demonstrating compliance with this Code of Conduct as a condition of receiving production authorization.
For more information related to FabFitFun’s Social Compliance requirements, please refer to the Social Compliance Manual located at https://operations.FabFitFun.com/operations.
Tax ID Policy (Section 6.0)
FabFitFun purchases products domestically, regardless of country of origin. Vendors and/or their US partners are required to be both the importer of record and the US buyer. FabFitFun does not provide its Taxpayer Identification Number (tax ID) to facilitate a vendor’s import. A vendor and/or their US partner must fulfill the role of importer of record and US buyer, or product will be excluded from our sale at no expense to FabFitFun.
Insurance (Section 7.0)
For the avoidance of doubt, in connection with Vendor’s insurance requirements as further described in the Master Purchase Agreement between FabFitFun and Vendor, Vendor agrees to name FabFitFun as an additional insured under any of Vendor’s required insurance policies under the Master Purchase Agreement.
Proposition 65 (Section 8.0)
If any Products require a Prop 65 warning, Vendor must alert their main contacts and provide a clear image of the warning suitable for posting on site prior to Vendor signing a Product Information Agreement or Purchase Order for that specific Product. Prop 65 information must also be accurately disclosed to FabFitFun on the Product Form. If Vendor fails to do so, Vendor shall be solely responsible for any claim or lawsuit alleging that the Products were sold online without a required warning and FabFitFun shall have the right to terminate the applicable Purchase Order(s) for that Product and reject goods. Vendor is required and will be responsible to ensure Products comply with Proposition 65, and for labeling the Products with any required warnings. Providing notice that a Product(s) requires a warning and providing warning materials will not satisfy this obligation. Vendor agrees to pay any and all penalties, settlement payments, attorneys’ fees and costs resulting from any allegation that the Products violate Proposition 65.


Addendum A

If you have any questions about the information above, see the following contacts:
Contact
Email
Questions regarding:
Nathan Goodrich
Sr. Dir. of Merch Ops
nathan.goodrich@fabfitfun.com
Logistics, Palletization, Tax Policy
Megan White
Sr. Director of Sourcing & Product Development
megan.white@FabFitFun.com
Packaging Engineering, ISTA testing, Shipping Label Requirements
Kaitlyn Laukat
Sourcing Coordinator
Kaitlyn.laukat@FabFitFun.com
Packaging Engineering, ISTA testing, Shipping Label Requirements
Jae Lam
Sr. Manager of Vendor Compliance
jae.lam@FabFitFun.com
Shipping Label Requirements, Non-conformance
Jamie Golub
Coordinator of
Vendor Compliance
Shipping Label Requirements, Non-conformance
Vendor Guidelines
General questions regarding the Vendor Guidelines
Social Compliance
social.compliance@FabFitFun.com
Social Compliance Requirements
Prop 65
prop65@FabFitFun.com
Prop 65