Custom Manufacturing Services Terms & Conditions

WAKUMA LLC – TERMS & CONDITIONS FOR CUSTOM MANUFACTURING SERVICES

Effective as of May 15, 2025
By submitting an order or engaging Wakuma LLC (“Wakuma,” “we,” or “our”) for the  manufacturing of plush toys or other custom merchandise (“Products”), you (“Client” or “you”) acknowledge and agree to the following Terms and Conditions, which govern all services provided by Wakuma.

1. Client Communication and Shipping Default
1.1. Client Contact Obligations.
You are responsible for maintaining active communication with Wakuma during the production process. If there is a period of three (3) consecutive weeks of non-response to outreach efforts made in writing (e.g., email or project management platform), Wakuma may, at its discretion:
pause or cancel production until communication is re-established; or ship any completed or partially completed, fully paid-for Products to the most recent address on file.

1.2. Outstanding Balances.
In the event of non-communication and an outstanding unpaid balance, Wakuma reserves the right to pause all work and pursue standard collection procedures. Wakuma will not disclose or publicize private client information in any forum, in compliance with applicable privacy laws.

2. Design Changes During Prototyping.
2.1. Scope Revisions.
Any revisions to the original approved design specifications during the prototyping phase may result in additional fees. The nature and cost of such revisions will be assessed at Wakuma’s sole discretion, based on material changes, labor hours, and complexity.

2.2. Prototype Approval and Rework.
Once a prototype is shipped or approved for review, it is assumed to be in near-final form. Minor changes may be accepted at Wakuma’s discretion. Major alterations will require the payment of a second prototype fee equal to 50% of the original prototype cost.

3. Shipping and Tariffs.
3.1. Quoted Shipping Costs.
Shipping costs provided in quotations are estimates only and based on prevailing rates at the time of issuance.

3.2. Rate Adjustments.
Wakuma is not responsible for increases in shipping fees due to fuel surcharges, changes in international trade policy (including tariffs), inflation, or other external variables. Client agrees to cover final invoiced shipping costs.

4. Product Safety and Testing.
4.1. Compliance Testing.
Some Wakuma products may undergo Consumer Product Safety Improvement Act (CPSIA) testing or other applicable regulatory reviews, particularly when requested by the Client or for children’s merchandise.

4.2. No Guarantee of Safety.
While we strive to use high-quality materials and reputable partners, Wakuma does not guarantee that Products are free from all risks. Products are not intended for unsupervised use by children under 3 years of age, and adult supervision is strongly advised.

5. Ownership and Intellectual Property.
5.1. Client Designs.
Unless otherwise agreed in writing, Client retains intellectual property rights in original designs provided to Wakuma for production purposes.

5.2. Manufacturing Files.
Wakuma retains rights to internal manufacturing processes, patterns, and templates developed in the course of fulfilling an order. Transfer or licensing of these materials requires a separate agreement.

6. General Provisions.
6.1. Policy Amendments.
These Terms may be updated from time to time. Material changes will be published on Wakuma’s website and/or social media channels.
6.2. Governing Law.
These Terms are governed by the laws of the State in which Wakuma LLC is registered, without regard to conflict of law provisions.
6.3. Entire Agreement.
These Terms, together with any quotation, invoice, or manufacturing agreement, represent the full understanding between the parties.

Acknowledgment
By placing an order or engaging Wakuma LLC for services, you acknowledge that you have read, understood, and agreed to these Terms & Conditions.