Terms of Service

For the purposes of these Terms of Service, the following definitions apply:

These Terms apply to all interactions including website inquiries, sample requests, purchase orders, OEM/ODM project agreements, and any ongoing supply arrangements. These Terms are applicable globally and are intended for B2B commercial relationships only. ARVICKA SOUND does not engage in direct retail consumer sales.

ARVICKA SOUND operates two primary business models to serve global B2B clients:

ARVICKA SOUND reserves the right to decline any order or project inquiry at its discretion, particularly where the proposed use case conflicts with applicable law, ethical standards, or existing client exclusivity agreements.

All orders must be submitted via a formal Purchase Order document. Verbal commitments, email confirmations, or informal messages do not constitute a binding order unless acknowledged in writing by an authorized ARVICKA SOUND representative.

• Minimum Order Quantity (MOQ): Ready-stock orders start from a minimum of 100 units per model. OEM/ODM production MOQ is determined on a project-by-project basis and will be specified in the project agreement.
• Mixed-Model Orders: ARVICKA SOUND supports mixed-model ordering for ready-stock products, subject to each individual model meeting its applicable MOQ threshold.
• Order Confirmation: An order is considered confirmed only upon receipt of written acknowledgment from ARVICKA SOUND and payment of the required deposit as specified in Section 4.
• Order Modifications: Changes to confirmed orders must be requested in writing. ARVICKA SOUND will assess feasibility based on production status. Modifications accepted after production commencement may incur additional costs.
• Order Cancellation: Cancellations after order confirmation may result in forfeiture of the deposit and any costs already incurred by ARVICKA SOUND in production preparation, material procurement, or tooling.

All prices are quoted in United States Dollars (USD) unless otherwise agreed in writing. Quoted prices are valid for the period stated in the quotation. ARVICKA SOUND reserves the right to revise pricing due to fluctuations in raw material costs, currency exchange rates, or changes in order specifications.

Accepted payment methods include T/T (Telegraphic Transfer), L/C (Letter of Credit) for qualified orders, and other methods agreed upon in writing. Bank charges and wire transfer fees are the responsibility of the Client. ARVICKA SOUND is not liable for delays caused by late or incomplete payment.

OEM/ODM projects are governed by both these Terms of Service and a separately executed Project Development Agreement (PDA). In the event of conflict, the PDA shall prevail for project-specific matters.

• Project Scope: The Client must provide a clear product brief including target market, functional requirements, acoustic performance expectations, design references, and compliance requirements. ARVICKA SOUND will provide a feasibility assessment and project proposal.
• Design Ownership: Unless explicitly transferred in writing, industrial designs, structural designs, acoustic tuning parameters, and electronic schematics developed by ARVICKA SOUND remain the intellectual property of ARVICKA SOUND. Client-provided design briefs and brand assets remain the property of the Client.
• Tooling: Tooling costs are billed separately and must be paid in full prior to commencement. Tooling remains the property of ARVICKA SOUND unless a written tooling transfer agreement is executed and all associated fees are paid.
• Change Requests: Any changes to approved specifications after design freeze will be assessed for impact on timeline and cost. Approved changes will be documented and may result in revised quotations.
• Exclusivity: Market exclusivity for OEM/ODM designs may be granted under separate written agreement, subject to defined minimum volume commitments and time periods.

ARVICKA SOUND supports pre-production sampling for both ready-stock evaluation and OEM/ODM development. Samples allow Clients to verify product quality, acoustic performance, and specification compliance prior to mass production commitment.

• Sample Fees: Sample production costs are charged to the Client and are non-refundable. Sample fees may be credited against the first mass production order upon mutual agreement.
• Sample Approval: The Client must provide written approval of the pre-production sample before mass production commences. ARVICKA SOUND is not responsible for deviations from unapproved specifications in mass production.
• Approval Timeframe: Clients are expected to provide sample feedback within 14 business days of receipt. Delays in approval may affect the agreed production schedule.

Typical production lead times for mass production orders are 30 to 45 calendar days from the date of order confirmation and deposit receipt, for standard ready-stock models. OEM/ODM projects may require longer lead times depending on project complexity and are specified in the project agreement.

Lead times are estimates based on normal operating conditions and are not guaranteed delivery dates. ARVICKA SOUND will communicate proactively if production timelines are affected by circumstances beyond its reasonable control, including but not limited to supply chain disruptions, material shortages, or force majeure events.

Ready-stock products available in existing inventory may be dispatched significantly faster. Clients seeking priority dispatch should confirm stock availability with their ARVICKA SOUND account representative.

ARVICKA SOUND ships to global destinations and supports a range of international trade terms. Default shipping terms are FOB (Free On Board) from the port of origin in China, unless otherwise agreed in writing. Alternative Incoterms (e.g., EXW, CIF, DDP) may be arranged upon request.

• Freight & Insurance: Unless shipping under CIF or DDP terms, the Client is responsible for arranging and paying for international freight and cargo insurance from the port of origin.
• Dropshipping: ARVICKA SOUND supports global dropshipping arrangements. Specific dropshipping terms, including labeling, packaging, and dispatch schedules, must be agreed upon in writing prior to order placement.
• Customs & Duties: The Client is responsible for all import duties, taxes, customs clearance fees, and compliance with destination country import regulations, unless DDP terms are agreed.
• Risk of Loss: Risk of loss or damage transfers to the Client at the point defined by the agreed Incoterm. ARVICKA SOUND is not liable for loss or damage occurring after risk transfer.

ARVICKA SOUND maintains a comprehensive quality management system and holds certifications relevant to global audio hardware markets. All products are manufactured under strict quality control protocols.

Clients requiring specific certifications or compliance documentation for their target markets (e.g., UL, PSE, KC, BIS) should notify ARVICKA SOUND during the project scoping or order inquiry phase. Additional certification costs and timelines will be incorporated into the project plan.

Quality inspection by the Client or a third-party inspection agency may be arranged prior to shipment. Clients must notify ARVICKA SOUND of inspection requirements at least 5 business days in advance.

Each party retains ownership of its pre-existing intellectual property. The following principles govern IP in the context of ARVICKA SOUND's manufacturing services:

• Client Brand Assets: Trademarks, logos, brand names, and marketing materials provided by the Client remain the exclusive property of the Client. ARVICKA SOUND will use these solely for fulfilling the Client's order.
• ARVICKA SOUND Platform Designs: Ready-stock product designs, acoustic configurations, and engineering documentation developed by ARVICKA SOUND remain its sole property and may not be copied, reverse-engineered, or reproduced without written consent.
• Custom OEM/ODM IP Transfer: IP developed specifically for a Client's OEM/ODM project may be transferred to the Client upon full payment and execution of a written IP transfer agreement. Until such transfer is complete, all developed IP remains with ARVICKA SOUND.
• Third-Party IP: The Client warrants that any brand assets, designs, or specifications provided to ARVICKA SOUND do not infringe upon the intellectual property rights of any third party. The Client shall indemnify ARVICKA SOUND against any claims arising from such infringement.

Both parties agree to treat as confidential all non-public information received from the other party in connection with their business relationship, including but not limited to pricing, technical specifications, product roadmaps, client lists, manufacturing processes, and business strategies.

Confidential information shall not be disclosed to third parties without prior written consent, and shall be used solely for the purpose of fulfilling obligations under the commercial relationship. This obligation survives termination of the business relationship for a period of three (3) years, or as otherwise specified in a separate Non-Disclosure Agreement (NDA).

Clients engaged in OEM/ODM development are strongly encouraged to execute a formal NDA prior to sharing detailed product briefs or proprietary design information.

ARVICKA SOUND warrants that all products will conform to agreed specifications and be free from defects in materials and workmanship under normal use conditions for the warranty period specified in the product documentation or purchase agreement.

To the maximum extent permitted by applicable law, ARVICKA SOUND's total liability to the Client for any claim arising out of or related to these Terms or any transaction shall not exceed the total amount paid by the Client for the specific order or project giving rise to the claim.

ARVICKA SOUND shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of business opportunity, loss of data, or reputational harm, even if advised of the possibility of such damages.

Neither party shall be liable for failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, natural disasters, war, government actions, pandemics, or significant supply chain disruptions (force majeure). The affected party shall notify the other party promptly and make reasonable efforts to mitigate the impact.

These Terms of Service shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to its conflict of law principles, unless a separate written agreement specifies an alternative governing jurisdiction.

For international transactions where parties agree to alternative dispute resolution, disputes may be referred to arbitration under the rules of a mutually agreed international arbitration body (e.g., ICC, HKIAC, CIETAC). The language of arbitration shall be English unless otherwise agreed.

Nothing in these Terms prevents either party from seeking urgent injunctive relief from a competent court to prevent irreparable harm.

ARVICKA SOUND is committed to resolving disputes amicably and efficiently. In the event of a dispute, both parties agree to first attempt resolution through good-faith negotiation within 30 days of written notice of the dispute.

For questions regarding these Terms of Service, partnership inquiries, or to initiate a formal dispute, please contact ARVICKA SOUND through the following channels:

ARVICKA SOUND reserves the right to update or modify these Terms of Service at any time. Material changes will be communicated to active partners via email. Continued business engagement after notification of changes constitutes acceptance of the revised Terms.