Schroeder & Tremayne, Inc.

Supplier Information Manual

Schroeder & Tremayne, Inc.

Supplier Information Manual

Table of Contents

Page Page

S&T Supplier Information Manual V53/16/09Page 1 of 26

Schroeder & Tremayne, Inc.

Supplier Information Manual

  1. Introduction ………………………………….…………3
  2. Supplier relationship
  1. Purpose and Scope of Manual……………….………. 3
  1. Policies ………………………………………………. 3
  2. Gifts and Gratuities
  3. Standards for Suppliers
  1. General Information ……..……………………….4 – 5
  2. Contact Areas and Numbers
  3. Addresses and Directions
  4. Hours of Operation
  5. Receiving Appointments
  1. Purchase Order Processing……………………..6 – 10
  2. General Requirements/Terms & Conditions of Purchase
  3. Acceptance – Entire Agreement
  4. Price
  5. Delivery
  6. Changes
  7. Rejected Goods
  8. Warranty
  9. Patents, Copyrights, & Trademarks
  10. Insurance
  11. Compliance with Laws
  12. Termination
  13. Payment
  14. Assignment, Subcontracts
  15. Governing Law
  16. Remedies
  17. Order Acknowledgement
  18. Special Conditions
  19. Pre-production Sample Approval
  20. Certificates of Analysis
  21. MSDS
  22. Invoicing
  23. Sample Purchase Order Form
  24. Packaging Quality & Product Identification…..11 - 13
  25. Carton Strength & Dimensions
  26. Product Identification
  27. Bulk Packaged Product
  28. Drum Shipments
  29. Corrugated Items
  30. Finished Pack Products
  31. Bar Code Scanning
  32. Sample Inner & Outer Box Bar Codes
  33. Bar Coded Packing List
  34. Bar Coded Packing List Form Sample
  35. Barcode Packing List Printing Instructions
  1. Loading Instructions…………………………………14
  2. Shrink-Wrap
  3. Loading Options
  4. Pallets
  5. White wood pallet specifications
  6. Floor Loading
  7. Space Utilization
  8. Load Stabilization – Load Locks & Air bags
  1. Freight Terms…………………………..……….……15
  1. Non-Compliance…………………………..…………15
  2. Explanation of Policy
  3. Chargeback Fees
  4. Supplier Chargeback /Debit Memo Form Sample
  1. International Shipments – Security...... 16-18
  2. C-TPAT Facility Security Evaluation
  3. Minimum Required Security Standards
  1. International Shipments – Documentation….. 19 – 24

11.1. InternationalOcean Shipments

11.2. International Air Shipments

11.3. Invoice

11.3.1. Commercial Invoice Sample

11.4. Packing List

11.4.1.Packing List Sample

11.5. Documentation

11.6.Carrier Selection

11.6.1.Phoenix Intl Cargo Mgmt Contact List

  1. Domestic Shipments – Documentation…………25 – 26
  2. Bills of Lading
  3. Routing Guide for St. Louis, Missouri– Domestic

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Schroeder & Tremayne, Inc.

Supplier Information Manual

1.Introduction

1.1Supplier Relationship – In today’s challenging business environment our customer expectations are ever increasing. As we continue to strive to improve our service to our customers, the level of execution from our suppliers will need to improve as well. We endeavor to elevate the performance of each supplier partnership in order to maximize profitability, speed and accuracy within the supply chain. By focusing jointly on improved performance we will ensure our mutual success. Our aim is to receive shipments that can be placed directly into stock upon receipt and to fulfill our customer’s orders as quickly as possible. Thank you for being a part of our supplier family. Together we can make it happen!

2.Purpose and Scope of Manual

The purpose of this Supplier Information Manual is to improve communication with our suppliers by providing clear and consistent direction on how to do business with Schroeder & Tremayne. The goal of this manual is to provide current and unambiguous information that will guide our relationship from the initiation of the purchase order through invoicing. Each supplier is responsible for understanding and following the procedures outlined in this manual. We welcome your suggestions and feedback.

3.Policies

3.1Gifts and Gratuities – It is our policy that associates of Schroeder & Tremayne, regardless of their capacity do not accept for their personal benefit gifts, gratuities, trips, cash, samples, etc. from anyone buying from us, selling to us or in any way serving Schroeder & Tremayne. It is also understood that any request from an associate to a supplier for personal gain or consideration will be reported to Schroeder & Tremayne senior management. Reasonable meals in the course of business discussions are acceptable.

3.2Standards of Supplier Engagement – Schroeder & Tremayne conducts its business in an ethical manner. We are concerned about human rights and expect our business partners to share our ethical concerns. We expect compliance with ethical standards by your partners, including all manufactures, contractors, subcontractors and suppliers utilized in the manufacture and finishing of products that are ordered by Schroeder & Tremayne. The following is a summary of our expectations:

Safe and healthy workplace: We seek business partners who afford a safe and healthy workplace that complies with local laws. Suppliers who provide residential facilities for their workers must also provide safe and healthy residential facilities in compliance with local standards.

No forced or compulsory labor: Suppliers shall maintain employment on a voluntary basis. Forced or prison labor will not be tolerated.

Child Labor: We will not knowingly work with business partners who utilize child labor. Legitimate apprenticeship programs are acceptable.

Hours of labor: Suppliers shall maintain reasonable employee work hours in compliance with local standards and applicable national laws of the countries in which the suppliers are doing business.

Fair wages: We seek business partners that provide wages and benefits in compliance with local laws and address the basic needs of workers and their families.

Country of origin: We will not knowingly work with suppliers who use deceptive practices to deliberately misrepresent country of origin in order to evade quota or other import restrictions or duties.

No discrimination: We recognize that cultural differences exist and different standards apply in various countries, however, we believe that employment should be based on an individual’s ability and not on the basis of personal characteristics or beliefs.

4.General Information

4.1Contact Areas and numbers

Area / Telephone number
Purchase Order Administration / 314-615-2067
Accounts Payable / 314-615-2016
Garden Botanika Liquids & Accessories / 314-615-2074
Automotive Products / 314-615-2089
Bath Accessories / 314-615-2067
Receiving St. Louis / 314-615-2037

4.2Addresses and Directions

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Schroeder & Tremayne, Inc.

Supplier Information Manual

Corporate Office:

8500 Valcour Ave.

St. Louis, MO 63123

314-615-2000

Fax 314-615-2010

St. LouisDistributionCenter:

8450 Valcour Ave.

St. Louis, MO63123

314-615-2000

Fax 314-615-2018

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Schroeder & Tremayne, Inc.

Supplier Information Manual

Directions:

From the airport, take 70 east. To 170 south exit. Follow 170 south to end of highway; get on 40 east. Exit Hanley Road, Take Hanley Road south. Hanley Road will turn into Laclede Station Road. Turn left onto Heege. Turn right onto Valcour Avenue.

From 44 West exit Shrewsbury. Turn right onto Shrewsbury and follow to 3rd stoplight. Make a right onto Murdoch. Follow Murdoch to 2nd stoplight and turn left onto Laclede Station. Follow Laclede Station to Watson. Cross over Watson and make an immediate left onto Heege. Follow Heege to stop sign. Turn right onto Valcour Avenue.

From 55 North to Reavis Barracks exit. Turn left onto Reavis Barracks. Reavis Barracks will turn into Mackenzie. Turn left onto Weber. Next stoplight is Valcour. Turn right onto Valcour.


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Schroeder & Tremayne, Inc.

Supplier Information Manual

4.General Information (continued)

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Schroeder & Tremayne, Inc.

Supplier Information Manual

4.3Hours of Operation

Corporate Office:
Monday – Friday 8:30 AM - 4:30 PM

St. Louis, MO Distribution:

Monday – Friday 8:00 AM - 3:00 PM

4.4Receiving Appointments

In order to minimize total supply chain costs and provide the most efficient service to our customers you are encouraged to call our distribution centers or manufacturing plant to make receiving appointments. The telephone numbers can be found in the telephone contact section of this manual.

5.Purchase Order Processing

5.1General Requirements / Terms and Conditions of Purchase

5.1.1.Acceptance – Entire Agreement - Seller shall be deemed to have accepted all of the terms and conditions of this purchase order (“order”) by executing and returning to Schroeder & Tremayne, Inc. (“Buyer”) the acknowledgment below or, if Seller fails to execute such acknowledgment, by commencement of performance or delivery of the goods or services described in this order (the “Products”). Buyer shall not be bound until it receives the executed acknowledgment from Seller or, if Seller fails to return the acknowledgment, until Buyer accepts the Products. BUYER EXPRESSLY OBJECTS TO AND SHALL NOT BE BOUND BY ANY PROVISIONS ADDITIONAL TO, CHANGING OR AT A VARIANCE WITH THE TERMS HEREOF THAT MAY APPEAR IN SELLER’S QUOTATION, ACKNOWLEDGMENT, CONFIRMATION, INVOICE OR OTHER PRIOR OR LATER COMMUNICATION FROM SELLER TO BUYER UNLESS SUCH AGREEMENT IS EXPRESSLY AGREED TO IN A WRITING SIGNED BY BUYER AND SELLER. Buyer’s acceptance of the Products shall not constitute acceptance of Seller’s terms and conditions. All purchases of Products shall be subject to the terms and conditions contained in the Supply Agreement, if any, signed by Seller and Buyer, and to the extent not inconsistent with such Supply Agreement, the terms and conditions contained herein. The terms contained in this order and in the Supply Agreement, if any, shall supercede all prior negotiations, discussions and dealings and constitute the entire agreement between Buyer and Seller.

Any knowledge or information which the Seller may have disclosed or may disclose to Buyer, whether written or otherwise, shall not be deemed to be confidential or proprietary information and shall be acquired by Buyer free from any restrictions as part of the consideration for this order.

5.1.2.Price – The price shall be as stated in this order; subject however, to the other provisions of this Section 2. Buyer shall not be charged a price higher than quoted or last charged for such Products unless a different price is authorized by this order. Seller agrees that if it sells to any person or entity other than Buyer any Products substantially the same as any of those covered by this Agreement at price(s) (including applicable freight equalization terms and making allowance for quantity differences) lower than the price(s) effective under this Agreement, such lower price(s) shall apply to all Products thereafter shipped to Buyer under this Agreement during the period that Seller sells such Products at such lower price(s) to others, provided that Seller can legally extend such lower price(s) to Buyer. Seller agrees that any reduction in the price of the Products covered by this order, subsequent to the issuance of this order and prior to Buyer’s acceptance of the Products, shall apply to this order. Any minimum billing must be agreed to in advance in writing by Buyer. Any cash discount period shall begin on the later of delivery of the Products or receipt by Buyer of Seller’s invoice. All applicable taxes shall be separately stated on the invoice.

5.1.3.Delivery – Seller agrees to ship the Products by the least expensive method, unless otherwise specified in writing by Buyer. Delivery shall be at Seller’s risk to the location and within the time specified in this order. If no time is specified in this order for delivery, delivery shall be made within a reasonable time. Risk of loss with respect to any Products shall remain with Seller until acceptance by Buyer at the place of delivery. At Buyer’s option, over-shipments and shipments made prior to any specified delivery date may be held at Seller’s risk or returned to Seller at Seller’s expense and risk. Any invoice issued will be held and applied to shipping dates specified in this order. Time is of the essence of the order. If delivery of the Products is not completed by the time scheduled, Buyer reserves the right, without liability, in addition to its other rights and remedies, to terminate this order by notice effective when sent and arrange for completion or purchase of substitute items elsewhere and to charge Seller with any loss or additional costs or expenses incurred. Shipments sent C.O.D. without the written consent of Buyer will not be accepted and will be at Seller’s risk. Seller shall notify Buyer immediately of any actual or possible delay in schedule. Products will be suitably packed for delivery. Packing slips shall accompany each shipment or parcel in a shipment and shall contain Buyer’s purchase order number hereon and a description of the contents, including item numbers. No charge will be made by Seller for packing, crating, transportation or storage unless provided for in this order. When services are called for by this order, delivery shall mean completion of performance of such services.

5.Purchase Order Processing (continued)

5.1.4.Changes – The Buyer shall have the right to change from time to time any of the specifications or instructions for work covered by this purchase order and Seller agrees to comply with any change notices. If such changes result in a decrease or increase in the Seller’s cost or in the time for performance, an adjustment in the price and/or time for performance will be made by the parties in writing, provided however that the Seller shall notify the Buyer of the request for such adjustments within thirty (30) days after receipt of the change notice.

5.1.5Rejected Goods – Any Products are found by Buyer to be defective in material or workmanship, or otherwise not in conformity with any warranty or the requirements hereof, Buyer, in addition to any other rights which it may have under warranties or otherwise, may, at its election, reject and return such Products at Seller’s expense, or repair any defective Products and charge Seller the actual labor cost and factory overhead. Products rejected and returned shall not be replaced by Seller without written authorization by Buyer. Payment for Products prior to inspection shall not constitute their acceptance by Buyer.

5.1.6Warranty – Seller warrants that the Products supplied under this order shall be of the quality, quantity, size and description and dimensions ordered, shall fully comply with specifications, samples or other descriptions furnished by Buyer or its customers, that such Products will be merchantable, of good quality, material and workmanship, free from defects, and that they will be suitable and fit for the purposes for which they are sold. Seller’s warranties (including service warranties and guaranties, if any) shall inure to the benefit of and be actionable by both Buyer and its customers. Products required to be repaired or replaced shall be subject to this warranty after such repair or replacement. All warranties shall survive delivery and shall not be deemed waived either by reason of Buyer’s or its customer’s acceptance of the Product or payment for them. The warranties stated in this Section 6 are in addition to any warranties contained elsewhere herein or in any Supply Agreement signed by both Buyer and Seller.

5.1.7Patents, Copyrights and Trademarks – Seller warrants that the Products and the sale and use of them will not infringe any United States or foreign patent, copyright, or trademark. Seller agrees to indemnify and save harmless Buyer, its successors, assigns, and customers, and any users of Buyer’s products, against all suits at law or in equity and from all damages, liability, claims and demands, for actual or alleged infringement of any United States or foreign patent, copyright, or trademark by reason of the use of or purchase of the Products hereby ordered. Seller shall notify Buyer of any potential conflict with any patent, copyright, or trademark of which Seller has knowledge at the time of returning the acknowledgment copy of this purchase order. In the event of such a notification, either Buyer or Seller shall have the right to withdraw from performance under this purchase order by written notice to the other party within ten (10) days of such notification.

5.1.8Insurance – The Seller shall indemnify and save Buyer harmless from and against all liabilities, claims, or demands for injuries or damages to any person or property growing out of the performance of this order, except to the extent any such injury is due solely and directly to the Buyer’s negligence. So long as any labor or services are being performed or furnished by the Seller under this order, the Seller shall, at its own expense, procure and maintain in effect the following insurance coverage:

a.Workers’ Compensation Insurance covering Seller’s employees employed on or in connection with the work covered by this order and or to their dependents, in accordance with the laws of the state or states in which the work is performed.

b.Liability insurance for bodily injury and property damage in connection with all of Seller’s operations covered by this order with limits satisfactory to Buyer.

Upon request of the Buyer, the Seller shall furnish the Buyer a certificate from the insurance company or companies writing the above coverage evidencing that such insurance is in effect.

5.Purchase Order Processing (continued)

5.1.9.Compliance with Laws – Seller warrants that it is an equal opportunity employer which does not discriminate in employment on the basis of any federal or state protected characteristic, including but not limited to, race, color, religion, sex, national origin, age, or disability; and that it shall comply with all applicable state, federal and local laws, rules and regulations; and Seller shall indemnify Buyer against liability for any failure to do so.

5.1.10.Termination – Buyer may terminate this purchase order in whole or in part at any time upon written notice to the Seller. If termination is solely for Buyer’s convenience and is not due to Seller’s breach, Buyer’s liability shall be:

a.If the Product is a service, to pay a proportionate part of the contract price for that portion of work completed and accepted by Buyer.

b.If the Product is goods, to pay the cost of the existing “Finished Goods” inventory, but not more than required to fill the next delivery schedule within thirty (30) calendar days following the date of termination plus the existing “Work in Process” inventory required to fulfill an additional thirty (30) calendar days of deliveries provided that Buyer shall have no obligation to pay for any Work in Process that Seller may reasonably use or sell elsewhere for any other order. Buyer, at its sole option, may take delivery of or sell to others any Finished Goods or Work in Process for which it is required to pay hereunder. “Finished Goods” shall mean those which have passed final acceptance testing and are awaiting delivery. “Work in Process” shall include material in various stages of completion with some degree of labor applied, individual piece parts, and raw materials in a state of completion no more than necessary to meet the then current delivery schedule.