Terms of Service

These Terms of Service ("Terms") govern your use of Elite Laboratories Group, Inc.'s ("Elite Laboratories," "we," "us," or "our") website and services. By accessing our website or engaging our services, you agree to these Terms.

1. Services

1.1 Scope of Services

Elite Laboratories provides contract manufacturing services for dietary supplements, including but not limited to formulation development, manufacturing, packaging, labeling, and fulfillment. Specific services are defined in individual Manufacturing Agreements or Purchase Orders.

1.2 Manufacturing Standards

All products are manufactured in accordance with current Good Manufacturing Practices (cGMP) as defined by the FDA and applicable regulations. We maintain all necessary registrations and certifications for dietary supplement manufacturing.

2. Orders and Pricing

2.1 Quotations

Quotations are valid for 30 days unless otherwise specified. Prices are subject to change based on raw material costs, order specifications, or regulatory changes. Final pricing is confirmed upon order placement.

2.2 Minimum Order Quantities

All orders are subject to minimum order quantities (MOQs) as specified in our quotations. MOQs vary by product type and packaging requirements. Custom formulations may have higher MOQs due to raw material procurement requirements.

2.3 Order Confirmation

Orders become binding upon our written confirmation and receipt of required deposits. We reserve the right to reject orders that do not meet our manufacturing capabilities or regulatory requirements.

3. Payment Terms

3.1 Standard Terms

Unless otherwise agreed in writing: 50% deposit is required upon order confirmation, with the remaining balance due upon completion before shipment. First-time customers must provide full payment before production begins.

3.2 Credit Terms

Established customers with approved credit may be eligible for Net 30 payment terms. Credit approval is at our sole discretion and may be revoked for late payments or changed circumstances.

3.3 Late Payments

Late payments are subject to interest charges of 1.5% per month or the maximum rate allowed by law, whichever is less. We reserve the right to suspend production or shipment for accounts with past due balances.

4. Product Specifications and Approvals

4.1 Customer Responsibilities

Customer is responsible for:

• Providing accurate and complete product specifications
• Ensuring formulations comply with applicable regulations
• Approving all artwork, labels, and packaging before production
• Verifying all claims and marketing statements
• Obtaining necessary regulatory approvals for their products

4.2 Formula Ownership

Custom formulations developed specifically for a customer remain the customer's property upon full payment. Stock formulations remain our property. All formulations are subject to confidentiality agreements.

5. Production and Delivery

5.1 Lead Times

Production lead times are estimates based on current capacity and material availability. We are not liable for delays due to raw material shortages, equipment failure, acts of God, or other circumstances beyond our reasonable control.

5.2 Delivery Terms

Unless otherwise specified, all shipments are F.O.B. our facility. Risk of loss passes to the customer upon delivery to the carrier. Shipping costs and insurance are the customer's responsibility.

5.3 Acceptance of Goods

Customer must inspect products within 10 days of receipt and notify us in writing of any non-conformities. Products are deemed accepted if no written notice is received within this period.

6. Warranties and Disclaimers

6.1 Manufacturing Warranty

We warrant that products will be manufactured in accordance with agreed specifications and cGMP requirements. This warranty is valid for 12 months from manufacture date when products are stored under recommended conditions.

6.2 Disclaimer of Other Warranties

EXCEPT AS EXPRESSLY PROVIDED, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT PRODUCTS WILL MEET CUSTOMER'S MARKETING CLAIMS OR BE SUITABLE FOR ANY PARTICULAR USE.

7. Limitation of Liability

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE AMOUNT PAID BY CUSTOMER FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL WE BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. Indemnification

Customer agrees to indemnify, defend, and hold harmless Elite Laboratories, its officers, directors, employees, and agents from any claims, damages, or expenses arising from:

• Customer's product specifications or formulations
• Customer's marketing claims or labeling
• Customer's violation of applicable laws or regulations
• Product liability claims related to customer's products
• Infringement of third-party intellectual property rights

9. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information disclosed during the business relationship. This includes formulations, pricing, customer lists, and manufacturing processes. Confidentiality obligations survive termination of the business relationship for 5 years.

10. Regulatory Compliance

10.1 Mutual Obligations

Both parties agree to comply with all applicable federal, state, and local laws and regulations, including FDA regulations for dietary supplements, FTC regulations for advertising, and all applicable import/export laws.

10.2 Regulatory Changes

If regulatory changes require modifications to products or processes, we will work with customers to implement necessary changes. Additional costs resulting from regulatory changes will be the customer's responsibility.

11. Intellectual Property

Customer warrants that all materials provided to us do not infringe any third-party intellectual property rights. We retain all rights to our proprietary manufacturing processes, stock formulations, and trade secrets. Neither party may use the other's trademarks without written permission.

12. Force Majeure

Neither party shall be liable for delays or failures in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, pandemic, government actions, or material shortages.

13. Dispute Resolution

13.1 Negotiation

The parties shall attempt to resolve any disputes through good faith negotiation. Senior management from both parties shall meet within 30 days of written notice of a dispute.

13.2 Arbitration

If negotiation fails, disputes shall be resolved through binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. Arbitration shall take place in Orange County, California. The prevailing party may recover reasonable attorneys' fees.

14. General Provisions

14.1 Governing Law

These Terms are governed by the laws of the State of California, without regard to conflict of law provisions.

14.2 Entire Agreement

These Terms, together with any Manufacturing Agreement or Purchase Order, constitute the entire agreement between the parties and supersede all prior understandings.

14.3 Amendments

These Terms may only be amended in writing signed by authorized representatives of both parties. We reserve the right to update these Terms for future orders.

14.4 Severability

If any provision of these Terms is deemed invalid or unenforceable, the remaining provisions shall continue in full force and effect.

14.5 Assignment

Customer may not assign these Terms or any rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

15. Contact Information

For questions about these Terms of Service, please contact: