Terms and Conditions of Sale

Bloom Design & Manufacturing de México, S.A. de C.V.

C. Padre Hidalgo 9334

La Jolla

22645 Tijuana, Baja California, México

RFC: BDA250604UFO

Effective Date: January 1st 2026

These Terms and Conditions of Sale (“Terms”) apply to products and services sold by Bloom Design & Manufacturing de México, S.A. de C.V. (“Bloom”), unless Bloom and the customer expressly agree to different terms in writing.

By accepting a Bloom quotation or Sales Order, submitting a purchase order, paying a deposit or invoice, or placing an order through a Bloom website, the customer accepts these Terms, subject to applicable law.

1. Quotations and Orders

Quotations are subject to the validity period stated on the quotation, product and material availability, production capacity, and applicable minimum order quantities.

An order becomes binding upon acceptance by Bloom. Products, quantities, pricing, colors, decoration, packaging, delivery requirements, payment terms, and other specifications shown on the accepted quotation or Sales Order form part of the agreement between Bloom and the customer.

Terms contained in a customer's purchase order or other document that conflict with these Terms do not modify Bloom's Terms unless expressly accepted in writing by an authorized representative of Bloom.

2. Prices and Taxes

Prices are stated in the currency shown on the applicable quotation, Sales Order, website, or invoice.

Applicable IVA and other taxes will be charged in accordance with Mexican law and the nature of the transaction.

Freight, customs charges, duties, brokerage, special packaging, tooling, artwork, and other charges are additional unless expressly included in Bloom's quotation or Sales Order.

3. Payment Terms

Payment terms are established for each customer and transaction and are stated on the applicable quotation, Sales Order, or invoice.

Customers without approved commercial credit are generally required to pay in full prior to shipment or delivery.

Prepayment and Early-Payment Discounts

Bloom may offer a 2% prepayment or early-payment discount on eligible orders or invoices paid within the qualifying period stated on the applicable quotation, Sales Order, or invoice.

Unless Bloom expressly agrees otherwise, the discount is available only for qualifying payments made by cash, check, ACH, or bank transfer.

Payments made by credit card, debit card, Stripe, or another payment service carrying transaction-processing fees do not qualify for the discount.

Commercial Credit

Qualified business customers may apply for commercial credit. Approval of credit, credit limits, and payment terms is at Bloom's discretion.

Bloom's standard credit term for approved accounts is Net 30, unless otherwise agreed in writing.

Approval of commercial credit does not prevent an eligible customer from receiving an available early-payment discount by paying within the qualifying period stated on the invoice.

Extended payment terms, including Net 45, Net 60, or other special arrangements, require specific approval by Bloom.

4. Custom Products

Products manufactured, decorated, printed, colored, packaged, configured, or otherwise produced specifically for a customer are considered Custom Products.

Unless otherwise stated on the quotation or Sales Order, Custom Products require a 30% deposit before the order is released for procurement, scheduling, or production.

The remaining 70% balance is due prior to shipment or delivery unless Bloom has approved commercial credit terms for the customer.

For approved credit customers, Bloom may invoice the remaining 70% balance under the approved payment terms stated on the applicable commercial documents.

When Bloom offers an early-payment discount on the remaining balance of a Custom Product order, the discount applies only to the eligible remaining balance and not to the required deposit, unless expressly stated otherwise.

Production Quantity Variance

Due to the nature of custom manufacturing, actual production quantities may vary from the quantity ordered. Unless otherwise agreed in writing, Custom Product orders are subject to an overrun or underrun allowance of up to 10% of the ordered quantity.

Customers will be invoiced based on the actual quantity of acceptable products produced and delivered, at the unit price stated on the applicable quotation or Sales Order.

Production within this allowance will be considered fulfillment of the ordered quantity and will not constitute a shortage, over-shipment, or manufacturing defect.

5. Custom Tooling, Displays and Special Materials

Customer-specific molds, tooling, fixtures, racks, displays, special packaging, custom colors, decals, specially purchased materials, or other customer-specific items may require partial or full payment before Bloom begins work or commits to their purchase.

Applicable charges and payment requirements will be identified on the quotation or Sales Order.

Amounts paid or committed for customer-specific tooling, materials, artwork, development, or other nonrecoverable costs may become non-refundable once Bloom has begun the applicable work or committed to the applicable purchase.

6. Artwork and Product Approval

Customers are responsible for reviewing and approving applicable artwork, graphics, logos, text, colors, dimensions, placement, and other customer-specific specifications before production.

Bloom may require written or electronic approval before production begins. Customer approval authorizes Bloom to manufacture the products according to the approved specifications.

Manufacturing processes and materials may result in reasonable commercial variations in color, dimensions, decoration, finish, weight, or appearance. Normal manufacturing variations are not considered defects.

7. Customer-Supplied Intellectual Property

The customer represents that it owns or has permission to use all trademarks, logos, artwork, photographs, graphics, designs, text, and other intellectual property supplied to Bloom.

The customer authorizes Bloom to reproduce and use those materials as reasonably necessary to develop and manufacture the customer's products.

The customer is responsible for obtaining any licenses, permissions, or approvals required for customer-supplied intellectual property.

8. Changes and Cancellations

Changes requested after artwork approval, material procurement, production scheduling, or commencement of manufacturing may result in additional charges and revised completion or delivery dates.

Stock-product cancellations are subject to Bloom's approval and the status of the order.

Custom Product orders may not be canceled after production has begun without Bloom's written approval.

Deposits and amounts associated with customer-specific materials, tooling, artwork, packaging, development, or manufacturing may be non-refundable to the extent Bloom has incurred or committed those costs.

9. Production and Delivery

Production, completion, and delivery dates are estimates unless Bloom expressly guarantees a date in writing.

Bloom will make commercially reasonable efforts to meet agreed schedules but is not responsible for delays caused by circumstances beyond its reasonable control, including material shortages, transportation or customs delays, governmental actions, labor disruptions, utility interruptions, equipment failures, natural disasters, or other events beyond Bloom's reasonable control.

Such delays do not automatically entitle the customer to cancel a Custom Product order or receive a refund of costs already incurred or committed by Bloom.

10. Shipping and Delivery

Shipping method, freight responsibility, delivery location, and applicable Incoterms, when used, will be stated on the applicable commercial or shipping documents.

Customers should inspect shipments promptly upon receipt. Visible transportation damage should be documented and reported promptly to both the carrier and Bloom.

11. Inspection, Claims and Returns

Customers are responsible for inspecting products promptly after delivery.

Claims involving shortages, incorrect products, manufacturing defects, or shipping discrepancies should be reported to Bloom within 10 business days after delivery, unless a different period is stated on the applicable Sales Order or invoice or required by applicable law.

Products may not be returned without prior authorization from Bloom.

Custom Products are not returnable except for verified manufacturing defects, errors attributable to Bloom, or as otherwise required by applicable law.

Authorized returns must comply with Bloom's return instructions.

12. Product Use and Care

Customers are responsible for using, handling, cleaning, and maintaining products in accordance with Bloom's published specifications and care instructions.

Bloom is not responsible for damage caused by misuse, improper handling or cleaning, unauthorized modification, use outside published product specifications, or normal wear and tear.

13. Past-Due Accounts and Credit

Extension of commercial credit is subject to Bloom's approval.

Bloom may establish or modify credit limits, require deposits or prepayment, place orders or shipments on hold, or suspend or withdraw credit privileges when an account becomes past due or Bloom reasonably determines that additional credit exposure is inappropriate.

Past-due amounts remain payable regardless of the suspension or withdrawal of additional credit.

14. Special Agreements

Bloom may enter into distributor agreements, national-account programs, special pricing arrangements, or other written commercial agreements containing terms different from these general Terms.

If a specifically negotiated written agreement accepted by Bloom conflicts with these Terms, the specifically agreed provision will control for the applicable transaction.

15. Electronic Transactions and Communications

Quotations, Sales Orders, invoices, purchase orders, artwork approvals, payment confirmations, and other commercial documents and communications may be created, transmitted, accepted, and stored electronically.

Electronic acceptance and communications will be recognized to the extent permitted by applicable law.

16. Governing Law

These Terms and transactions with Bloom are governed by the applicable laws of Mexico.

Any specific jurisdiction, venue, arbitration, mediation, or other dispute-resolution requirements agreed between Bloom and a customer will be stated in the applicable written agreement.

17. Changes to These Terms

Bloom may revise these Terms from time to time.

Unless otherwise agreed in writing, the version applicable to an order is the version in effect on the date Bloom accepts the applicable order.

18. Contact

Questions regarding orders, invoices, payment terms, returns, claims, or these Terms and Conditions may be directed to: