Fabbrica ("we," "us," "our"), offered through Rucept Inc (rucept.com), is a product-development and manufacturing connector. We help brands, creators, and franchise owners design, develop, manufacture, and ship toys and consumer technology products — including licensed merchandise for video-game and film franchises. By using our website or engaging our services, you agree to these Terms.
You must be at least 18 years old and have the authority to enter into agreements on behalf of yourself or the company you represent.
Quotes and proposals are estimates based on the information you provide and are valid for 30 days unless stated otherwise. A project begins when both parties confirm an order in writing, including specifications, quantities, timelines, and pricing. Product specifications are locked at the approval stage you sign off; changes after lock may affect cost and timeline.
You retain all ownership of your trademarks, copyrights, franchise rights, and other intellectual property. To perform the services, you grant Fabbrica a worldwide, non-exclusive license to use the brand assets, designs, and materials you provide — solely to design, manufacture, quality-check, market samples of, and fulfill your products.
You represent and warrant that you own, or are duly licensed to use, all intellectual property you provide — including any video-game, film, or character franchise rights — and that your products and materials do not infringe the rights of any third party.
Pricing is as set out in your confirmed order. Unless otherwise agreed, 50% is due to begin production and the balance before shipment. Late payments may incur interest at 1.5% per month or the maximum permitted by law. You are responsible for applicable taxes, duties, and import charges unless the order states otherwise.
Production timelines are good-faith estimates, not guarantees; manufacturing involves tooling, materials, and logistics outside any single party's full control. We will keep you informed of material delays. You will have an opportunity to approve pre-production samples. After delivery, notify us of defects within 14 days; our remedy for confirmed manufacturing defects is repair, replacement, or credit, at our reasonable discretion.
We manufacture to the specifications and the product-safety standards identified in your order (for example, applicable toy-safety standards for your target markets). You are responsible for confirming the regulatory and certification requirements of each market where you sell, and for any market-specific testing or labeling beyond the agreed scope.
Each party will keep the other's non-public business information confidential and use it only to perform under these Terms. This obligation survives termination.
You agree not to use our services for unlawful purposes, to submit infringing or unlawful materials, or to misrepresent your rights in any franchise or brand.
We work with a vetted network of manufacturing and logistics partners in the US, the EU, and elsewhere. We may perform services through these partners and remain responsible to you for their work under your order.
Except as expressly stated in your confirmed order, our services are provided "as is." To the maximum extent permitted by law, we disclaim all implied warranties, including merchantability and fitness for a particular purpose.
To the maximum extent permitted by law, our total liability arising from any order will not exceed the amounts you paid for that order in the 12 months before the claim arose. Neither party is liable for indirect, incidental, consequential, or lost-profit damages.
You agree to indemnify and hold Fabbrica harmless from claims arising from your content, products, or intellectual property — including claims that your franchise rights, designs, or materials infringe third-party rights — and from your breach of these Terms.
These Terms apply for as long as you use our services or have an open order. Either party may terminate an engagement as set out in the order; provisions on IP, confidentiality, payment, liability, and indemnification survive.
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules. Disputes will be resolved in the state or federal courts located in the State of Delaware, and you consent to their exclusive jurisdiction.
We may update these Terms from time to time. Material changes will be posted on this page with a revised date and, where appropriate, notified to active clients before taking effect. Continued use of our services after changes take effect constitutes acceptance.
Questions about these Terms: mudit@rucept.com, Rucept Inc.