Drop Ship Vendor Compliance Expectations

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Drop Ship Vendor ComplianceExpectationsUpdated 1/18/19

ContentsExpectations . 3Technology . 3Vendor Setup Documentation - Insurance . 3Inventory and Lead Time Management . 3Order Processing . 4Order Processing Exceptions. 5Customer Cancellations . 5Unexpected Shipment Delays / Stock-outs . 5Vendor Closings/Down-time . 5Assembly Instructions . 6Packaging. 6External Packaging . 6Internal Item Protection . 8Packaging Testing. 8Transportation / Shipping . 9Invoicing . 9Customer Service/RMAs.10General/Compliance Debits.11Enforcement Policies .11Certification Program Details .11Debit Dispute Resolution Process .12Hayneedle Contacts.13All previous versions of this document are no longer valid effective 1/18/2019.Please note that all policies, procedures and training documents apply to all Hayneedle, Inc. drop ship orders, thisincludes, but is not limited to, orders placed at Hayneedle.com, the Hayneedle mobile App, or any marketplacepartner where Hayneedle products are found.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 1

Vendor Compliance - WelcomeIn support of our customer experience initiatives, Hayneedle has developed this Vendor Compliance Manual. In orderto fully comply with our business needs, it is important that our vendor partners review and understand allrequirements in this document.A few of the key vendor expectations outlined in the manual include: On-time shipping service levelPackaging and carrier routingInventory ControlTrackingInvoicingShipping with the correct Hayneedle carriersCustomer service and returnsIn return, Hayneedle commits to: Clearly define requirementsActively monitor performanceCommunicate issues and successesPartner with our vendors to increase overall sales and ensure the highest level of service to our endconsumerQuestions regarding the Hayneedle requirements or policies set forth in this document can be directed to theHayneedle Compliance team at compliance@hayneedle.comThe information in this document will provide details for the points referenced above. It also identifies contactinformation for questions and policies around enforcement to ensure a positive customer experience and a sustained,mutually beneficial relationship.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 2

ExpectationsTechnologyHayneedle provides multiple options for drop ship technology integration. EDI: Vendors requesting an EDI relationship with Hayneedle must meet Hayneedle EDI mapping standardsto be considered for onboarding and to remain compliant. More details can be found at: fo/existing-suppliers Portal: Non-EDI vendors will utilize Hayneedle’s web-based portal in one of two ways:o Batch mode for medium-volume partnerso Standard mode for lower-volume partnerso Portal questions can directed to the Vendor Operations team atvendoroperations@hayneedle.com. In all cases, ensure your company’s email administrator adds ‘Hayneedle.com’ to your company’s approveddomain list to confirm emails originating from Hayneedle get delivered to their intended recipient withoutdelay.Vendor Setup Documentation - InsuranceHayneedle requires its vendors to provide current insurance documentation to be considered in full compliance withthe terms and conditions agreed upon. Two documents are required and may be emailed toriskmanagement@hayneedle.com.1.Vendors must provide a current Certificate of Insurance (“COI”). The COI is proof of insurance and istypically valid for one (1) year from the date of issue. Renewal COI’s must be provided no later than 2 weeksafter the previous COI’s expiration date.2.Vendors must provide an endorsement conferring Additional Insured status to Hayneedle. Theendorsement may confer additional insured status to Hayneedle on an individual basis or may be issued aspart of a blanket endorsement to all parties held harmless.Inventory and Lead Time ManagementA common misunderstanding is in the difference between inventory purchase orders and drop ship purchaseorders as it relates to inventory management and order cycle times. The following table outlines each order typeto assist in understanding those differences.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 3

PO CreationVendor fill rate expectationInventory OrdersManually created by Hayneedle’sPurchasing team for product thatwill be coming into Hayneedlefulfillment centers to then beshipped to ourcustomersOnce received, the vendor hasthe ability to respond back tothe Purchasing team with anyproposed changes to thepurchase order (i.e. datechanges, quantity changes, etc.)Drop Ship OrdersGenerated automatically byHayneedle systems at the time acustomer places an order online100% filled in full and on-timeInventory availability and ordercycle times are committed inadvance of customer orders More info and examples can be found on our supplier iers/Tips-for-Compliance.pdf Hayneedle requires all inventory and lead times to be accurate at all times 24x7x365. Inventorymanagement actions should be performed, at a minimum, once a day for all SKUs to avoid customer delayand cancellations. Inventory availability communicated to Hayneedle will be interpreted as the availability for Hayneedlecustomers. Reducing quantities or changing status on a SKU to prevent over-selling across multiple retailpartners is the responsibility of the vendor. Our customer’s expectations are that all items ship on-time and within 2 business days. Some LTL itemsmay take longer (e.g., 5 days), though customer expectations continue to push for greater speed. Vendorpartners should organize internal processes around achieving these fulfillment goals. Hayneedle is not responsible for updating any vendor’s inventory or lead times; this is the responsibility ofeach vendor. This includes facility closures due to weather, physical inventory, holidays, etc. Additionalinformation on the Hayneedle vendor portal can be found at ‘Vendor Portal Training ng-suppliersOrder Processing Vendors are required to ship all purchase orders complete; no split-shipments are allowed. Deviation fromthis requirement could result in additional shipping charges to Hayneedle which will be billed back to thevendor. Vendors must be able to receive and acknowledge Purchase Orders sent electronically from Hayneedle.“Electronic” can include EDI or Hayneedle’s web-based vendor portal; via standard or batch processingmethods. Quantities, styles, colors, and sizes must be shipped as indicated on the Purchase Order; no substitutionsunless written authorization is obtained. Please contact the Vendor Coordinator team atvendorcoordinator@hayneedle.com so that they can consult the customer. Acknowledgment of new PO’s must be completed within 24 hours of receipt (vendor portal or EDI). In theevent that an order cannot be processed, you must contact the customer care fulfillment team atvendorcoordinator@hayneedle.com within the same 24 hours.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 4

Vendors must include a Hayneedle-approved packing slip in all customer orders. Please review packing listsat: ‘Package g-suppliers/ Custom orders require proofs to be sent back for approval within 24 hours after receiving the order –custom artwork will need to be sent back within 36 hours after receiving it. Personalized proofs andquestions should be directed to vendorcoordinator@hayneedle.comOrder Processing ExceptionsCustomer CancellationsCustomers may request a cancelation for any order that is not yet reflected as shipped - this includes customorders (example: personalized items, made to order, etc.). Cancelation requests will be communicated from ourCustomer Service team via Hayneedle’s supplier portal - see “Customer Service / RMAs” in this document.Unexpected Shipment Delays / Stock-outsOrder processing lead times must be set in advance and updated regularly based on the expectation of shippingon time (see the “Inventory and Lead Time Management” section of this document), but in the case ofunexpected delays, vendors are required to update order information to ensure customer visibility to orderstatus.New Inventory ConditionOrigin NoteMax Delay(Calendar)AOriginal ShipDate 60Walmart MarketplaceBOriginal ShipDate 4{all others}COriginal ShipDate 10Order OriginHayneedle.comInventory nolongeravailableInventoryavailabilityexpected beforemax delay dateInventoryavailabilityexpected, butafter maxdelay dateVendorinitiated cancelon Hayneedle’svendor portalUpdate eachdelayed orders’expected shipdate. This willtriggercommunicationswith the customer.Vendorinitiated cancelon Hayneedle’svendor portalOrigin notes: each order origin can be determined by the customer service email address on the order (portal or EDI).[A] Hayneedle.com vendorcoordinator@hayneedle.com[B] Walmart marketplace includes orders.walmart@hayneedle.com[C] “all others” include orderservice.ebay@hayneedle.com, help@jet.comVendor Closings/Down-time Hayneedle requires notification for any planned or unplanned events that could extend normal lead times.In association with communicating closings, each vendor is required to update their ship delay via thevendor portal/inventory management. Examples include: system changes, holidays, physical inventoryprocesses, facility closures, etc. More details can be found at ‘Customer -suppliersHayneedle Inc –Drop Ship Vendor Compliance ManualPage 5

If open or new orders are affected by a planned or unplanned event, Hayneedle’s Customer Care Supportteam (vendorcoordinator@hayneedle.com) must be notified to allow them to contact customersaccordingly. Please email the Purchase Order (“PO”) numbers affected to the Hayneedle Compliance teamat: compliance@hayneedle.comAssembly InstructionsItems requiring customer assembly must include simple, clear assembly instructions in each sellable unit. Elements ofsimple, clear assembly instructions include: Instructions in English using proper grammar (other languages including Spanish and French are notrequired but may also be included at the supplier’s discretion)Item descriptionRequired tools and number of recommended people needed to assembleEstimated assembly time for a typical customerIllustrations are encouraged and should be clear and chronologically sequenced. Reference numbers inwritten descriptions should be matched by reference numbers in the illustrationSuggestion that the customer contact Hayneedle’s Customer Care Center (see Hayneedle.com) withconcerns about missing or damaged components, or questions on assembly stepsJuvenile Products require the verbiage “Adult Assembly Required” We share assembly instructions with ourcustomers: electronic copies of the assembly instructions in “PDF” format should be forwarded tovendoroperations@hayneedle.com. Include the Hayneedle SKU in the body of the email. Standard assemblyinstruction templates and guides can be found at ‘Assembly sting-suppliersPackagingHayneedle requires vendor packaging that commonly exceeds the requirements of pallet load shipments to brick-andmortar retailers. It is the vendor’s responsibility to provide quality product and packaging sufficient to protect theproduct from the rigors and hazards of the multiple points of handling involved in storage and final transit to ourcustomer by either a small parcel carrier or a motor freight (“LTL”) carrier.If a vendor’s product experiences excessive damage it will result in products being discontinued, liquidated, orrepackaged at the vendor’s expense.External PackagingAn e-commerce fulfillment network requires special packaging considerations not typically required of brick-andmortar shipments: The carton strength must be sufficient to prevent the carton from crushing, sagging or being pierced fromthe inside during storage or transit (small parcel or LTL) including all applicable weather conditions.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 6

We suggest as a best practice that you utilize your corrugate supplier’s expertise in helping you chooseappropriate cartons for your product. We do offer the chart below as a guideline. Rugs, doormats, fabric bolts and similar items must be individually bagged in clear, low density,polyethylene bag with a minimum thickness of 6 Mil.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 7

Internal Item Protection Include a minimum 2”thick cushion for sufficient cushioning protection within a package. The cushionshould protect all 6 sides of the product from the carton sides, in an effort to “float” the item centered inthe carton.All void space should be filled: corrugated or Styrofoam corner blocks must be usedAny protruding item parts must be protected from damage and from the opportunity to puncture thecarton wall during the transit and storage that is typical in small parcel or LTL delivery networksFinished exposed surfaces (painted, coated or polished) must be protected from corrugate or EPS abrasionby an adequate protective barrier such as poly foam, plastic sheeting, etc. This prevents surface-to-surfaceabrasion.Rigid angle board must be incorporated inside the shipping carton in the four vertical corners to provideprotection against squeeze truck handling and ensure adequate stacking attributes.Loose components (i.e. shelves, crowns, legs, handles, parts bags, etc.) must be secured in such a way as tonot move during transit and must have protection between them and other surfaces.The location of hidden components / parts must be clearly marked on product as well as hardware. Coloredhardware packaging (red or orange) is preferred.Doors on case goods must have protection between the top and bottom horizontal rails and edges of doors.Doors must be secured to protect against damage from vibration of door latches.Packaging TestingVendors are responsible for ensuring that product and packaging are sufficient for the consumer-direct channel. Tovalidate, Hayneedle recommends testing before any shipments occur, or as part of a plan to determine why highdamages may be occurring.Option 1: Many vendors have found that a simple free-fall drop test onto concrete can quickly identify many issueswith product or packaging design. A common methodology can be found rsOption 2:Hayneedle has partnered with FedEx to provide testing and evaluation services for both small parcel and LTL items.FedEx will test against the following protocols:Packaged item DimensionsShips to Consumer viaUp to:Small parcel (e.g., FedEx, UPS, USPS) 150 pounds, AND 119 inches in length(longest side), AND 165 inches in length girth (L (2xH) (2xW))Over any of the aboveLTLTest ProtocolISTA-6AISTA-3BHighlights of the FedEx testing services: The service itself is free of charge. Freight expense is the responsibility of the vendor: a vendor must havetheir own account set up with Federal Express prior to testing and ship the product to the FedEx lab withtheir account number. If Hayneedle’s FedEx account number is used to ship packages to the FedEx TestingLab, Hayneedle will bill the Supplier back. FedEx will provide improvement recommendations if vendor packaging is insufficient and fails testing. The testing process usually takes about 4 business days. No more than 4 items at a time. LTL items must bescheduled in advance This program is available to new and existing Hayneedle vendors. All tests require advance completion of a form: see the link below Additional instructions, along with the forms required to utilize this service can be found under the headingHayneedle Inc –Drop Ship Vendor Compliance ManualPage 8

Packaging at: https://www.hayneedle.com/info/existing-suppliers. Please first carefully read theinstructions on how to fill out the forms prior to utilizing the process.Transportation / Shipping All shipments must be made in strict accordance with the Carrier, Service Level, and account number listedon the Hayneedle purchase order. If you have questions about how to ship with a Carrier listed on aHayneedle purchase order the most current version of the Hayneedle Drop Ship Routing Guide can be foundhere (under ‘Transportation and Logistics’): https://www.hayneedle.com/info/existing-suppliers. Any deviation from the Hayneedle purchase order shipping instructions must be confirmed and approved inwriting prior to shipping; please send to transportation@hayneedle.com. Shipments must adhere to Hayneedle shipping label requirements. For a sample shipping label visit here(under ‘Package Labeling’): https://www.hayneedle.com/info/existing-suppliers Vendors must provide accurate tracking information for all shipped orders either by 1) EDI 856, 2) properlyincluding Hayneedle’s order number in the FedEx or LTL carrier reference field, or 3) manually entering theinformation into the vendor portal interface. Vendors are allowed one business day after the physicalshipment occurs, to have the tracking information visible in carrier systems. Ultimately all vendors areresponsible for ensuring tracking has been applied correctly. Any applicable small package pick-up charges are the responsibility of the vendor and will not bereimbursed by Hayneedle.Invoicing Hayneedle’s Invoicing Guidelines contains the required information needed in order to have your invoicesprocessed for prompt payment. These guidelines can be found at the following link under the xisting-suppliers/ Invoices should be sent to Hayneedle electronically - either EDI or through a vendor portal batchupload. Please see Invoicing Guidelines to learn how to get set up.Hayneedle’s standard terms are 60 days unless otherwise agreed-upon within the Hayneedle Terms andConditions.Please direct invoice inquiries to our Accounts Payable department for which contact information can befound at the following fink under the Finance ppliers Tracking must be applied to all orders and is required before payment of an invoice is made. Please refer tothe Hayneedle Master Training Manual, found under Vendor Portal Training suppliers Hayneedle will deduct agreed-upon general discounts or allowances from invoiced amounts.Pricing updates are to be performed in the vendor portal within 30 days of price change effective date. Ifpricing is not updated on time and is incorrect at the time of customer shipment, the invoice will be debitedto reflect the priced agreed-upon at the time of shipment. Please refer to the Hayneedle Master TrainingManual for further instructions on how to perform pricing updates; this can be found under Vendor PortalTraining suppliers/Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 9

In the event there is an inquiry on an invoice, Hayneedle requests 5 business days to research and resolvethe inquiry without being put on credit hold. This includes debit memo disputes, lost invoices, and creditlimit overage holds.Customer Service/RMAs Customer Service requests sent via the web-based portal will receive a response within 1 business day ofthe service request being issued to the vendor interface (“vendor portal”). These requests may includecustomer-driven cancelations against orders that have yet to reflect as shipped in Hayneedle systems.Returns authorizations will also be communicated by Hayneedle via the vendor interface (“vendor portal”).All returns must be processed according to the Hayneedle return policy on file. For questions please contactyour Hayneedle buyer.Return authorizations will default to an approved Hayneedle authorization number (example: the numberwill be a thirteen digit authorization number 658xxxxxxxxxx).Returns packages arriving at the vendor’s fulfillment center must be processed within 2 business days ofarrival. The vendor is required to mark the return as received in the vendor portal under the section ReturnsReceipt.Hayneedle will file all claims with each carrier if your product was damaged in-transit to the end customer;as long as the product was shipped in accordance with our Routing Instructions.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 10

General/Compliance Debits All credits due to Hayneedle will be processed via a debit memo. While we understand your company’sprocesses and systems may require the issuance of a credit memo in your system, please do not send theseto Hayneedle to avoid any duplication.Supporting documents outlining general and compliance debits will be sent separately from the paymentfor the invoice being debited.General debit memo inquiries should be directed to: accountspayable@hayneedle.comFor ALL compliance questions/disputes please send to compliance@hayneedle.com. Hayneedle requires allcorrespondence in writing (email) before reviewing.For any defective or “damaged non-shipping” (i.e., not carrier damage) items returned to your company,Hayneedle will debit for the product, original and return shipping costs.Enforcement PoliciesThe following policies are effective for orders placed November 1, 2017 and after. Orders placed during earlierperiods will be measured against enforcement policies in place at the time of the order.Non-certified VendorsOrders with 2 lead daysCertified Vendorsat time oforder*Issue DescriptionAll othersError Code(see criteria below)B/O, Late Shipment (2-4No debitNotification, 5 / shipment600business days late beyond theno debitoriginal scheduled ship date)B/O, Late Shipment (5 No debitNotification, 5 / shipment601business days late beyond theno debitoriginal scheduled ship date)Tracking applied later thanNo debitNotification, 5 / shipment603one business day after theno debitactual ship date.Cannot Ship/Vendor InitiatedNo debit 5 / canceled 5 / canceled602orderorderCancellationWrong carrier (small parcel)Full Freight 1.00 per package801Wrong carrierFull Freight 5 per order802(non small-parcel)* Hayneedle reserves the right to disqualify individual vendors from the 2-day exemption based on persistentunacceptable on-time shipping performance.Certification Program DetailsAs of November 1, 2017 Hayneedle has a quarterly certification program for high-performing vendors: As listed in the table above, Certified vendors will not receive debits for specific shipping errors. Certification will be based on fiscal quarterly performance and if achieved, the certification will apply to thesubsequent fiscal quarter. All vendors will be re-evaluated each fiscal quarter. Certification performance standards are listed below; to achieve Certification Status requires:o Meeting all three standards for a full quarter as calculated in the Performance Summary section ofHayneedle’s Vendor Portal, ANDo Having at least 90 days of demand as measured by the first order date, ANDo Having a minimum of 45 orders in the fiscal quarterHayneedle Inc –Drop Ship Vendor Compliance ManualPage 11

Certification Performance CriteriaCommitted Ship Speed (average for all orders)Portal Verbiage: ‘Days to Ship – Committed’Performance Goal 2.0 business daysFill Rate/Inventory ManagementPortal Verbiage: ‘Cancel Rate’ 1.4%On-Time Shipping 94.0%Debit Dispute Resolution ProcessHayneedle has a debit dispute resolution process to handle any issues that may arise. The following steps arerequired for dispute resolution:1.Disputed compliance debits: notification of disputed compliance debits should be sent tovendoroperations@hayneedle.com within 30 days of the disputed debit posting to the vendor’saccount.2.Notification of any other disputed debits should be sent to accountspayable@hayneedle.com within30 days of the disputed debit posting to the vendor’s account. These notifications should includedebit number, purchase order number and the reason for the dispute.3.Insufficient documentation detailing the reason for the dispute can lead to delays in resolution.4.Hayneedle attempts to resolve all disputes as quickly as possible and most disputes are resolvedwithin 30 days. A written (email) response will be sent upon completion of the resolution stating theoutcome.Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 12

Hayneedle ContactsDEPARTMENTLOCATIONROLES Product quality and testingissues New vendor training Order processing / BatchProcess / Portal InvoiceUpload Ship Delay expectations Vendor Closing Alerts Compliance expectationsinquiries Compliance dispute inquiries Exemption inquiriesCONTACT INFORMATIONVendor Operationsand Quality (VOQ)CorporateOfficeHayneedle ComplianceCorporateOfficeEDICorporateOffice EDI eOffice Routing/carrier ateOfficeCustomer ServiceSupportCustomerCare Center Accounts payableInvoices and paymentsGeneral debit disputesOrder level questionsCustomer service issuesVendor interface help deskPersonalization proofsVendor Closing inator@hayneedle.comCorporate Office Address:Hayneedle Inc. 10810 Farnam Drive, Suite 300 Omaha, NE 68154(402) 715-3000Hayneedle Inc –Drop Ship Vendor Compliance ManualPage 13

Vendor Compliance - Welcome In support of our customer experience initiatives, Hayneedle has developed this Vendor Compliance Manual. In order to fully comply with our business needs, it is important that our vendor partners review and understand all requirements in this document. A few of the key vendor expectations outlined in the manual include:

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