Terms of Sale

Last updated: 26 October 2026

These Terms of Sale apply to every quotation, order and sale of goods and related services by M/S NutrivioGlobal, Madhvi Bhawan, Jatoli, PO Oachghat, Tehsil and District Solan, Himachal Pradesh 173223, India, GSTIN 02AEFPT0014G1Z5 (“Seller”, “we”) to a business customer (“Buyer”, “you”). We sell only to businesses, not to consumers.

1. Application

1.1 These terms apply unless a separate written supply agreement signed by both parties, or our written order confirmation, expressly states otherwise. The Buyer’s own terms and conditions do not apply, even if referred to in a purchase order.

1.2 If there is a conflict, the order of priority is: (a) a signed supply agreement; (b) our order confirmation or proforma invoice; (c) these Terms of Sale.

2. Quotations and orders

2.1 Information on the Website, in catalogues and in price lists is an invitation to enquire, not an offer. Quotations are valid for the period stated on them (30 days if no period is stated) and may be withdrawn before acceptance.

2.2 A contract is formed only when we issue a written order confirmation or proforma invoice and, where advance payment applies, receive that payment.

2.3 The product, specification, quantity, packaging, labelling, Incoterm and named place, price, currency, payment terms and estimated dispatch date are as stated in the order confirmation.

2.4 Changes or cancellations after confirmation require our written agreement. The Buyer is responsible for costs already incurred, including raw materials, packaging and printed materials bought for the order.

3. Specifications and samples

3.1 Goods are supplied to the specification agreed in writing. Unless agreed otherwise, conformity is determined by the test methods stated in that specification and shown on our Certificate of Analysis (COA) for the batch.

3.2 Samples are for evaluation only. Natural botanical materials vary in colour, odour and appearance between batches; such variation within the agreed specification is not a defect.

3.3 Product images on the Website are for illustration only. For white-label and private-label products the actual product, packaging and branding vary from buyer to buyer.

3.4 Certifications apply only to the products and periods stated on a valid certificate.

4. Private-label and contract-manufactured products

4.1 The Buyer is responsible for the formula it provides, for its brand, artwork and label content, and for confirming that the product, its ingredients, claims and labelling comply with the laws of every market where it will be sold, unless we expressly agree in writing to take on part of that responsibility.

4.2 The Buyer confirms that it owns or is licensed to use all trademarks, artwork and content it supplies, and will indemnify us against third-party claims arising from them.

4.3 The Buyer approves final artwork and pre-production samples in writing before production. We are not responsible for errors in approved artwork.

4.4 Minimum order quantities, tooling, artwork and set-up charges are as stated in the quotation.

5. Prices and taxes

5.1 Prices are in the currency and under the Incoterm stated in the order confirmation. Unless stated otherwise they exclude GST and other taxes, import duties, bank charges, testing beyond the agreed specification and any costs that the Incoterm places on the Buyer.

5.2 Freight-inclusive prices (such as CIF or CIP) are based on freight and insurance rates at the date of quotation. Significant changes in these rates before shipment may be passed on with notice.

5.3 Prices are not converted between currencies on the basis of estimated exchange rates.

6. Payment

6.1 Payment terms are those stated in the proforma invoice or order confirmation, for example advance payment by bank transfer or an irrevocable letter of credit acceptable to us. Unless otherwise stated, payment is due before dispatch.

6.2 All bank charges outside India are for the Buyer’s account. Payment is made when cleared funds are received in our account.

6.3 If payment is late we may suspend production or delivery, charge interest on overdue amounts at the rate permitted by law, and recover reasonable collection costs.

7. Delivery, risk and title

7.1 Delivery and transfer of risk take place in accordance with the Incoterms® 2020 rule and named place stated in the order confirmation.

7.2 Dispatch and delivery dates are estimates unless expressly agreed in writing as binding. We will inform the Buyer promptly of expected delays.

7.3 Ownership of the goods passes to the Buyer only when we have received payment in full.

7.4 The Buyer is responsible for import licences, product registration, import clearance and duties in the destination country unless the Incoterm or a written agreement states otherwise.

8. Inspection and claims

8.1 The Buyer shall inspect the goods promptly on arrival. Visible damage or shortage must be noted on the delivery documents and notified to us in writing within 7 days of arrival, with photographs.

8.2 Claims that goods do not conform to the agreed specification must be notified in writing within 15 days of arrival, stating the batch number and supported by evidence such as test reports from an accredited laboratory. Goods subject to a claim must be stored properly and must not be used, processed or resold until the claim is resolved.

8.3 We will investigate, including by testing retained samples. Where non-conformity is confirmed and caused by us, we will at our option replace the goods, issue a credit note or refund the price of the non-conforming goods, as set out in our Refunds & Returns Policy (B2B).

9. Liability

9.1 Nothing in these terms limits liability that cannot lawfully be limited.

9.2 Subject to 9.1, our total liability arising from or in connection with an order is limited to the price paid for the goods concerned, and we are not liable for loss of profit, revenue, business or goodwill, or for indirect or consequential loss.

9.3 We are not liable for losses caused by the Buyer’s formulation, artwork, claims, storage, handling, processing or use of the goods, or by non-compliance with the laws of the destination market.

10. Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disasters, epidemics, war, government action, strikes, port closures, shortages of raw materials due to crop failure, or failures of carriers. The affected party will notify the other promptly; if the event continues for more than 60 days either party may cancel the affected order without liability, except for payment for goods already delivered.

11. Confidentiality

Each party will keep confidential the other’s non-public business, technical and pricing information, including formulas and specifications, and use it only for the purposes of the order. Where requested, we will sign a non-disclosure agreement before receiving a formula.

12. Compliance

Each party will comply with applicable laws, including export-control, sanctions, anti-bribery and customs laws. We may refuse or cancel an order where we reasonably believe it would breach such laws.

13. Governing law and jurisdiction

These terms and every contract under them are governed by the laws of India. The courts at Solan, Himachal Pradesh, India have exclusive jurisdiction over any dispute, without prejudice to our right to seek relief in the courts of the Buyer’s country. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

14. General

If any provision is found invalid, the rest remains in force. A failure to enforce a right is not a waiver. These terms may be shown in translation; the English version prevails.