These Terms & Conditions govern your use of the Shivrai Botanicals website and apply to every quotation, order and supply of products by Shivrai and Co Limited, trading as Shivrai Botanicals (“Shivrai”, “we”, “us” or “our”).
Company number: 17389841 (registered in England and Wales)
Registered office: Union House, 111 New Union Street, Coventry CV1 2NT
Email: privacy@shivraibotanicals.co.uk
Website: https://shivraibotanicals.co.uk
We supply businesses only and do not sell to consumers. By requesting a quotation or placing an order you confirm that you are acting for the purposes of your business.
1. Website use
You may use this website for lawful business and informational purposes.
You must not misuse the website, attempt to gain unauthorised access to it, introduce malicious software, or use its content for unlawful purposes.
We may change, update or withdraw website content at any time.
2. Product information
We aim to keep product descriptions, botanical names, photographs, specifications and other information accurate and current.
Website information is provided for general commercial and technical reference and does not constitute a specification, warranty or offer to sell unless expressly stated otherwise.
Product appearance, colour and texture may naturally vary between botanical materials and batches.
The specification applicable to a particular supply will be the specification identified or agreed in the relevant quotation, order confirmation or other written agreement.
Where we provide a Certificate of Analysis, specification, technical document or other supporting document, it relates to the relevant product, grade, supplier or batch identified in that document. It should not automatically be taken as applying to other batches or products.
3. Basis of supply
These Terms apply to the exclusion of any other terms that the buyer seeks to impose or incorporate, including terms in a purchase order, confirmation, specification or similar document, unless Shivrai has expressly agreed otherwise in a document it has signed.
The quotation, the order confirmation and these Terms together form the whole agreement between the parties for the relevant order and replace any earlier discussions or representations about it. If there is a conflict, the order confirmation prevails over these Terms.
4. Enquiries, quotations and orders
A website enquiry, email enquiry or request for quotation does not create a contract or obligation for Shivrai to supply products.
Unless otherwise stated, quotations are valid for the period specified in the quotation or, if none is specified, for 14 days from the date of the quotation, and are subject to availability.
A quotation may specify, among other things:
- product and grade;
- quantity;
- specification;
- packaging;
- price;
- currency;
- delivery terms or Incoterm;
- lead time;
- payment terms; and
- applicable taxes, duties or charges.
A contract is formed only when Shivrai provides written acceptance or order confirmation, or otherwise confirms in writing that the order has been accepted.
We may decline an order where, for example, the product is unavailable, the requested specification cannot be met, required information is incomplete, or we reasonably consider that the transaction cannot be fulfilled lawfully or commercially.
5. Specifications, conformity and intended use
Shivrai will supply goods that, at the point where risk passes under the agreed delivery term, conform in all material respects to the specification stated in the order confirmation. Subject to this, and to the extent permitted by law, all other conditions, warranties and terms implied by statute or common law are excluded, other than those as to title, which cannot be excluded.
The buyer is responsible for ensuring that the selected product and specification are suitable for its intended formulation, manufacturing process and destination market unless Shivrai has expressly agreed otherwise in writing.
The buyer is also responsible for determining the regulatory and legal requirements applicable to its finished product and intended use.
Where relevant, buyers should review the applicable specification, technical documents, samples and other information before placing a commercial order.
Statements concerning potential applications are informational only and do not constitute a guarantee that a product is suitable for a particular finished product, claim or regulatory category.
6. Samples
Samples may be provided for evaluation.
Unless otherwise agreed in writing, a sample is supplied for the buyer’s own technical and commercial assessment and does not constitute acceptance of a future commercial batch.
Sample availability, quantity, charges, delivery and documentation will be confirmed separately.
Approval of a sample does not remove the need to confirm the specification applicable to the subsequent commercial order.
7. Prices and payment
Prices are those stated in the applicable quotation or order confirmation.
Unless expressly stated otherwise, prices exclude VAT, customs duties, import charges, testing charges, freight or other charges that are not included in the quoted delivery basis.
Payment terms will be agreed in writing for each order. The buyer must pay all invoices in full and in cleared funds, without set-off or deduction, by the due date.
Where payment is due before shipment or delivery, Shivrai is not required to dispatch the goods until cleared funds have been received.
If payment is overdue, we may suspend further deliveries or services and may charge interest and recovery costs at the rates set by the Late Payment of Commercial Debts (Interest) Act 1998 and the related regulations, to the extent permitted by applicable law.
8. Delivery
Delivery dates and lead times are estimates unless expressly agreed in writing as guaranteed dates.
Delivery is subject to product availability, production, transport, customs, regulatory controls and events outside our reasonable control.
The applicable Incoterm stated in the quotation or order confirmation determines the agreed allocation of delivery responsibilities, costs and risk.
Where Shivrai is responsible for import or delivery arrangements, the precise scope will be stated in the quotation.
The buyer must provide accurate delivery, customs and business information and promptly provide any information reasonably required to complete delivery.
9. Inspection and claims
The buyer should inspect products promptly after delivery.
The buyer should notify Shivrai in writing of any visible shortage, damage or apparent non-conformity as soon as reasonably practicable and, where possible, within 10 business days of delivery.
For a defect that could not reasonably have been identified on delivery, the buyer must notify us promptly after discovering it, and in any event before the end of the product’s stated shelf life, and provide reasonable supporting information, including the relevant batch or product identification.
A claim should include sufficient information for Shivrai to investigate, which may include photographs, batch numbers, packaging information, test results and details of the alleged non-conformity.
Where a claim is accepted, Shivrai may, at its reasonable discretion and subject to applicable law, replace the affected goods, provide a credit, refund the affected amount or agree another appropriate remedy.
The buyer must not dispose of or materially alter disputed goods before Shivrai has had a reasonable opportunity to investigate, unless this is necessary for safety or legal reasons.
10. Cancellation, changes and returns
Because goods are sourced and shipped to order, an order cannot be cancelled or changed after Shivrai has issued its order confirmation, unless Shivrai agrees in writing. If Shivrai agrees, the buyer must pay the costs Shivrai has incurred or committed to in connection with the order, including supplier, testing, freight and handling costs.
Goods may be returned only with Shivrai’s prior written authorisation.
11. Title and risk
Unless otherwise agreed in writing, title to goods remains with Shivrai until Shivrai has received full payment for those goods and any other amounts due in respect of the relevant transaction.
Risk in the goods passes in accordance with the agreed delivery term or Incoterm.
Nothing in this clause limits any rights or obligations that cannot lawfully be excluded.
12. Storage and handling
After delivery and transfer of risk, the buyer is responsible for storing and handling products in accordance with the applicable product documentation and any stated storage requirements.
Shivrai is not responsible for deterioration caused by improper storage, handling, contamination, repacking, processing or other circumstances outside our control.
13. Regulatory compliance
Each party is responsible for complying with the laws and regulations applicable to its own activities, including applicable anti-bribery, sanctions and modern slavery laws.
The buyer is responsible for confirming that the product is legally suitable for its intended use and destination, including any requirements relating to food, supplements, cosmetics, labelling, importation or other regulated applications.
Where Shivrai has expressly agreed in writing to provide a particular regulatory or compliance service, that service will be limited to the scope expressly agreed.
14. Intellectual property
All intellectual property rights in the website and its original content, including text, graphics, photographs, logos, branding and design, belong to Shivrai or its licensors unless stated otherwise.
You may not reproduce, modify, distribute or commercially exploit our website content without our prior written permission.
15. Third-party websites
Our website may contain links to third-party websites.
Such links are provided for convenience or reference. Shivrai does not control and is not responsible for third-party websites, their content, availability, privacy practices or terms.
16. Liability
Nothing in these Terms excludes or limits liability where doing so would be unlawful, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot legally be excluded or limited.
Subject to the above, Shivrai will not be liable for indirect or consequential loss, loss of profit, loss of revenue, loss of business, loss of anticipated savings or loss of goodwill, except to the extent such liability cannot lawfully be excluded.
Subject to the above, Shivrai’s total liability arising from a particular order will not exceed the total amount paid or payable to Shivrai for the goods giving rise to the claim.
Nothing in these Terms affects any rights or remedies that cannot lawfully be excluded.
17. Events outside our control
We will not be responsible for delay or failure caused by circumstances beyond our reasonable control, including natural disasters, crop failure, epidemic or pandemic, war, sanctions, industrial disputes, transport disruption, port congestion, customs delays, government action, regulatory restrictions, supplier failure or interruption to utilities or communications.
We will take reasonable steps to notify the affected party and, where reasonably possible, mitigate the effects of such an event.
If such an event continues for more than 60 days, either party may cancel the affected part of the order by written notice, without liability for the cancellation itself, and the buyer will pay for goods already delivered.
18. Confidentiality
Information identified as confidential, or which would reasonably be understood to be confidential in the circumstances, must not be disclosed to third parties except where disclosure is required by law or is reasonably necessary to perform the relevant transaction.
This does not apply to information that is already public, was lawfully known before disclosure, or is independently developed without using confidential information.
19. Personal data
Each party handles the business contact details of the other’s staff as an independent controller. Our Privacy Policy, available on our website, explains how we use personal information.
20. General
- Variation. No change to an order or these Terms is effective unless made in writing and agreed by Shivrai.
- Severability. If any provision is found to be unenforceable, the rest of these Terms continues to apply.
- Waiver. A failure or delay in enforcing a right is not a waiver of it.
- Assignment. The buyer may not assign or transfer its rights or obligations without Shivrai’s prior written consent.
- Third parties. A person who is not a party to the contract has no right to enforce its terms.
- Notices. Notices must be in writing and sent by email or post to the contact details in the order confirmation or, for Shivrai, to the address below.
21. Changes to these Terms
We may update these website Terms from time to time.
The version published on the website will apply to future website use. For each order, the Terms in force on the date of the order confirmation apply, and will not be changed retrospectively unless agreed between the parties.
22. Governing law
These Terms and any dispute or claim arising from them, including non-contractual disputes, are governed by the laws of England and Wales.
The courts of England and Wales will have exclusive jurisdiction, except where applicable law requires otherwise.
23. Contact
For questions about these Terms:
Shivrai Botanicals
Shivrai and Co Limited
Union House, 111 New Union Street, Coventry CV1 2NT
privacy@shivraibotanicals.co.uk
https://shivraibotanicals.co.uk