PLEASE READ THIS DOCUMENT CAREFULLY. IT CONTAINS THE TERMS AND CONDITIONS THAT APPLY TO THE PURCHASE OF PRODUCTS FROM BOTANICAL ORIGINS, LLC (“BOTANICAL ORIGINS”). ANY CHANGES TO THESE TERMS MUST BE PROVIDED ON A SEPARATE PURCHASE AGREEMENT AND SIGNED BY AN AUTHORIZED REPRESENTATIVE OF BOTANICAL ORIGINS. BY PLACING AN ORDER WITH BOTANICAL ORIGINS, OR BY ACCEPTING DELIVERY OF PRODUCTS, YOU, THE CUSTOMER, AGREE TO BE BOUND BY AND ACCEPT THESE TERMS OF SALE.
BOTANICAL ORIGINS may change or modify these Terms of Sale from time to time in its sole discretion.
- AVAILABILITY AND PRICING: All orders are subject to acceptance by Botanical Origins. Product availability and pricing are subject to change without notice. Orders are not binding upon Botanical Origins until accepted by Botanical Origins. Prices listed are in U.S. dollars. Some products may not be available for shipment outside the United States. Botanical Origins reserves the right to refuse service, terminate accounts or cancel orders in its sole discretion. Prices charged will be those prevailing when an order is placed. For open and non-committed purchase orders, the current market price will prevail at the time of shipment, not the quoted price.
- PAYMENT TERMS: Botanical Origins requests that all new customers prepay their first order until credit is established. Credit terms may be set up for subsequent orders. Please download the credit application form from our website or ask our CSR to have one emailed to you.
Botanical Origins accepts payment by ACHS, bank wire, cashier's check and business check. Credit card payments are not accepted.
- RETURNS: Permission for return of products must first be secured and approved from Botanical Origins in writing. Material returned without written return authorization will not be accepted. All return authorizations are conditional and are not final until the product is received and inspected by Botanical Origins. Credit will be issued at the original price charged, less handling and transportation charges, where applicable. All claims for shortages and damaged packages must be made within 24 hours of receipt of product. If product is deemed returnable and is approoved for return a restocking fee of 25% of the price of the returned items plus any applicable commission payments to our sales agents up to 15% will apply.
- SHIPPING & HANDLING: All shipments are F.O.B. Destination with freight prepaid by Customer or shipped freight collect on Customer carrier account. Expected delivery dates provided in the order confirmation are estimates only and shall not represent fixed or guaranteed delivery dates.
- WARRANTY & DISCLAIMER: SINCE BOTANICAL ORIGINS DOES NOT CONTROL THE USE OF ITS PRODUCTS; TO THE FULLEST EXTENT PERMITTED BY LAW, BOTANICAL ORIGINS DISCLAIMS ANY AND ALL LIABILITY WITH RESPECT TO YOUR USE OF THE PRODUCTS SOLD BY BOTANICAL ORIGINS. IT IS YOUR RESPONSIBILITY TO DETERMINE THE SUITABILITY OF ANY PRODUCT FOR YOUR INTENDED USE AND BOTANICAL ORIGINS MAKES NO EXPRESS OR IMPLIED WARRANTIES THAT EXTEND BEYOND THE DESCRIPTION CONTAINED HEREIN.
BOTANICAL ORIGINS PRODUCTS ARE NOT INTENDED FOR PURCHASE BY CONSUMERS/END USERS AND ARE NOT PACKAGED OR LABELED FOR RETAIL SALE.
BOTANICAL ORIGINS DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE. SINCE BOTANICAL ORIGINS CANNOT CONTROL THE MANNER OF USE OF ITS PRODUCTS AFTER THEIR SALE, BOTANICAL ORIGINS WILL NOT BE RESPONSIBLE FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES. BOTANICAL ORIGINS'S LIABILITY IN ANY EVENT IS LIMITED TO, AND SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR ANY PRODUCT CAUSING SAID LIABILITY. Since Botanical Origins is acting only as a distributor of products manufactured by other companies, Botanical Origins expressly limits its liabilities to any warranties or guarantees extended by the manufacturer, which Botanical Origins will pass on to the Customer.
BOTANICAL ORIGINS CUSTOMERS ARE REQUIRED TO ADEQUATELY RESEARCH THE APPROPRIATE APPLICATIONS, USAGE RATES AND SAFETY INFORMATION FOR EACH INGREDIENT/PRODUCT PURCHASED, INCLUDING ANY GOVERNMENTAL REGULATIONS IN PLACE FOR PROPER USAGE, LABELING AND SALE TO END USERS.
BOTANICAL ORIGINS'S PRODUCTS ARE NOT RECOMMENDED OR AUTHORIZED FOR ANY USE WHICH COULD RESULT IN HARM TO PERSONS OR PROPERTY. Customer assumes all risk and liability for use in such applications and agrees to indemnify Botanical Origins for all damages that may be incurred due to use of Botanical Origins's products in these prohibited applications.
ALTHOUGH BOTANICAL ORIGINS HAS USED REASONABLE EFFORTS TO ACCURATELY ILLUSTRATE AND DESCRIBE THE PRODUCTS IN ITS LITERATURE, AND WEBSITE, SUCH ILLUSTRATIONS AND DESCRIPTIONS ARE FOR THE SOLE PURPOSE OF PRODUCT IDENTIFICATION AND DO NOT PROVIDE AN EXPRESS OR IMPLIED WARRANTY OR AFFIRMATION OF FACT, OF ANY KIND OR A WARRANTY OR AFFIRMATION OF FACT THAT THE PRODUCTS WILL CONFORM TO THER RESPECTIVE ILLUSTRATIONS OR DESCRIPTIONS. IN ADDITION, BOTANICAL ORIGINS DISCLAIMS ANY LIABILITY RELATED TO PRODUCT MISUSE, IMPROPER PRODUCT SELECTION, PRODUCT RECOMMENDATION OR PRODUCT MISAPPLICATION.
- FORCE MAJEURE. Botanical Origins shall not be liable for loss or damage caused by any delay or failure to perform resulting in whole or in part from Acts of God, severe weather conditions, labor disruptions, governmental decrees or controls, insurrections, war risks, shortages, inability to procure or ship product or obtain permits and licenses, or any circumstances beyond the control of Botanical Origins in its business operations.
- GOVERNING LAW. This agreement shall be governed in all respects by and construed in accordance with the laws of the State of Connecticut, without regard to conflicts of law. You agree and consent to the exclusive jurisdiction of the courts of the State of Connecticut for all purposes regarding this AGREEMENT and you further agree and consent that venue of any action brought hereunder shall be exclusively in the County of New Haven, State of Connecticut.
- ENTIRE AGREEMENT. This AGREEMENT contains the entire AGREEMENT between your company and Botanical Origins with respect to the subject matter of the AGREEMENT and supersedes all previous communications, representations, understandings and AGREEMENTs, whether oral or written, including statements made at the Botanical Origins website or in email messages between your company and Botanical Origins with respect to the subject matter of this AGREEMENT. This AGREEMENT may not be amended, except by writing signed by Botanical Origins.
- SEVERABILITY. If any provision or provisions of this AGREEMENT shall be held to be invalid, illegal or unenforceable, such provision shall be enforced to the fullest extent permitted by applicable law, and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
- DISPUTE RESOLUTION. "The parties agree that any action to enforce the terms and conditions of this Agreement or for the breach of this Agreement where in excess of $5,000 is at issue, shall be referred to final and binding arbitration. Any arbitration proceeding will be governed by the rules, procedures, and protocols of the American Arbitration Association and by the Federal Arbitration Act. The parties further agree that any action to enforce the terms and conditions of this Agreement or for the breach of this Agreement where not in excess of $5,000 is at issue shall be brought exclusively in the Dispute Resolution Court in the State of Connecticut.
- WAIVER. Botanical Origins's failure to insist on performance of any term or condition contained in this AGREEMENT, or failure to exercise any of Botanical Origins's rights hereunder, shall not constitute a waiver of any of Botanical Origins's rights or remedies under this AGREEMENT.
- NO THIRD PARTY BENEFIT. The provisions set forth in these Terms and Conditions of Sale are for the sole benefit of the parties hereto, and confer no rights, benefits or claims upon any person or entity not a party hereto.
- GENERAL. All orders are subject to acceptance by Botanical Origins. Any representation, affirmation of fact and course of dealing, promise or condition in connection therewith or usage of trade not incorporated herein, shall not be binding on either party.