1. Definitions
In these Conditions, the following terms have the following meanings:
- “Agreement”: the contract for the sale and purchase of Goods between Brenfield Ingredients and the Customer, comprising these Conditions and any order confirmed in writing.
- “Conditions”: the conditions of sale set out in this document.
- “Customer”: the person, firm, or company who purchases Goods from Brenfield Ingredients.
- “Goods”: the food and nutraceutical ingredients which Brenfield Ingredients has agreed to supply to the Customer as specified in the Agreement.
- “Brenfield Ingredients”: Brenfield Ingredients, registered at 117 1st Floor, Platinum Point, Mota Varachha Main Road, Surat, Gujarat – 394101, India.
2. Basis of the Agreement
Brenfield Ingredients will sell and the Customer will purchase the Goods in accordance with the Agreement, which constitutes the entire understanding between the parties and supersedes any prior agreements relating to the supply of the Goods.
No variation to the Agreement will be binding unless agreed in writing by an authorised representative of Brenfield Ingredients.
3. Orders & Specification
No order submitted by the Customer is treated as accepted unless confirmed in writing by an authorised representative of Brenfield Ingredients.
The Customer will ensure that all order information and instructions provided to Brenfield Ingredients are accurate, complete, and submitted in sufficient time to allow performance of the Agreement.
Brenfield Ingredients reserves the right to make any changes to the specification of the Goods required to conform with applicable safety or statutory requirements, provided such changes do not materially affect quality or performance.
4. Prices & Payment
The price of the Goods will be as stated in the Agreement or, where no price is stated, the price listed in Brenfield Ingredients’ published price list at the date the Agreement is made. All quotation prices are valid for 30 days unless otherwise stated.
Unless otherwise agreed in writing, all invoices are payable within 30 days of the invoice date in cleared funds, without set-off or deduction.
Brenfield Ingredients reserves the right to adjust prices to reflect increases in costs beyond its reasonable control, including foreign exchange fluctuations, raw material price changes, or changes requested by the Customer.
In the event of late payment, Brenfield Ingredients may charge interest on the overdue amount and recover all related losses, costs, and expenses.
5. Delivery
Deliveries will be made in accordance with the latest applicable Incoterms, with exact delivery conditions identified in the Agreement. Delivery dates are estimates only and Brenfield Ingredients will not be liable for failure to meet such dates.
If the Customer fails to take delivery of Goods without default by Brenfield Ingredients, Brenfield Ingredients may store the Goods at the Customer’s cost and/or sell them after 28 days, charging the Customer for any shortfall.
6. Risk & Title
Risk in the Goods passes to the Customer upon delivery or collection. Title to the Goods remains with Brenfield Ingredients until full payment — including any other amounts owed — has been received in cleared funds.
Until title passes, the Customer must store the Goods separately, keep them insured, and not alter or remove any packaging or labels. Brenfield Ingredients may repossess the Goods at any time before title passes.
7. Liability
Brenfield Ingredients warrants that the Goods will conform with the specification provided in the Agreement. Any claim for damage, defect, or shortage must be notified in writing within 7 days of delivery (for visible defects) or within 14 days of the defect becoming apparent and no later than 3 months from delivery (for hidden defects).
The aggregate liability of Brenfield Ingredients in respect of all claims under this Agreement shall not exceed the price paid by the Customer for the Goods in question.
Brenfield Ingredients will not be liable for any indirect, incidental, or consequential losses including loss of profit, loss of goodwill, or damage to reputation.
Nothing in these Conditions limits or excludes liability for death or personal injury caused by negligence, or for fraudulent misrepresentation.
8. Regulatory Disclaimer
Nothing on this Website or in any documentation provided by Brenfield Ingredients constitutes professional regulatory, legal, or nutritional advice. The Customer remains solely responsible for ensuring that Goods are suitable for their intended use and comply with all applicable laws and regulations in their jurisdiction.
9. Intellectual Property & Confidentiality
All intellectual property relating to the Goods or their packaging remains the exclusive property of Brenfield Ingredients. The Customer receives only a non-exclusive licence to use or resell the Goods as contemplated by the Agreement.
Both parties agree to keep the terms of the Agreement and all confidential information confidential.
10. Governing Law & Jurisdiction
These Terms and Conditions are governed by and construed in accordance with the laws of India. Any dispute arising under or in connection with this Agreement will be subject to the exclusive jurisdiction of the competent courts in Surat, Gujarat, India.
11. Contact
For any queries regarding these Terms, please contact:
Brenfield Ingredients
117 1st Floor, Platinum Point
Mota Varachha Main Road
Surat, Gujarat – 394101, India
info@brenfield.com