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Nilveo · Legal

Terms of trade

The general terms on which we offer, sell and deliver. A signed contract or accepted proforma always takes precedence over this page.

Last updated: 2026. Draft for review by counsel before it is relied upon.

1. Application

These terms apply to every offer, order confirmation and contract for the sale of goods by Nilveo General Trading LLC ("Nilveo") unless we have agreed something different in writing. Where a signed contract, order confirmation or accepted proforma invoice conflicts with these terms, that document prevails.

2. Offers and orders

Quotations are valid for the period stated on them and, where no period is stated, for seven calendar days. Prices are subject to confirmation of the underlying producer price, freight rate and currency at the moment of order confirmation. A contract is formed only when Nilveo issues an order confirmation or the buyer accepts a proforma invoice.

3. Specification and samples

Goods are sold against the written specification in the order confirmation and the lot-specific Certificate of Analysis. Samples are indicative of type and quality; natural products, including salts, minerals, botanicals and distilled oils, vary between harvests, deposits and batches within the tolerances stated in the specification. Where no tolerance is stated, customary trade tolerance for the product applies.

4. Inspection and claims

The buyer shall inspect the goods on arrival. Claims for quantity, packing or visible damage must be notified in writing within seven days of arrival, and quality claims within 21 days of arrival or before the goods are processed or resold, whichever is earlier. Claims must be supported by an analysis from an accredited laboratory on a sample drawn in accordance with the sampling method stated in the contract. Nilveo retains a sealed counter-sample of every lot and either party may call for it to be tested by a mutually agreed third laboratory, whose result is binding.

5. Delivery and Incoterms

Delivery terms are as stated in the order confirmation and are interpreted under Incoterms® 2020. Delivery dates are estimates given in good faith and are not of the essence unless expressly agreed in writing. Nilveo is not liable for delay caused by vessel schedules, port congestion, customs, inspection by authorities, or any event outside its reasonable control.

6. Payment

Payment terms are as stated on the invoice. Unless agreed otherwise, payment is by irrevocable letter of credit, documentary collection, or advance transfer. Title to the goods passes only on receipt of payment in full; risk passes in accordance with the agreed Incoterm. Overdue amounts carry interest at the rate stated on the invoice from the due date until payment.

7. Compliance

Both parties warrant that they will comply with applicable export control, sanctions, customs, anti-bribery and anti-money-laundering law. Nilveo may suspend or cancel any order, without liability, where performing it would in its reasonable judgement breach such law or the policies of its banks or insurers.

8. Regulatory responsibility

Nilveo assembles and reviews the documentation stated in the contract and supports registration and notification where the contract says so. Unless Nilveo is expressly named as the Responsible Person or importer of record, the buyer remains responsible for placing the goods on its market lawfully, including final labelling, notification and any market-specific registration.

9. Liability

Nilveo's total liability arising out of any contract is limited to the invoice value of the goods giving rise to the claim. Nilveo is not liable for loss of profit, loss of contract, loss of production or any indirect or consequential loss. Nothing in these terms limits liability for death or personal injury caused by negligence, or for fraud, where such limitation is not permitted by law.

10. Force majeure

Neither party is liable for failure to perform caused by an event beyond its reasonable control, including crop failure, epidemic or plant disease, strike, war, sanctions, closure of a canal or port, or governmental act. If the event continues for more than 90 days either party may cancel the affected part of the contract without liability, save for goods already delivered.

11. Governing law and disputes

These terms and any contract formed under them are governed by the laws of the United Arab Emirates as applied in the Emirate of Dubai. The parties submit to the exclusive jurisdiction of the courts of Dubai, unless the contract provides for arbitration, in which case disputes are settled under the Rules of Arbitration of the Dubai International Arbitration Centre by one arbitrator, seated in Dubai, in English.

Note for Nilveo: this is a plain, conventional draft written from ordinary international-trade practice. It is not legal advice and should not be published until a UAE-qualified lawyer has reviewed it — in particular clauses 4 (claim windows), 6 (title and interest), 9 (liability cap) and 11 (forum and arbitration), and whether you want DIAC arbitration or the Dubai courts. Also confirm the trade licence number and TRN in the footer before launch.