Export and Trade Terms

In this document, “Agrians”, “we”, “us”, and “our” refer to AGRIANS, registered in EGYPT under Commercial Registration Number 26616, with Tax Registration Number 763-859-729 and registered address at Apt. 1, Plot 45, New Nubaria City, Al Beheira, Egypt.

These terms apply only where incorporated into an Agrians quotation, Proforma Invoice, order confirmation, or sales contract. They do not constitute a standing offer. The buyer must have legal capacity and all approvals required to import and purchase the products.

The Minimum Order Quantity (MOQ) depends on product, season, packing format, destination, transport mode, and operational capacity and will be stated in the quotation. Products are supplied according to the written specification agreed for the order.

• The specification may cover country of origin, variety, grade, size or calibre, weight, colour, defects, tolerances, crop year, residue or analysis requirements, and intended use.
• Packaging may include agreed carton, bag, crate, pallet, label, ventilation, net-weight, and marking requirements.
• Private-label packaging is available only where expressly agreed, legally compliant artwork is approved in time, and applicable MOQ, tooling, plate, material, and lead-time requirements are met.
• Because agricultural produce is naturally grown, reasonable variation and agreed tolerances apply. A reference image or sample is illustrative unless expressly incorporated as a binding standard.

Availability and characteristics depend on season, variety, weather, crop yield, harvest conditions, field performance, packing results, inspections, and export restrictions. We may revise availability before order confirmation and will communicate material post-confirmation issues in accordance with the contract.

• A quotation is valid only for its stated validity period and remains subject to availability, freight, currency, specification, compliance approval, and written confirmation.
• A buyer Purchase Order is an offer to buy and does not bind Agrians unless accepted in writing.
• A Proforma Invoice records proposed commercial terms and payment instructions; whether it constitutes acceptance depends on its wording and the agreed process.
• An order becomes binding only upon Agrians’ written order confirmation or execution of the applicable sales contract, and satisfaction of any stated deposit, document, credit, or compliance condition.
• Production, harvesting, packing, and preparation lead time begins only when the required confirmation, cleared deposit, final specification, artwork, permits, and other buyer inputs have been received.

The quotation states the currency, price basis, payment method, deposit (if any), balance timing, and included costs. Payment may be made by bank transfer or another method expressly approved by Agrians. Cash, set-off, deductions, chargebacks, or unapproved third-party payments are not accepted unless agreed in writing.

• A deposit may be required to confirm capacity, procure packaging, or begin preparation. Its amount and refundability are governed by the final agreement.
• The remaining balance may be due before loading, against documents, before document release, or on another expressly agreed schedule.
• Payments are complete only when cleared funds are received in the nominated account. The buyer bears its bank and intermediary charges unless the quotation states otherwise.
• Agrians may pause preparation, loading, document release, or future supply where payment is late, without waiving other contractual rights.

Shipping responsibility, cost, delivery point, and risk allocation are determined by the specific Incoterm and named place or port stated in the final quotation, Proforma Invoice, order confirmation, or sales contract, using the agreed edition of Incoterms® rules. The commercial documents should be read together.

Commonly considered terms may include EXW, FCA, FOB, CFR, or CIF, but Agrians does not offer every Incoterm by default. The applicable Incoterm depends on product, route, destination, carrier availability, insurance arrangements, and the final commercial agreement.

• The loading point or port and destination port must be identified in the final documents. Substitution, transshipment, or route changes require agreement where commercially material.
• Freight rates and schedules may be subject to carrier availability, surcharges, cut-off dates, congestion, rollover, and other carrier terms. Responsibility follows the agreed Incoterm and contract.
• Cargo insurance is included only if required by the agreed Incoterm or expressly stated. The buyer should arrange any additional cover it considers necessary.
• The buyer is responsible for destination customs clearance, import duties, taxes, demurrage, detention, inspections, and local charges except to the extent the agreed Incoterm or contract expressly allocates them otherwise.

Before confirmation, the buyer must identify and obtain import permits, registrations, quotas, approvals, label rules, food-safety requirements, maximum residue limits, phytosanitary conditions, customs classifications, and other destination-country requirements. Agrians may assist with documents but does not warrant that every product is admissible in every country.

The buyer must promptly supply accurate consignee, notify-party, tax, customs, permit, port, and document instructions and is responsible for consequences of incomplete, late, or inaccurate instructions.

Sorting and internal inspection are performed according to the agreed specification and operational process. Pre-shipment or loading inspection by an independent third party may be arranged where agreed, with scope, sampling method, standard, cost, and effect stated in writing. Inspection does not eliminate natural deterioration risk or the buyer’s duty to inspect on arrival.

Documents supplied depend on the product, destination, Incoterm, payment method, and written agreement and may include:

• Commercial Invoice and Packing List.
• Certificate of Origin.
• Phytosanitary Certificate.
• Bill of Lading or other transport document.
• Inspection, laboratory analysis, fumigation, insurance, or other certificates where applicable and agreed.

An order amendment is effective only when accepted in writing and may change price, lead time, availability, packaging cost, freight, or other terms. Cancellation rights and charges must be stated in the final agreement. Without an agreed cancellation right, an accepted order cannot be cancelled unilaterally. Agrians may recover committed crop, labour, packaging, freight, inspection, banking, and other non-recoverable costs where the contract permits.

A party is not liable for delay or failure caused by an event beyond its reasonable control, subject to applicable law and the contract. Events may include extreme weather, crop failure, pests, disease, flood, fire, war, civil disorder, sanctions, government action, export or import restriction, epidemic, labour disruption, port closure, carrier cancellation, equipment failure, or energy and transport interruption. The affected party should notify the other and take reasonable mitigation steps. Extended events may permit suspension, allocation, or termination as agreed.

Shipment claims are handled under the Claims and Complaints Policy only where that policy is incorporated into the contract. Contract terms, the agreed Incoterm, inspection evidence, temperature and handling records, and shipment documentation take priority.

The final agreement should state [Governing Law and Jurisdiction] and the agreed court, arbitration, mediation, language, and dispute-notice procedure. Until completed, this placeholder does not select a governing law or forum.