Terms & Conditions of Sale

These Terms & Conditions ("Terms") govern all quotations, orders, sales, and deliveries of goods by PT Coco Total Essential Oil Indonesia ("Seller", "we", "us") to its business customers ("Buyer", "you"). By placing an order or accepting a quotation, the Buyer agrees to be bound by these Terms. Any Buyer purchase-order terms that conflict with these Terms are expressly rejected unless agreed in writing by Seller.

• Buyer: the legal entity purchasing Goods from Seller.
• Seller: PT Coco Total Essential Oil Indonesia.
• Goods: patchouli essential oil and related products supplied by Seller.
• Order: a written purchase order issued by Buyer and accepted by Seller.
• Incoterms: Incoterms® 2020 published by the International Chamber of Commerce.

Quotations issued by Seller are valid for thirty (30) days from the date of issue unless stated otherwise. Orders become binding only upon Seller's written confirmation (Proforma Invoice or Sales Contract). Cancellation of a confirmed Order by Buyer requires Seller's written consent and may be subject to reasonable cancellation charges covering work performed and materials committed.

All prices are quoted in United States Dollars (USD) on an EXW Magelang or FOB Indonesian port basis per Incoterms® 2020, unless otherwise agreed in writing. Prices exclude taxes, duties, insurance, and freight beyond the named place. Seller reserves the right to revise prices for orders not yet confirmed if raw material costs, currency exchange rates, or shipping rates change materially.

Standard payment terms are thirty percent (30%) deposit by telegraphic transfer (T/T) upon Order confirmation and seventy percent (70%) balance against scanned copy of Bill of Lading before shipment release. Irrevocable Letters of Credit (L/C) at sight from a first-class international bank are accepted for orders exceeding USD 50,000. Buyer bears all bank charges outside Indonesia. Late payments accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.

Standard production lead time is two to four (2–4) weeks from receipt of deposit, subject to raw material availability. Title and risk pass to Buyer per the agreed Incoterms® 2020 rule. Delivery dates are estimates given in good faith; Seller is not liable for losses caused by reasonable delays. Partial shipments are permitted unless the Order expressly forbids them.

Goods conform to the agreed specifications stated in the Proforma Invoice and the corresponding Certificate of Analysis (CoA) and GC-MS report supplied with each batch. Where applicable, Goods comply with ISO 3757 (patchouli oil), IFRA standards, and the Food Chemicals Codex (FCC). Natural variation in color, odor, and minor compositional parameters within the agreed specification is inherent to essential oils and does not constitute non-conformity.

Buyer must inspect Goods upon receipt. Claims for visible damage, shortage, or non-conformity must be submitted in writing within fourteen (14) days of receipt, accompanied by photographs, batch numbers, and a retained sample sealed in the original packaging. Latent defect claims must be made within ninety (90) days of receipt. Failure to claim within these periods constitutes acceptance.

Goods may be returned only with Seller's prior written authorization and only where Seller, after laboratory verification, confirms non-conformity. Approved remedies, at Seller's option, are replacement of the non-conforming Goods or credit of their invoice value. Custom blends and OEM products are non-returnable except for documented non-conformity.

Seller warrants that Goods conform to the agreed specifications at the time of delivery. All other warranties, express or implied, including merchantability and fitness for a particular purpose, are disclaimed to the maximum extent permitted by law. Seller's aggregate liability arising out of or in connection with any Order is limited to the invoice value of the Goods in question. Seller is not liable for indirect, incidental, consequential, or punitive damages, including loss of profit or business interruption.

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, civil unrest, pandemic, government action, port closures, crop failure, or transportation disruption. The affected party must notify the other within ten (10) days and use reasonable efforts to mitigate. If the event continues for more than ninety (90) days, either party may terminate the affected Order without further liability.

Each party shall keep confidential the other party's commercial, technical, and pricing information disclosed in connection with any Order and shall use it solely for the purpose of performing the Order. This obligation survives termination for five (5) years.

For OEM and private-label engagements, Buyer represents that it owns or is licensed to use all trademarks, artwork, and label content it supplies, and indemnifies Seller against third-party claims arising from such materials. Seller retains all rights to its proprietary formulations, processes, and technical know-how.

Buyer is responsible for compliance with import regulations, customs clearance, and product registration in the destination country. Both parties shall comply with applicable anti-bribery, anti-corruption, export control, and economic sanctions laws, including those of the Republic of Indonesia, the United States, the European Union, and the United Nations.

These Terms and any Order are governed by the laws of the Republic of Indonesia, without regard to its conflict-of-laws principles. The parties shall first attempt to resolve disputes amicably. Failing amicable resolution within sixty (60) days, disputes shall be finally settled by arbitration administered by the Indonesian National Board of Arbitration (BANI) in Jakarta, in the English language, by three arbitrators appointed under BANI rules. The arbitral award is final and binding.

Questions about these Terms should be directed to: