© 2025 Energy Feeds International
All rights reserved

Home
Products
MagnaFat MagnaBlend MagnaMaxx MagnaOleic MagnaPalm MagnaTag Potassium Carbonate ZeoTract
Why Fat?
About Us
About EFI History Meet the Team
Contact

Purchase Order Terms and Conditions

EFI’S STANDARD TERMS AND CONDITIONS FOR PURCHASES OF IMPORTED ANIMAL NUTRITION PRODUCTS

These terms and conditions govern purchase orders issued by Energy Feeds International, LLC (EFI) for the purchase of imported animal nutrition products (Product) except as modified by the express written terms of EFI’s applicable purchase order. In no event shall these Standard Terms and Conditions be subject to oral modification or any written modification, unless such written modification is signed by an authorized representative of EFI and refers specifically to the EFI purchase order in question.

Shipping Terms

Seller will deliver to EFI FOB Incoterms at the port of lading designated on the purchase order. “Incoterms” means the international rules for the interpretation of trade terms of the International Chamber of Commerce as then in force. Unless the context herein otherwise requires, any term or expression which is defined in or given a particular meaning by the provisions of the INCOTERMS shall have the same meaning herein. To the extent there is any conflict between the Incoterms and these Standard Terms and Conditions, these Standard Terms and Conditions shall govern.

All risks of loss or damage to Product shall accrue to Seller or to EFI based on the shipment terms under the INCOTERMS; provided, however, that Seller shall be responsible for any loss arising from inadequate or defective packaging, palletization, or container loading.

The following documents will be provided by Seller via overnight courier:
i. Beneficiary’s signed commercial invoice in one (1) original and two (2) copies;
ii. Full (3/3) sets of on-board ocean bills of lading; and
iii. Details packing list in one (1) original and two (2) copies issued by beneficiary accompanying the original shipping documentation.

Product weight and quality shall be deemed final at port of lading as per independent surveyor’s certificate.

Seller shall package Product for shipment as follows:
i. Totes: 2,000 lbs. Stuffing: 28 totes per container. There will be twenty (20) pallets, 8 double stacked with bracing.
ii. Fumigated wooden pallets required.
iii. Polypropylene totes with label sleeve and 8.5×11 color labels (EFI private label).
iv. Bags: 50 lbs. Stuffing: 1,120 bags per container. There will be 20 pallets, 56 bags per pallet. Fumigated wooden pallets required. Each bag should contain label and each pallet should container outer pallet label. (EFI private label).

Compliance with Laws

Seller shall comply with all applicable laws, regulations, and government directives applicable to Seller’s performance. Seller shall provide EFI with such documents regarding Product ingredients and manufacturing methods and processes as reasonably requested by EFI for its own quality control measures or for EFI’s legal and regulatory compliance. EFI shall have the right to inspect Seller’s manufacturing facilities for the Product for quality control purposes upon reasonable prior notice by EFI.

Force Majeure

Neither party will be liable for any failure or delay in performing an obligation under this Agreement that is due to any circumstances that reasonably would have been unforeseeable to a typical buyer or seller in the parties’ industry and that is beyond the impacted party’s reasonable control, including but not limited to natural disasters, war, acts of God, pandemics, or government actions (each a “Force Majeure Event”). The Parties agree to work together to resolve amicably and equitably any issues arising from a Force Majeure Event. In the event of any Force Majeure Event suffered by Seller, Seller must give notice to EFI within two (2) calendar days of the incident and must refund any payments already made against affected purchase orders within five (5) calendar days of the Force Majeure Event; otherwise Seller waives force majeure and will be bound by the terms of the purchase order and these Standard Terms and Conditions.

Indemnification

Seller agrees to indemnify and hold harmless EFI from and against any and all liabilities, damages, claims, demands, costs, expenses, actions and causes of action of any kind suffered or incurred by EFI that are occasioned by or in connection with any failure, acts, breach, omission, or negligence by Seller in the performance or compliance of its undertakings and obligations under the purchase order and these Standard Terms and Conditions.

Product Defects and Returns

Seller warrants that all Product meets the specifications stated in the purchase order, is fit for Product’s intended use for animal nutrition, and complies with all applicable laws, regulations, and industry standards for such intended use. Seller will bear the entire cost resulting from any EFI customer’s rejection of Product as a result of quality or safety issues attributable to the manufacturing process or the materials used therein, or resulting from inadequate or defective packaging, warehousing prior to shipment, palletization, or container loading. At Seller’s election and sole expense, Seller shall be provided an opportunity either to (i) inspect samples of the defective Product, or (ii) inspect the entire quantity of defective Product, where reasonably feasible. In the event of a dispute between Seller and EFI regarding the actual condition of the rejected Product, the Parties shall appoint an accredited independent expert to carry out a verification test of the quality issue, which result shall be conclusive as between Seller and EFI. Seller shall reasonably cooperate at Seller’s own expense to provide documents and information as needed for EFI to address any customer complaints about Product condition or quality.

Export Taxes and Import Duties

Any export tax shall be paid by Seller. EFI shall arrange for all import and port formalities for shipment into and discharge of goods at the discharge port. Any change(s) in regulations shall be the sole responsibility of EFI. All import duties, taxes, levies, or similar fees at discharge port shall be for EFI’ account. Notwithstanding the foregoing, in the event that Product becomes subject to any new or increased duties, taxes, levies, or similar fees at the discharge port that in the aggregate for any purchase order exceed by more than ten percent (10%) the amount that EFI otherwise would have been required to pay under this paragraph as of the date of the purchase order, then EFI shall receive a credit equal to the amount of such increase in excess of ten percent, to be applied against any payment due from EFI to Seller.

Confidentiality

Seller shall treat as strictly confidential and shall not disclose (1) the fact that Seller is a supplier of EFI, (2) the prices and quantities of any Product purchased by EFI, (3) the specifications and formulations for all Product supplied to EFI, (4) any forecasts or projections provided by EFI to Seller, (5) any new product development information or marketing plans disclosed by EFI to Seller, (6) the identities of any customers or prospective customers disclosed by EFI to Seller, and (7) any other similar information that EFI reasonably requests in writing that Seller treat as confidential, so long as such information is not generally known or does not subsequently become known to others in EFI’s industry generally, unless by Seller’s own wrongful disclosure.

No Waiver, No Reliance, and Entire Agreement

No waiver by any party of any default, misrepresentation, or breach of warranty or covenant hereunder, whether intentional or not, shall be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence. The entire terms and conditions of the parties’ agreement are set forth in the applicable purchase order and these Standard Terms and Conditions, and neither party has relied on any other statement, representation, guarantee, or warranty, whether written or oral.

Disputes

Any and all disputes between Buyer and Seller shall be heard in the state or federal courts regularly sitting in Travis County, Texas, which shall have exclusive jurisdiction, and both Buyer and Seller waive any objection to personal jurisdiction or venue in such forum and waive formal service of process to the greatest extent allowed by applicable law so long as notice is provided in accordance with these Standard Terms and Conditions. In any litigation between Buyer and Seller, the party who is determined by the court to have been the substantially prevailing party shall recover from the other party the substantially prevailing party’s reasonable and actual fees, expenses, and costs of litigation in proportion to the extent that party prevailed over the other party. BUYER AND SELLER EXPRESSLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY DISPUTE BETWEEN THEM.

Notices

All notices, consents, waivers, and other communications under the purchase order of these Standard Terms and Conditions must be in writing and will be deemed to have been duly given when (a) delivered by hand (with written confirmation of receipt), (b) sent by email (with electronic confirmation of receipt), or (c) when received by the addressee, if sent by a nationally recognized overnight delivery service (receipt requested), in each case to the appropriate mailing addresses and electronic mail addresses in the applicable purchase order, or such other address as either party may designate.