Terms and Conditions

1. General

All transactions are subject to the Company's Standard Terms and Conditions of Sale unless otherwise agreed in writing. These Terms and Conditions shall over-ride any terms or conditions stipulated or referred to by the Buyer. These Terms and Conditions shall he deemed to be incorporated in any contract between the Buyer and the Seller. In these Terms and Conditions "The Seller" shall mean Kudos Vitamins & Herbals Ltd. and any of their associated and subsidiary companies.

"The Buyer" shall mean the person, firm or company purchasing the goods. "The Goods" shall mean the goods or materials that are the subject of the contract between the Seller and the Buyer.

2. Orders

To expedite service, all orders should he addressed to the appropriate trading entity at:

Melbrosin UK Ltd
Units 3 & 4 Quidhampton Business Units
Polhampton Lane
Overton
Hampshire RG25 3ED

3. Prices

All orders are accepted subject to the provision that the price payable shall be that ruling on the date of dispatch. The company reserves the right to alter all prices without notice unless otherwise agreed in writing

4. Carriage and Handling Charges

We reserve the right to charge the Buyer carriage on all small orders as defined in our price lists ruling on the date the order is accepted.

5. Risk and Title

Risk in the goods shall pass to the Buyer upon delivery but title to the goods shall only pass to the Buyer when all sums owing to the Seller by the Buyer whether under this contract or any other contract have been paid by the Buyer or until the Seller serves a written notice upon the Buyer specifying that title thereto has passed whichever shall be the sooner.

6. Accounts

• a) Payment terms shall be as those agreed in writing with the Buyer or until the Seller serves written notice to the Buyer specifying any changes.
• b) Interest at the annual rate of 4% above the Barclays Bank plc base rate from time to time will be payable by the Buyer on any amount outstanding for the period from which payment should have been made until payment is received by us.
• c) Without prejudice to the foregoing if payment is not received by the due date or the Buyer commits an act of bankruptcy or makes any composition or agreement with his creditors or being a limited company goes into liquidation or has a receiver appointed, we shall be entitled to suspend deliveries and/or by notice in writing to the Buyer terminate the contract without prejudice to any rights we may have against the Buyer.

7. New Accounts

New accounts may be opened subject to satisfactory references until these are received transactions will be conducted on a pro-forma basis.

8. Time of Delivery

The Seller will endeavour to supply the goods on or before the date specified but time shall not be of the essence and the Seller shall not be liable for any loss or damage direct or indirect arising out of the failure to deliver or delay in delivery howsoever arising. In the event of any delay or interruption of work at the Seller's premises or the premises of their suppliers, agents or warehouses, or of any strike, lockout, trade dispute, fire, explosion, flood, accident to or breakdown of any plant or machinery, shortage of any material, labour or transport or any other cause whatsoever beyond the Sellers control adversely affecting or delaying the Seller's performance of any of his obligations under the contract, the Seller shall he entitled without any liability to suspend delivery wholly or in part or to extend the time for delivery or, if performance of the contract becomes impossible or commercially unreasonable, to cancel the contract.

9. Delivery of Goods

The Buyer shall inspect and test the goods immediately upon delivery and shall within 14 days of such delivery give notice in writing to the Seller of any matter or thing by reason whereof the Buyer alleges that the goods are not in accordance with the contract whether as to quantity, quality or otherwise, If no such notice is served by the Buyer upon the Seller the goods shall be deemed to be in accordance with the contract in all respects and the Buyer shall be deemed to have e accepted them.

10. Damage, Shortage, Pileferage, Non-Delivery

Damage, shortage and pilferage in transit must be reported to the Sellers in writing within 3 days after delivery of the goods to enable the necessary claim to be made against the carrier. In case of breakages the Buyer must retain the damaged goods and packing material for inspection. In case of non-delivery within 14- days of date of dispatch the Seller must be advised immediately. If the Buyer's noncompliance, with the above cause any subsequent claim to be refused by the carriers the entire loss shall be borne by the Buyer.

11. Storage and Handling Condidtions

All our products should always be stored under conditions, which prevent contamination and, as far as possible, deterioration. Precautions, which should be taken in relation to the effects of the atmosphere, moisture, heat and light, are indicated where appropriate on the labels of the Seller's products. Further precautions may be necessary when some products are stored in tropical climates and under conditions of high humidity

12. Returns

Goods will not be considered for return unless the goods are subject to a product complaint. Where the goods are the subject of a product complaint they should be returned to the Seller without delay once written authorization from the Seller has been received for the goods to be returned.

13. Recall Of Medical Products

If any medicinal products supplied by the Seller is withdrawn or recalled from sale or supply, the co-operation of the Buyer is required.

14. Liability

• a) Except as mentioned in these Terms and Conditions, all other statements, warranties and conditions whether expressed or implied statutory or otherwise (other than with respect to our title to the goods) are hereby excluded.
• b) The use of a description shall not constitute a sale b description, reference to capacities, colour, weight, use and quantity are all approximate and a reasonable variation shall be accepted.
• c) These Terms and Conditions represent our entire liability under the contract and we shall not be liable in any event for consequential or indirect loss or damage arising from the order.
• d) The purchaser hereby agrees to indemnify us against all claims and expenses in respect of goods or products incorporating the goods except such liabilities as have been accepted by us in these Terms and Conditions.
• e) Without prejudice to the generality of 14 (d) above, the Buyer hereby agrees to indemnify us against liabilities, costs and expenses which we may incur by reason of any claim by any relative or dependent of such buyer or consumer, arising from any defect or alleged defect in the goods or in such product except and the extent that such liabilities, costs and expenses arise from a breach by us of our obligations under these Terms and Conditions.
• f) The Buyer hereby agrees to indemnify us against all claims, actions, liabilities and expenses in respect of any alleged breach of contract, tort, Copyright, Registered Design, Patent, Trade Mark or other right arising from the Buyers request for us to manufacture or supply any goods to the Buyers design, specification or request or instructions.

15. Disputes

English Law governs each contract and the parties agree to submit to the jurisdiction of the English courts.