1. DEFINITIONS:

In these conditions “The Company” means Aquavita Cleaning
Solutions Ltd; “The Customer” means the person or company to whom this
document is addressed; and “Goods” means both goods and services.

2. CONDITIONS

These conditions shall form the basis of the contract between the
Company and the Customer. Notwithstanding anything to the contrary in the
customer’s standard conditions of purchase, these conditions shall apply except so
far as expressly agreed in writing by the Company and documentation shall not imply
any modification of them. No servant or agent of the Company has power to vary
these conditions orally, or to make representation of promises about the condition of
the goods, their fitness for any purpose or any other matter whatsoever. Acceptance
of the Company’s goods by the Customer shall constitute acceptance of these
conditions.

3. QUOTATIONS:

(a) Quotations are subject to withdrawal at any time before receipt of an unqualified
order from the Customer and shall be deemed to be withdrawn unless accepted
within 30 days from their date.

(b) All quotations and estimates issued by the Company are, unless otherwise
stated, based on current costs and are subject to amendment on or after acceptance
to meet any rise or fall in such costs. Taxes levies and import duties are not included
in prices quoted.

4. PAYMENT:

(a) Invoices become due for payment 30 days from invoice date. No discounts or
other deductions will be allowed unless previously agreed in writing.

(b)The Company requires pre-payment for goods sold to the Customer unless an
approved credit account has been opened.

(c) Any credit allowed by the Company to the Customer in respect of goods sold to
the Customer or any part thereof shall be without prejudice to the Company’s right to
refuse to give up possession of the goods of part thereof except against payment.

(d) Any forbearance or indulgence shown by the Company to the Customer shall not
be construed as a waiver of the Company’s rights against the Customer.

(e) The Company shall have the right to charge interest each month on all sums
overdue at the rate of 5% above the base rate at the time of Lloyds Bank PLC until
payment is received or until Judgement, whichever is sooner.

(f) If the Customer shall fail to make any payment when due or being an incorporated
company shall have a receiver appointed or shall pass a resolution for a winding up
or a Court shall make an order to that effect, or not being an incorporated company
shall have a Receiving Order made against him or shall enter into any composition
or arrangement with his creditors, the Company may without prejudice to its other
rights and remedies cancel or refuse to make any further deliveries.

5. DELIVERY:

(a) Each delivery shall constitute a separate contract between the Company and the
Customer and any delay in or failure to make any delivery shall not vitiate the
contract as to the other deliveries.

(b) The Company shall deliver as near as possible to the site as a safe hard road
permits. The Customer shall provide at his own expense the labour for unloading
and stacking; such labour to be available during normal working hours. The
Customer shall unload with reasonable despatch. Damage due to inadequate site or
careless unloading shall be at the Customer’s risk.

(c) The Company undertakes to make its best endeavours to despatch the goods on
a promised delivery date, but does not guarantee to do so. Time of delivery shall not
be the essence of the contract unless expressly so stipulated in writing. If delivery is
delayed by strikes, lockouts, fire, accidents, defective materials, delays in receipt of
raw materials or brought-in goods or components, or any other such cause beyond
the reasonable control of the Company a reasonable extension of time for delivery
shall be granted and the Customer shall pay such reasonable extra charges as shall
have been occasioned by the delay.

(d) If the Customer fails to take the delivery on the agreed delivery date, or if no
specific date has been agreed, when the goods are ready for despatch the Company
shall be entitled to store and insure the goods and to charge the Customer the
reasonable cost of doing so and to tender its account for the price under condition 4.

(e) If the goods are supplied in returnable containers such container shall remain the
property of the Company and shall be returned empty by the Customer to the
Company’s address as stated on the delivery note in good condition within 90 days
of delivery and thereupon the amount of the returnable deposit paid in respect of
such containers will be refunded by the Company. If the containers are not returned
as aforementioned, the Customer’s right to the return of the deposit paid thereon
shall be forfeited.

6. PASSING OF PROPERTY AND RISK:

(a) The property of the goods shall not pass to the Customer until the price of the
goods and ALL other money owing to the Company by the Customer in respect of
other goods supplied has been paid in full.

(b) Until the property in the goods shall have passed the Customer shall hold the
goods as bailee for and to the order of the Company and shall store the goods on its
premises and in a manner which makes them readily identifiable as the Company’s
goods.

(c) Notwithstanding that the property in the goods has not been passed on, the
Customer may resell the goods as agent for the Company but subject to the
following conditions;
(i) Although as between the Company and the Customer resale is effected by the
Customer as agent for the Company as between the Customer and the purchaser on
such resale the Customer shall sell as principal and the Customer shall not disclose
to such purchaser the interest of the Company in the goods or do any other thing
whereby the Company might become contractually liable to such purchaser in
respect of the goods.

(ii) No such resale shall be effected otherwise than in the ordinary course of the
Customer’s business at a price not less than the price payable to the Company for
the goods.
(iii) The Customer shall hold all the proceeds of any such resale upon the trust for
the Company and shall account to the Company therefore on demand provided that
the Customer shall be entitled for its own benefit to the amount (if any) by which all
money held by the Customer upon trust as aforesaid exceeds the aggregate of the
purchase price of the goods and all other money owing to the Company by the
Customer at the date of such demand.

7. SAMPLE:

Notwithstanding that a sample of the goods may have been exhibited to and
inspected by the Customer, it is agreed that such sample was so exhibited and
inspected solely to enable the Customer to judge for himself the quality of the bulk
and so as not to constitute a sale by sample. The Customer shall take the goods at
his own risk as to their corresponding with the same sample or as to their quality
condition or sufficiency for any purpose.

8. SUITABILITY:

Any warranties or conditions statutory or otherwise, as to the quality or fitness for
any purpose, except where specifically stated, are excluded and except as required
by any enactment or rule of law applicable thereto no responsibility will be accepted
by the Company for any injury, loss or damage whatsoever arising from the
application or use of the goods. The Customer must give the Company immediate
written notice of any claim that the goods are not of stated quality to enable the
Company to investigate the complaint before the remainder of the consignment is
used or returned to the Company.

9. CLAIMS:

(a) The Customer shall carry out a thorough inspection of the goods on delivery and
shall give written notification to the Company within two days of any matter or thing
by reason of which the Customer may allege that the goods are not in accordance
with the contract. If the Customer shall fail to give such notice the goods shall be
deemed to be in all respects in accordance with the contract and the Customer shall
be deemed to have accepted the goods accordingly. A delivery receipt signed as
unexamined or unchecked or in other words to that effect will not remove the
responsibility for inspection by the Customer but shall imply that the Customer has
satisfied himself by other means that the goods are in accordance with the contract.
This condition shall be read subject to condition 9(b) below.

(b) Material proved to be and accepted by the Company as defective will be replaced
by the Company but the liability of the Company shall be limited to the invoice value
of the goods and the Company shall not be liable for any consequential loss or
damage howsoever caused whether directly or indirectly.

(c) Goods will be despatched in good condition. Any damage on arrival must be
brought to the notice of the driver and noted on his receipt of delivery. Notification in
writing must be received by the Company within two days of the delivery of the
goods. If the goods are delivered by the Customer’s vehicle, no damage claim will be
recognised as the Company’s liability ceases immediately the goods are loaded on
to the Customer’s or his agent’s vehicle at the Company’s works or depot.

10. RETURNS:

The Company may consider reasonable requests for the return of goods from the
Customer providing all the following conditions can be satisfied;
(i) The Customer is able to provide the original invoice as proof of purchase.

(ii) The goods are in their original packaging un-opened and fit for resale.

(iii) The Customer agrees to accept the Company’s right to apply a handling charge
of at least £20.00 or up to 25% of the original invoice value of the goods.

(iv) The Company reserves the right to refuse a credit/return for any goods
manufactured, or sourced specifically for the customer.

(v) The Customer will bear the cost of returning the goods whatever means of
transport used. Should Company resources by used to uplift goods the Company
reserves the right to offset such costs against any credit that might be due.

(vi) Faulty goods returned for inspection that are subsequently found not to be
faulty will be returned to the Customer at the Customers expense.

11. CANCELLATIONS:

The Company will not accept the cancellation of a Customer’s order unless the
Customer can provide written evidence of the Company’s prior agreement. Orders
for goods which are manufactured or obtained to the Customer’s special requirement
may not be cancelled.

12. PROPER LAW:

(a) The contract shall be governed by and interpreted by English Law and the
Customer submits to the jurisdiction of the High Court in England but the Company
may enforce the contract in any court of competent jurisdiction.

(b) The Customer and the Company agree that if any part of these terms and
conditions is found to be unreasonable, invalid or unlawful under any enactment or
rule of law, the Court or other competent tribunal shall have power to strike out or
override that part whether it be an entire condition or some part or parts thereof and
enforce these terms and conditions as if the unreasonable, invalid or unlawful parts
aforesaid had not been included.