General Terms and Conditions of Sale by Sloan Valley Dairies Ltd.

All transactions with Sloan Valley Dairies (SVD) or any of its sister companies are binding by the Purchase Order and/or the Sales Confirmation only. Any requested changes to the agreement must be notified by either party in writing within five (5) business days of the date of this document and may not be changed unless agreed to in writing and signed by both parties. All goods sold and supplied by SVD remain the property of SVD until full payment of invoice amount is received.  In the event of late, partial and/or non-payment of SVD receivables, a charge shall be assessed on the outstanding amount at an annualized rate of 14% from its due date until date received.  SVD liability is limited to the invoice amount(s) of the subject contract. Goods stored at the request of counterparty or because counterparty refuses or delays shipment shall be at the risk and expense of counterparty.  Any and all legal, agency, court or legal fees whatsoever incurred by SVD or its subsidiaries to collect any debt, financial dispute, resolution, alleged injury, or trade disputes related to this transaction will be payable by the Seller.  This transaction has been concluded in the English language.  All disputes arising out of this transaction shall be subject to the exclusive jurisdiction of the courts of the Province of British Columbia, Canada, unless the dispute involves a USA –based counterparty, in which case the transaction shall be subject to the exclusive jurisdiction of the courts of the State of Washington, United States of America. The transaction shall be governed by the laws of the Province of British Columbia, Canada (or the State of Washington, USA if applicable) including the United Nations Convention of Contracts for the International Sale of Goods (CISG).  SVD may immediately terminate this transaction if the counterparty is in default in any material respect in the performance of any of its obligations under this transaction.  Any delivery date for the goods to be shipped by SVD is a desired and not a promised date.  SVD will make reasonable efforts to meet the negotiated shipment schedule in this order but shall not be liable for failure to do so.  In no event shall SVD be responsible for any direct, indirect, or consequential damages, including loss of anticipated profits, loss of time, additional storage, warehousing, or demurrage, or any other losses incurred by the counterparty in connection with the purchase or failure of the Goods.  SVD shall not be in breach of any of its obligations under this Agreement where failure to perform or delay in performing any obligation is due, wholly or in part, directly or indirectly, to the occurrence or apprehension of: act of God, act of public enemy, acts of governmental bodies or agencies, foreign or domestic, sabotage, riot, fire, floods, typhoons, explosions or other catastrophes, epidemics or quarantine restrictions, labour unrest or labour shortages, accident, freight embargoes, delays occasioned by carriers, or because of any event beyond the control of SVD, for the period of time occasioned by such occurrence.  This contract was not solicited by SVD. All claims for damages, shortages or other irregularities of shipments must be reported to SVD in writing within ten (10) days of receipt and before processing goods.  Claims received after this date will not be considered.  Receipt of this contract by electronic mail or facsimile transmission constitutes acceptance by the counterparty of all the terms contained in this contract unless otherwise noted by return electronic mail within two (2) business days.
CANADA Address (Headquarters):

Sloan Valley Dairies Ltd.
1209 Quadra Street
Victoria, British Columbia
CANADA V8W 2K6

USA Address:

Sloan Valley Dairies (USA) LLC
1801 West Bay Drive NW, Suite #206
Olympia, WA 98502 USA

UK Address:

Sloan Valley Dairies (UK) Ltd.
5 Percy St., 3rd Floor,
London, W1T 1DG United Kingdom