NEW CUSTOMER ACCOUNT APPLICATION FORM To enable us to process your application, please provide us with the copy of necessary documents as stated below: Company Registration document / Certificate of incorporation PIN Certificate of the company Valid premise registration certificate issued by Pharmacy and Poisons Board Valid annual practice license of the pharmacist issued by Pharmacy and Poisons Board National ID of the Directors / Proprietor of the business Location Map Customer Information : Customer Name in Full Year of Registration Year in operation (in case of stocking doctors, please mention number of years in practice) Type of Registration : Sole Proprietorship Partnership Private Limited Public Name of the Directors : ID: ID: ID: Type of Business : Wholesale Retail Hospital Clinic NGO Others Office Address : Street Name Plot Number : Building Name: P.O. Box No. : P.O. Box Code: City/Town : County: Contact No. : 1. 2. e-mail address N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 1 OF 7
Contact person : Procurement Department Mr. Ms. Dr. Others Name Contact No. : e-mail: Contact person : Accounts Department Mr. Ms. Dr. Others Name Contact No. : e-mail: Business and credit information : Terms of Payment : COD Credit 30 Days Credit 60 Days Others Credit amount required : KSH Payment will be done : By Main office only Both by Main office & Branch office Monthly statement : To be sent by e-mail Need both e-mail & Hard copy Statement send to : Main office only Both Main office and Branch office Bank details of the customer: Name of the Bank Branch : Branch Code: A/C Name A/C Number Delivery address : All Delivery in the main office Delivery in the main office & Branch office (as and when required) N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 2 OF 7
Delivery address: (in case of delivery in Branch office) Street Name Plot Number : Building Name: City/Town : County: Contact Person : Job title: Contact No. : 1. 2. e-mail address Business Reference : 1. Name of the company Contact Person Contact Number 2. Name of the company Contact Person Contact Number I/We hereby declare that the above information given is complete and true. I/We hereby consent Nextgen Pharmaceuticals (K) Ltd. to verify the information given herein from whatever source that may be required to approve this application. Approval of this application is at the sole discretion of Nextgen Pharmaceuticals (K) Ltd. Nextgen reserves the right not to disclose or provide any reason if the application is unsuccessful. Signature of the Director/Owner Company Seal/Rubber Stamp Date (DD/MM/YY) Name of the Signatory : National ID Number Contact Number : : : N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 3 OF 7
OFFICE USE ONLY APPROVAL OF ACCOUNT: Approved Not Approved CUSTOMER ACCOUNT NO. APPROVED CREDIT LIMIT APPROVED CREDIT DAYS : : KSH : DAYS APPROVED BY: Signature Company Seal/Rubber Stamp Date (DD/MM/YY) Name : : [NOTE: TERMS AND CONDITIONS OF THE BUSINESS IS ATTACHED WITH THIS APPLICATION FORM AND NEEDS TO BE SIGNED BY THE APPLICANT. NEXTGEN PHARMACEUTICALS (K) LTD. WILL KEEP ALL THE INFORMATION CONFIDENTIAL UNLESS IT IS REQUIRED BY LAW TO DISCLOSE TO ANY AUTHORITY] N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 4 OF 7
TERMS & CONDITIONS FOR SALE OF GOODS DEFINITIONS In this document, the following words have the following meanings: 1. "BUYER" means the company, organization, hospitals/clinics or person who buys Goods. 2. "SELLER" means Nextgen Pharmaceuticals (K) Ltd., P.O. Box 20539-00100, Nairobi, Kenya. 3. "GOODS" means the products to be supplied to the Buyer by the Seller. 4. "INTELLECTUAL PROPERTY RIGHTS" means all patents, registered and unregistered designs, copyright, trademarks, technical know-how and all other forms of intellectual property wherever in the world enforceable. 5. TRADE PRICE means the declared price in the price list or product catalogue of the Seller. GENERAL 1. These Terms and Conditions shall apply to sales of Goods by the Seller to the Buyer to the exclusion of all other terms and conditions referred to, offered or relied on by the Buyer whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer, unless the Buyer specifically states in writing, separately from such terms, that it wishes such terms to apply and this has been acknowledged by the Seller in writing. 2. Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller. PRICE AND PAYMENT 1. The Net Price shall be the Trade Price less agreed Discount. The net price is exclusive of VAT and where applicable, the Seller will charge VAT on the net price as per the guideline of Kenya Revenue Authority (KRA). 2. Credit terms may be offered subject to satisfactory credit vetting of the Buyer by the Seller. The offer of credit will be at the sole discretion of the Seller. 3. Where credit is offered, payment of the price and VAT and any other applicable costs shall be due within 30 days of the date of the invoice supplied by the Seller, unless otherwise agreed in writing. 4. In cases, where credit is not offered to buyer, payment will be required before release of goods by the Seller. Payment can be done by mobile money transfer to a designated PayBill account (523668) of the Seller or by a company cheque payable to Nextgen Pharmaceuticals (K) Ltd. 5. The Seller doesn t accept any cash money and doesn t take any liabilities for mishandling of cash transactions with any of its staff. 6. The Seller shall be entitled to charge penalty on overdue invoices from the date when payment becomes due from day to day until the date of payment at a rate of 14% per annum or the prevailing rate set by Central Bank of Kenya. 7. If payment of the price or any part thereof is not made by the due date, the Seller shall be entitled to: a) require payment in advance of delivery in relation to any Goods not previously delivered; b) refuse to make delivery of any undelivered Goods without incurring any liability whatever to the Buyer for non-delivery or any delay in delivery; N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 5 OF 7
8. In case of Returned Cheque, the Buyer will pay for the full amount of Bank Charges and any other expense involved in the process. DELIVERY 1. Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on, or as close as possible to the date required by the Buyer. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. 2. The freight for the delivery of Goods will be borne by the Buyer or as agreed by negotiation. The Seller has a negotiated, preferential freight rate with reputed delivery company. The Buyer can use the service of this company or they can designate another service provider and inform the Seller to handover the goods to the designated company. 3. Any damages, shortages, over deliveries and duplicated orders should be reported to the Seller within 05 (Five) working days of signed receipt to enable replacement or refund. The Seller will not accept any claim made after this period. 4. If the Seller is unable to deliver the Goods because of actions or circumstances under the control of the Buyer, the Buyer can t claim any compensation for loss of business or whatsoever. RISK TITLE Risk in the Goods shall pass to the Buyer upon receipt of the goods. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first. Title in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods. RETURN OF UNUSED GOODS The Seller will accept the return of goods in the following terms and conditions: 1. Any return must be accompanied by a proof of purchase (copy of invoice) and a delivery note stating the reason for return. The Seller shall not accept any return if the return was made without a proof of purchase or the purchase was made from a third party. 2. Where the Seller agrees to accept the return of goods that are not damaged or expired, the Buyer will be responsible for the cost of carriage and will ensure that they are carefully packaged to avoid any damage in transit. The Seller will not be obliged to accept any goods that are damaged in any way. 3. The Seller will only accept returns of goods that appear in the Sellers current Price List. 4. Credit Note will only be given for goods that are in saleable condition. Any VAT or taxes paid to the Government Agency for the returned goods will be deducted from the Credit Note. 5. No cash money will be paid to the Buyer for the returned goods. INTELLECTUAL PROPERTY RIGHTS All patents, registered and unregistered designs, copyright, trademarks, technical know-how, product license and all other forms of intellectual property relating to the supplied goods remains the absolute property of the Seller. Selling the product to the Buyer doesn t transfer these intellectual property rights to the Buyer. N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 6 OF 7
FORCE MAJEURE SEVERABILITY The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract. If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated. GOVERNING LAW AND JURISDICTION This Agreement shall be governed by and construed in accordance with the laws of Kenya and the parties hereby submit to the exclusive jurisdiction of the Kenyan courts. I/We agree on the above terms and conditions. Signature of the Buyer Company Seal/Rubber Stamp Date (DD/MM/YY) N E X T G E N P H A R M A CEUTICA L S ( K ) L T D PAGE 7 OF 7