USER AGREEMENT

TERMS AND DEFINITIONS

The Seller, the Company, Vertera, Vertera LLC LKZ — Vertera Beauty and Health Laboratory Limited Liability Company (Vertera LLC LKZ, Address: 170006, Russia, Tver Oblast, Tver, Sofya Perovskaya Street, building 6, room XIII).

Order shall mean a duly executed request of the Buyer for purchase and delivery of the Goods selected on the Website.

Website or Online Store shall mean the Internet website owned by Vertera and located on the Internet at vertera.org, where the Goods offered by Vertera for purchase are presented, including the terms of payment and delivery of the Goods to Buyers.

Independent Partner of the Vertera Beauty and Health Laboratory shall mean an individual with full legal capacity who has reached the age of 18 and who has filled out and signed the Application for the status of Independent Partner of the Vertera Beauty and Health Laboratory.

Buyer shall mean a User who placed the Order in the online store.

User shall mean an individual, visitor to the Website, accepting the terms of this Agreement and wishing to place Orders in the online store.

Visitor shall mean a person navigating the website without the purpose of placing the Order.

Goods shall mean gels, mixes, teas, cosmetics and other Vertera brand products offered for sale on the Website.

1. GENERAL PROVISIONS

1.1. This User Agreement (hereinafter referred to as the Agreement or the Public Offer) shall regulate the use of the Website by Users, including by providing Users with the opportunity to place Orders with a view to purchasing Goods through the Online Store from the Seller.

1.2. Vertera guarantees the high quality of all products marked with the Vertera trademark.

1.3. When ordering Goods through the Online Store, the User shall confirm that he/she has read and agreed with the terms of sale of the Goods set out herein below (hereinafter referred to as the Terms of Sale of the Goods). In case of disagreement with this Agreement, the User shall be obliged to immediately stop using the Website and leave the Website.

1.4. The Terms of Sale of the Goods, as well as information about the Goods given on the Website, are a public offer in accordance with Art. 435 and paragraph 2 of Art. 437 of the Civil Code of the Russian Federation.

1.5. In the event of a change in the Agreement, the Company shall place the amended version of the Agreement on the Website. The User undertakes to independently check the current version of the Agreement on the Website within a period not earlier than once every 2 (Two) calendar days. Further use of the Website or purchase of the Goods on the Website after updates have been made and the updated version of the Agreement posted on the Website is regarded as the User's consent to the changes made and acceptance of the updated version of the Agreement. By continuing to use the Website or purchase the Goods on the Website after the date of update, the User agrees to the changes that have come into effect.

1.6. The public offer shall be recognized as accepted by the Visitor/Buyer from the moment the Visitor registers on the Website, the Buyer places an Order on the Website.

1.7. The Agreement shall be considered concluded from the moment the Seller issues to the Buyer the cash or sales receipt or other document confirming the payment. At the same time, the term “Agreement” herein refers to the relationship between the User and the Seller arising from the sale and purchase of the Goods using the Website, which are governed by the relevant provisions of the Agreement.

1.8. By providing the data to the Seller, the Buyer agrees to the Privacy Policy which is available through the link.

1.9. By placing an Order, the User/Buyer agrees that the Seller may entrust a third party with the performance of the Agreement, while remaining responsible for its performance.

1.10. All rights and obligations under the Agreement concluded with the User arise directly from the Seller.

1.11. A party hereto may be a person who has attained the age of 18 and has full legal capacity.

2. SUBJECT OF THE AGREEMENT

2.1. The subject of this Agreement is to provide the User with the opportunity to purchase the Goods presented in the catalog of the Online Store.

2.2. This Agreement covers all types of the Goods offered on the Website, as long as such offers with descriptions are present in the catalog of the Online Store. The Seller shall have the right to stop selling any of the Goods presented on the Website at any time.

2.3. The Goods are sold with the active involvement of Independent Partners of Vertera Beauty and Health Laboratory. Online purchases shall be made directly from Vertera LKZ LLC. You do not need to become an Independent Partner of Vertera Beauty and Health Laboratory to purchase the Goods. However, if you are interested in becoming an Independent Partner of Vertera Beauty and Health Laboratory in the Russian Federation and receiving the remuneration provided for by the Marketing Plan, then you need to take the actions provided for by the relevant functionality of the Website and/or regulated by the documents posted on the Website. To become an Independent Partner of Vertera Beauty and Health Laboratory you must be at least 18 years old.

3. REGISTRATION ON THE WEBSITE

3.1. Registration on the Website is carried out using the “Profile” tab and then “Registration”.

3.2. Registration on the Website is mandatory for placing an Order.

3.3. Any individual, who meets the requirements of clause 1.11. hereof, will be registered on the Website after Vertera accepts the application of such person and assigns him/her a Vertera identification number (hereinafter referred to as the Vertera ID).

3.4. Vertera is not responsible for the accuracy and correctness of the information provided by the User during registration.

3.5. The User undertakes not to disclose to third parties the login and password specified by the User during registration. If the User has suspicions about the security of his/her login and password or their possible unauthorized use by third parties, the User undertakes to immediately notify Vertera of this by sending the relevant e-mail to: support@vertera.org.

3.6. The User is fully responsible for any actions under his/her identification number.

4. PURCHASE OF THE GOODS

4.1. The Seller shall ensure the availability of the Goods offered on the Website in its warehouse. The pictures accompanying the Goods are merely their illustrations and may differ from the actual appearance of the Goods. The descriptions/characteristics accompanying the Goods are not intended to be exhaustive and may contain typographical errors. The Buyer should contact the Seller in order to clarify information on the Goods.

4.2. The User's order is an offer to conclude a sale and purchase agreement. When the User submits an Order, Vertera will send an e-mail in response to confirm receipt of the order and explain all relevant details (Order Confirmation). Order Confirmation does not constitute the conclusion of Sale and Purchase Agreement. The point of conclusion of the Sale and Purchase Agreement is only when the User has paid for the Goods.

4.3. The Buyer represents and warrants that it has the legal right to use any credit card or other means of payment used to complete any transaction.

4.4. Along with the ordered Goods, the Buyer will receive a consignment note containing a list of the ordered Goods. Upon receipt of the ordered goods, the Buyer must sign the appropriate consignment note.

4.5. In the event that any Product is listed at an incorrect price or with incorrect information due to a typographical error or an error in pricing information or Product information, Vertera shall have the right to cancel any Orders for Products listed at the incorrect price. Vertera shall have the right to cancel any Orders, regardless of whether the Order has been confirmed and payment has been made. If the Buyer's payment card has already been charged for the purchase and the Order has been cancelled, Vertera undertakes to immediately refund the funds.

4.6. Vertera endeavors to be accurate in all descriptions of the Goods. However, it does not warrant that any description of the Goods or other content on the Website is accurate, complete, reliable, relevant or error-free.

4.7. In the absence of the Goods ordered by the Buyer in the warehouse of the Seller, the latter shall have the right to exclude the specified Goods from the Order / cancel the Buyer's Order by notifying the Buyer by sending the relevant e-mail to the address specified by the Buyer during registration, by SMS, using the telephone number specified during registration (or by a call of the call center operator).

4.8. In the event of cancellation of a fully or partially prepaid Order, the cost of the canceled Goods shall be returned by the Seller to the Buyer in the manner in which the Goods were paid for.

4.9. The Buyer shall be fully responsible for provision of incorrect information, resulting in the Seller’s failure to properly fulfill the obligations to the Buyer.

5. DELIVERY OF THE ORDER

5.1. Methods, as well as approximate delivery time for the Goods sold by Vertera, are indicated on the Website in the “Delivery” section available through the link.

5.2. The territory of delivery of the Goods offered on the Website and sold by Vertera is limited to the Russian Federation. The Buyer also agrees that the territory of delivery of the Goods sold by the Seller may be limited. Information about the territory of delivery of the Goods is given on the relevant pages on the Website.

5.3. Delays in delivery are possible due to unforeseen circumstances that occurred through no fault of the Seller.

5.4. Upon delivery the Order shall be handed over to the Buyer or a third party specified in the Order as a receiver (hereinafter the Buyer and the third party are referred to as the Receiver).

5.5. In order to avoid the cases of fraud during the delivery of a prepaid Order, the person delivering or handing over the Order shall have the right to request an identity document of the Receiver.

5.6. The risk of accidental loss or accidental damage to the Goods passes to the Buyer from the moment the Order is transferred to him/her and the Receiver of the Order signs the documents confirming the delivery of the Order. In case of non-delivery of the Order, the Seller shall fully reimburse the Buyer for the cost of the Order prepaid by the Buyer and delivery after receiving confirmation of the loss of the Order from the delivery service.

5.7. The cost of delivery of each Order shall be calculated individually, based on the weight of the Goods, region and method of delivery, as well as (if necessary) the form of payment, and shall be indicated on the Website at the last stage of placing the Order.

5.8. The Seller's obligation to transfer the Goods to the Buyer shall be considered fulfilled when the Goods are handed over by a representative of the transport company or courier service in case of paid delivery or when the Goods are received by the Receiver at a previously agreed pickup point of the Order (at the Official Representative Office, the Company Service Center or DPD terminal).

5.9. Upon receipt of the Order, the Receiver shall inspect the delivered Goods and open them in the presence of employees of the pickup point to check the Goods for conformity with the declared quantity, assortment and completeness of the Goods, as well as check the packaging integrity. In the event of any claims for the delivered Goods (shortage, delivery of the Goods other than those indicated in the inventory description form, manufacturing defects, other claims), as directed by the Receiver, the employees of the pickup point shall draw up a certificate of discrepancies identified. If the Receiver has not filed any claims in the above manner, the Seller shall be considered to have fully and properly fulfilled its obligation to transfer the Goods.

5.10. In case of return of the Goods, delivered in any other way, due to existence of the claims for the Goods, the Receiver shall attach the following documents to the shipment containing the returned Goods:

• a refund request;
• a copy of the certificate of discrepancies identified;
• confirmation of payment.

5.11. When accepting the Order from a transport company or a courier service, the Receiver shall inspect the delivered Goods and check them for conformity with the declared quantity, assortment and completeness of the Goods, as well as check the packaging integrity. If there are no claims for the delivered Goods, the Receiver shall sign the Order Delivery Form or other similar document provided by the courier. The signature in the delivery documents indicates that there are no Receiver’s claims for the Goods and the Seller has fully and properly fulfilled its obligation to transfer the Goods.

5.12. It is possible to clarify the date, time and, if necessary, the delivery route from the manager who contacts the Buyer to confirm the Order.

5.13. The User understands and agrees that: delivery is a separate service that is not an integral part of the Goods purchased by the Buyer, and performance of which is completed at the time the Receiver receives the Goods. Claims for the quality of the purchased Goods arising after receipt and payment for the Goods shall be treated in accordance with the law of the Russian Federation “On Protection of Consumer Rights” and the warranty obligations of the Seller. In this regard, purchase of the Goods with delivery shall not entitle the Buyer to demand the delivery of the purchased Goods for the purpose of warranty service or replacement, shall not give the opportunity to carry out warranty service or replacement of the Goods by visiting the Buyer, except as expressly provided for in the Federal Law “On Protection of Consumer Rights”, and shall not imply the possibility of a refund of the cost of delivery of appropriate quality Goods in cases where the Buyer is entitled to a refund for the Goods as such, in accordance with the law of the Russian Federation “On Protection of Consumer Rights”. Return and exchange of the Goods of inadequate quality shall be carried out in accordance with the terms of this Agreement and the legislation of the Russian Federation.

6. PAYMENT FOR THE GOODS

6.1. The price of the Goods sold in the Online Store shall be indicated in rubles of the Russian Federation and include value added tax.

6.2. Vertera shall reserve the right to change prices at any time and at its sole discretion.

6.3. The prices include the cost of delivery to the Official Representative Office and/or Company Service Center. More detailed information about the terms of delivery to the DPD terminal and by courier service to remote regions can be found on the Website and in the “Delivery” section by clicking the link.

6.4. Payment for the Goods may be made by bank transfer, using VISA, Mastercard and MIR payment cards or any other payment method provided by Vertera. If the ordered Goods are not available and payment has been made, the said payment will be refunded to the account from which the payment was made.

6.5. Specifics of payment for the Goods using bank cards:

• In accordance with the regulation of the Central Bank of the Russian Federation “On the issue of payment cards and transactions performed with their use” dated December 24, 2004 No. 266-П the bank card transactions are performed by the cardholder or a person authorized by him/her.
• Bank card transactions are authorized by the bank. If the bank has reason to believe that the transaction is fraudulent, the bank shall have the right to reject this transaction. Fraudulent transactions with bank cards are covered by Article 159 of the Criminal Code of the Russian Federation.
• The Seller shall have the right to require the Buyer, who placed such order, to present an identity document in order to verify the identity of the holder and his/her eligibility to use the card.

6.6. The security of the Buyer's card and data is very important for Vertera. All financial information related to the transaction is sent using an encrypted automatic protocol, which is not accessible for Vertera or independent third parties. This information will only be used in the event of return.

6.7. SSL (Secure Socket Layer) software security is used to ensure data security. Using this system the data, name, address and card number are encrypted and transmitted securely over the Internet. During transmission, no third party may read this data. Please, read the Privacy Policy for more information about personal data.

6.8. Vertera shall have the right to offer discounts on the Goods and establish a loyalty program. The types of discounts, bonuses, the procedure and conditions for their accrual shall be determined by the Seller independently and indicated on the Website and can be changed by the Seller unilaterally.

7. RETURN OF THE GOODS AND REFUND

7.1. The Goods sold by Vertera are returned in accordance with the “Terms of Return” available on the Website through the link.

7.2. Return of Goods of adequate quality:

7.2.1. The Buyer shall have the right to reject the ordered Goods at any time before receiving them, and after receiving the Goods – within 7 days, not including the day of purchase.

7.2.2. If the Buyer rejects the Goods in accordance with clause 7.2.1, the Seller shall refund the cost of the returned Goods, with the exception of the Seller's costs associated with the delivery of the Goods returned by the Buyer, within 10 days from the date the Seller received the relevant request from the Buyer. The date of submission of the Buyer's rejection of the Goods shall be the date of presentation of the Goods (return) to the Seller with the corresponding refund application.

7.2.3. Acceptable grounds for refusing to return the Goods of adequate quality purchased remotely shall be the following:

• non-compliance with the 7-day return deadline, about which the consumer was notified in writing upon receipt of the Goods;
• non-compliance by the consumer with the requirement to preserve the saleable condition, original packaging and consumer properties of the Goods, as well as a document confirming the fact and conditions of purchase of the Goods;
• purchased Goods have individual certain properties and can be used exclusively by the consumer who purchases them.

7.3. Return of the Goods of inadequate quality:

7.3.1. The Goods of inadequate quality shall mean the goods which:

7.3.1.1. have damage of primary package integrity:

• leakage of bottles;
• absence and damage of tamper-evident protection.

7.3.1.2. Labeling of primary and consumer packaging does not meet the requirements of regulatory documentation:

• absence of graphic design of the expiration date and batch number (production date, expiration date);
• absence, damage to the printed information on the label.

7.3.1.3. Stock discrepancy has been identified.

7.3.1.4. Any discrepancy between content and label has been identified.

7.3.1.5. The discrepancy in weight has been identified:

• in the volume of the product;
• in the number of capsules, pills in a jar.

7.3.1.6. There are clear signs of poor quality:

• presence of mold;
• delamination;
• inhomogeneous consistency.

7.3.1.7. Mechanical defects have been identified:

• broken dispensers;
• unscrewing mechanisms and other similar damage.

7.3.2. The product which meets the following requirements are accepted for return:

• The product shelf life has expired by less than 50% at the time of return to the company.
• The saleable condition of the product, consumer properties, seals, factory labels, tamper-evident protection, etc. are preserved.

7.3.3. Return of the Goods must be agreed with the Official Representative Office or Service Center of the Company.

7.3.4. Appearance and completeness of the Goods, as well as the completeness of the entire Order must be checked by the Receiver at the time of delivery of the Goods.

7.3.5. Upon delivery of the Goods, the Buyer shall sign the notice receipt in the column: “By signing below, I confirm that at the time of placing the order on the Website I have read and fully agree with the Terms of Return of the Goods and User Agreement”, or another similar document issued by the Seller, in a column providing for the Buyer to put a mark on absence of claims for completeness, quantity and quality of the Goods. After receiving the Order, no claims for external defects of the Goods, their quantity, completeness and saleable condition can be accepted.

7.3.6. If the Goods of inadequate quality were handed over to the Buyer and this was not agreed in advance by the Seller, the Buyer shall have the right to take advantage of the provisions of Art. 18 “Consumer rights in case of defects in the product” of the Law of the Russian Federation “On Protection of Consumer Rights”.

7.3.7. The claims for refund of the amount of money paid for the Goods shall be subject to satisfaction within 10 days from the date of submission of the relevant claim in accordance with Art. 22 of the Law of the Russian Federation “On Protection of Consumer Rights”.

7.3.8. Methods for refund of the money paid for the Goods of inadequate quality shall be determined by the Seller with the consent of the Buyer and indicated in the refund application.

7.3.9. Promotional goods and gift items may not be available for exchange or return and may, at the sole discretion of Vertera, be exchanged solely for an item of equal value.

8. LIABILITY, LIMITATION OF LIABILITY

8.1. The Seller shall not be liable for damage caused to the Buyer due to improper use of the Goods purchased in the Online Store.

8.2. The Seller shall not be liable for the content and operation of external websites.

8.3. TO THE MAXIMUM EXTENT PERMITTED BY THE CURRENT LEGISLATION, THE VISITOR / USER / BUYER AGREES THAT VERTERA LKZ LLC, ITS BRANCHES, AGENTS AND ITS OFFICERS, DIRECTORS, EMPLOYEES WILL NOT BE LIABLE FOR ANY CLAIMS, LOSS OR DAMAGE, INCLUDING CONSEQUENTIAL OR SPECIAL DAMAGES, LOST PROFIT OR OTHER, ARISING FROM USING THE WEBSITE, PURCHASING GOODS OR ACTIVITIES AS AN INDEPENDENT PARTNER OF VERTERA BEAUTY AND HEALTH LABORATORY. TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, THE VISITOR/USER/BUYER HEREBY WAIVES ANY CLAIMS RELATING TO CONTRACTUAL, LEGAL OR OTHER GROUNDS. THE VISITOR/USER/BUYER UNDERSTANDS AND AGREES THAT VERTERA HAS SET THE PRICES AND ENTERED INTO THIS AGREEMENT IN ACCORDANCE WITH THE LIMITATIONS OF LIABILITY CONTAINED HEREIN, WHICH COVER THE CORRESPONDING RISKS.

9. CONFIDENTIALITY AND DATA PROTECTION

9.1. All rules and conditions for the transfer, storage, protection and use of personal data are described in the Privacy Policy, which is available by clicking the link.

10. TERM

10.1. Unless otherwise specified in the description of the Goods, the offer for the remote sale of the Goods shall be effective as long as the corresponding Goods are presented in the Online Store and available for ordering.

11. COPYRIGHT TO THE WEBSITE

11.1. The Website is owned and operated by Vertera LKZ LLC. The Website, including but not limited to software, content, text, photos, images, graphics, video, audio, hypermedia elements (hereinafter referred to as the Content) are protected in accordance with the laws of the Russian Federation. The Visitors/Users/Buyers must comply with any additional copyright notices or restrictions contained on the Website or elsewhere.

11.2. The Website may not be used, displayed, copied, reproduced, distributed, republished, downloaded, hosted, transmitted, reflected, modified or otherwise used in any way for personal purposes.

11.3. The Visitor/User/Buyer shall not distribute, sell, translate, modify, carry out reverse engineering, or reverse compile or decompile, disassemble or create derivative works from the Website or any content or components available on the Website.

11.4. The Visitor/User/Buyer shall have no right to commercially use the Website, any web pages of the Website, including redistribution or copying using special technical means, except with the prior written permission of Vertera.

EXCEPT with the prior written permission of the World of Retail.

11.5. The Visitor/User/Buyer agrees not to interfere or take any action that interferes with or disrupts operation of the Website or the servers or networks connected to the Website. The Visitor/User/Buyer agrees not to attempt to gain unauthorized access to other computer systems or networks connected to the Website.

12. TRADEMARKS

12.1. Unless otherwise specified, all Content, names of the Goods, trademarks, service marks and logos on the Website, are completely owned or made available for use under Vertera license agreements. Trademarks, service marks and logos owned by third parties shall remain the property of such third parties.

13. PROVISION OF IDEAS / FEEDBACK

13.1. If the Visitor/User/Buyer submits any ideas, suggestions or feedback about the Goods, Vertera shall have the right to use them free of charge, in any way it deems appropriate, including posting on the Internet.

14. ADDITIONAL TERMS AND CONDITIONS

14.1. The Seller shall have the right to assign or otherwise transfer its rights and obligations, arising from its relationship with the Buyer, to third parties.

14.2. The Online Store and the services provided may be temporarily, partially or completely unavailable due to preventive or other works, or for any other technical reasons. Vertera technical service shall have the right to carry out necessary preventive or other works from time to time, with or without prior notification of the Buyers.

14.3. The provisions of the Russian legislation shall apply to the relationship between the Visitor/User/Buyer and the Seller.

14.4. In case of any questions and/or claims on the part of the Visitor/User/Buyer, they must contact the Seller by phone or in another available way. The parties will seek to resolve all disputes through negotiations. In case of failure to reach an agreement, the dispute will be referred to the judicial authority in accordance with the current legislation of the Russian Federation.

14.5. If any provision of this Agreement is judicially found void and unenforceable, it shall not affect the validity of the remaining provisions.

15. NOTICES

If you have any questions, you may contact us at the address and/or telephone number below:

Vertera Beauty and Health Laboratory Limited Liability Company

Address: 170006, Russia, Tver Oblast, Tver, Sofya Perovskaya Street, building 6, room XIII

Telephone: 7 (920) 191-61-87, 8 (800) 707-25-39

E-mail: info@vertera.org

PLEASE, PRINT THIS AGREEMENT AND VISIT THE WEBSITE FREQUENTLY FOR UPDATES.