TERMS AND CONDITIONS OF SALE

The Company is: EDGECLIFF PRINT PTY LTD ABN: 13 080 192 696

1. GENERAL

These terms and conditions shall apply to the exclusion of all other including any terms and conditions of the customer (whether on the Customer’s order form or otherwise). The Customer acknowledges that these terms and conditions embody the whole agreement between the parties and agrees to be bound by them.

2. GOODS AND SERVICES TAX

All charges and purchase costs that are or will become subject to Goods and Services Tax shall be passed on by the Company to the Customer and shall be payable by the Customer.

3. PAYMENT

Payment shall be made by the Customer to the Company for all goods supplied prior to the commencement of any work and labour done and services rendered unless otherwise agreed to in writing. The Customer acknowledges that time is of essence with regard to payment and that any breach of this term will enable the Company to exercise all of its rights contained herein including (but without in any way limiting its rights) the right to cancel further goods and services to take legal action for the recovery of all sums outstanding.

4. INTEREST

Should payment remain outstanding beyond the Company’s payment terms as outlined in clause 3, the Customer agrees to pay Account Keeping Fees of 22.5% per annum on all amounts outstanding from the due date until the date of payment.

5. COSTS

Should payment remain outstanding beyond the Company’s payment terms as outlined in Clause 3, the Customer is liable for all costs including legal costs (on a Solicitor / Own Client basis) and Mercantile Agent’s fees incurred by the Company in recovering the amount outstanding.

6. DELIVERY POLICY

a) Goods shall be delivered only upon request or agreement between parties. It is the policy of the Company that goods are available for collection at its premises on the agreed and specified date. Under no circumstances will the Company be liable for any loss or damage of any kind whatsoever in nature or in the event that it is not able to comply with the Customer’s request for product availability at a certain time. The Customer acknowledges and agrees that it will not make any claim against the Company for any loss or damage incurred as a result of late delivery. Should delivery be required, written notice should be provided to the Company at the time of order and the Customer will be responsible for the payment of any additional delivery costs.

b) Goods shall be delivered to an address specified by you upon receipt of your written instructions. Delivery fees will be payable at the time of order placement. Any such fees will detail on the company’s invoice to the customer.

c) In the event that a delivery date is specified by the Customer, the Company shall use the best endeavors to comply with the Customer’s requests. Under no circumstances will the Company be liable for any loss or damage of any kind whatsoever in the event that it is not able to comply with the Customer’s request for delivery at a certain time. The Customer acknowledges and agrees that it will not make any claim against the Company for any loss or damage incurred as a result of late delivery. Should delivery be required to more than one address, written notice should be provided to the Company at the time of order and the Customer will be responsible for the payment of any additional delivery costs?

7. CLAIMS

a) The Customer will be deemed to have accepted the goods as being in accordance with its requirements unless it notifies the

Company in writing of its claim within 7 days of receipt of the goods. All claims are subject to assessment by the company at is sole and absolute discretion, any reimbursement or reworking of orders will not exceed the invoice amount as detailed on the company’s official Tax Invoice.

Company in writing of its claim within 7 days of receipt of the goods. All claims are subject to assessment by the company at is sole and absolute discretion, any reimbursement or reworking of orders will not exceed the invoice amount as detailed on the company’s official Tax Invoice.

Company in writing of its claim within 7 days of receipt of the goods. All claims are subject to assessment by the company at is sole and absolute discretion, any reimbursement or reworking of orders will not exceed the invoice amount as detailed on the company’s official Tax Invoice.

b) No return of allegedly defective goods will be accepted by the Company unless it has given prior written authorization for the return.

8. JURISDICTION

The proper law of all contracts arising between the Company and the Customer is the law of the State of New South Wales and the parties agree to submit to the jurisdiction of the Courts of the State.

9. WARRANTY

All warranties whether express or implied and whether statutory or otherwise with regard to goods supplied by the Company as to quality, fitness for purpose or any other matter are hereby excluded except in so far as any such warranties are incapable of exclusion at law.

10. CHANGE OF OWNERSHIP

The Customer agrees to notify the Company in writing of any change of ownership within seven (7) days from the date of such change and indemnifies the Company against any loss or damage incurred by it as a result of the Customer’s failure to notify the Company of any change.

11. CANCELLATION

Orders placed with the Company cannot be cancelled without the written approval of the Company. In the event that the Company accepts the cancellation of any order placed with it, it shall be entitled to retain 50% of the order value as work done on behalf of the Customer to the date of the cancellation excluding fees for processing and acceptance of the Customer’s order and request for cancellation.

12. LIEN

The Customer hereby acknowledges that the Company has a lien over all goods in its possession belonging to the Customer to secure payment of any or all amounts outstanding from time to time.

a) Property in any items or goods sold by the Company shall not pass to the Customer until the Customer has paid for the items and/or goods in full and all other monies outstanding under any other sale of items or goods by then Company to the Customer.

b) Risk of loss or damage to the items or goods passes to the Customer upon delivery to the Customer. Until payment of the purchase price (or all monies outstanding) the Customer is to insure the items or goods against all risks. Any insurance claim in respect of loss or damage or destruction of the items or goods is hereby assigned to the Company.

c) The Customer hereby indemnifies the Company against any loss or damage to the items or goods howsoever if arising.

d) The Customer is entitled to resell the items or goods in the usual course of its business but the Company is to be paid from the proceeds of the sale the purchase price owed to the Company (or all monies outstanding) which proceeds, to the extend of the purchase price (or all monies outstanding) shall be kept in a separate account and held by the Customer in trust for the Company.

e) The Customer shall, on request disclose to the Company all relevant information regarding the items or goods and any sale by the Customer.

f) In the event that:

Then the Company may retake possession of any goods which have been supplied to the Customer and for which payment has not been received and for this purpose the Company may enter any premises belonging to or occupied by the Customer. The Customer hereby grants right of entry to the Company for the purpose of retaking possession of its goods and indemnifies the Company, its servants, agents and employees in relation to any loss or damage occurring as a result of retaking possession of the goods.

14. CHARGE