GENERAL

I) The following are the terms and conditions of sale for the goods specified on the face hereof unless the sale results from a written quotation in which case the terms and conditions appearing on our quotation form shall prevail.

TERMS 0F PAYMENT

2) Net cash within 30 days from the end of the month in which the goods are purchased ("payment period") unless otherwise stated. Interest may be charged on invoices outstanding at the end payment period at the rate then applicable to Parts4cars ("the Company") by its Bank on its overdrawn account.

CLAIMS, RETURNS AND ALLOWANCES

3) Any claim against the Company must be made in writing within 7 days of delivery of goods except claims for non-delivery which must be made in writing within 14 days from the date of invoice. A11 claims must refer to the relevant invoice number and the date of that invoice and state the reason for the claim.

4) No freight charges for goods returned at the volition of the Purchaser shall be acceptable by the company unless authorised by the Company in writing prior to return of the goods.

5) Goods returned for credit may be subject to a charge to recover the cost to the Company of the return and handling of the goods and such charge will be at the rate of 15% of the amount shown on the invoice as the price of the goods on the relevant invoice. Goods supplied will not be accepted for return by the Company unless the Company has given its prior authorisation to the return of the goods and the Purchaser forwards with the goods the "Return For Credit Form" supplied, completed and authorised by the Company.

6) The following goods cannot be returned for credit under any circumstances:

a) any goods specifically made, or purchased for the Purchaser and

b) any goods damaged or altered in any way by the Purchaser

7) Acceptance of delivery of goods returned for credit does not signify agreement to issue a credit note. A credit note will not be issued until goods have been inspected and found to be satisfactory in the opinion of the Company. In the event that a credit note is not issued, the Purchaser will be advised and the goods made available to the Purchaser for collection by the Purchaser at the expense of the Purchaser.

8) N0 responsibility will be accepted for any delays in passing credit caused goods being incorrectly branded or returned to any other destination than the Company's warehouse or depot from which they were purchased.

LIABILITY

9) Unless expressly agreed to the contrary, the provisions and tolerances contained in the standard specifications to which the goods are manufactured by the Company or its suppliers will apply to this order and the Purchaser shall be deemed to have knowledge of the standard specifications at the date upon which this order is accepted.

10) The risk in the goods shall unless otherwise agreed in writing pass to the Purchaser upon despatch from the Company's warehouse save and except where the goods are carried in the Company's own vehicles when the risk in the goods shall pass upon delivery to the Purchaser or his agent.

11)

a) Any description of goods contained herein is given by way of identification only and use of such description shall not constitute this sale a sale by description.

b) The purchaser shall be deemed to have accepted that the goods correspond with sample (if any).

12) No claim for damage (whether direct, indirect or consequential) in respect of the goods supplied hereunder shall exceed the invoice price of the goods in respect of which such damage shall arise. The Company shall have the sole right to decide whet the goods are capable of reps it and Company's liability (if any) in respect of claims under the Contract of which these conditions forms part shall be limited as follows:

a) Where the goods are capable of repair to the repair of the goods or the payment of the cost of having the goods repaired, or

b) Where the goods are incapable of repair to the replacement of goods or the supply of equivalent goods or the payment of the cost of replacing the goods or of acquiring equivalent goods.

13) Until all monies owing by the purchaser to the Company in respect of the supply of the goods or any other account whatsoever have been paid in full

a) Property in the goods shall remain with the Company and not pass to the purchaser without prejudice to the rights oft he Company pursuant to Condition 10 hereof

b) The Purchaser shall not deal with the goods in any way inconsistently with the rights and interests of the Company as owner thereof save and except that the Purchaser may, in the ordinary course of business, sell the goods on behalf of the Company in which case it shall account to the Company for the proceeds thereof. The proceeds of any goods sold shall be kept in a separate account and shall not be mixed with any other manses, including funds of the Purchaser.

c) The Purchaser shall hold the goods as fiduciary bailee and agent for the Company.

d) The Purchaser shall store the goods in such separate place and in such manner to ensure that the goods are capable of being clearly identified as the property of the Company. When he goods owned by the vendor are sold in the ordinary course of business pursuant to clause 13(b), the Purchaser shall keep separate records of those sales.

14) The Company may (without prejudice to any of its other rights) without previous notice to the Purchaser retake and resume possession of the goods which remain the property of the Company and by its servants and agents may enter upon the premises of the Purchaser or any other place where the goods may be upon the occurrence of any one or more of the following events:

a) (Where the Purchaser is a corporation) the Purchaser commences to be wound up or a provisional liquidator of the Purchaser is appointed or the Purchaser is placed under Official Management or a Receiver or a Receiver and Manager is appointed or an Administrator is appointed pursuant to the provisions of part 5.3A of the Corporations Law or an Encumbrancer takes possession of its undertaking or property.

b) (Where the Purchaser is a natural person) the Purchaser becomes insolvent or bankrupt or commits an act of bankruptcy or makes an assignment for the benefit of a creditor.

c) The Purchaser fails to pay the whole or any part of the price of the goods or any other charges for the goods supplied hereunder to the Purchaser by the Company when due.

d) The Purchaser, notwithstanding the provisions of paragraph (b) of Condition 13, parts with possession of the goods otherwise than by way of sale to a customer in the ordinary course of the business of the Purchaser.

e) Any other terms or conditions of the contract between the Company and the Purchaser are breached by the Purchaser.

15) The Purchaser shall make good any damage to any premises occasioned by removal of the goods by or on behalf of the Company and the Purchaser hereby indemnifies the Company in respect of any proceedings brought against the Company arising from the removal of the goods from such premises by the Company or on behalf of the Company.

I5A) Notwithstanding the provisions of condition 13, hereof the Purchaser acknowledges that the Company shall have the right to sue for the price of the goods if payment therefore is not made by the Purchaser in accordance with these conditions.

LEGAL CONSTRUCTION

16) The construction, validity and the performance of the contract of which these conditions forms part of and shall be governed by the laws in force in the State in which such contract is made.

17) The mere signing of a manifest or delivery docket for goods received by or on behalf of the Purchaser shall notwithstanding anything that may be stated to the contrary by or on behalf of the Purchaser constitute acceptance of these Conditions of Sale.

18) Where any provision hereof (or part thereof) purports to exclude, restrict or modify a provision of the Trade Practices Act 1974 which by reason of such Act cannot be excluded, restricted or modified such provision or part thereof shall be deemed to be deleted herefrom and the Contract of which these conditions forms part shall continue in force as though such provision or part thereof had never been incorporated herein.

19) If any of these conditions (or any part thereof) shall to any extent be held by any court of competent jurisdiction to be ineffectual, invalid or unenforceable the remaining conditions (or parts thereof) shall not be affected thereby and shall remain in full force and effect

PRODUCT WARRANTY

20) The Company warrants all products are free from defects in material or workmanship for a period of one year following purchase from any authorised Company dealer. The liability of the Company under all warranties shall only be to replace defective goods supplied. The warranty does not cover products which malfunction as a result of improper installation or misuse, nor any resulting loss or damage either directly or consequentially.

DELIVERY

21) All orders will be subject to a delivery charge at the discretion of the seller .