Terms and Conditions of Sale

1. Definitions

In these terms and conditions, unless the subject matter determines otherwise:

(i) Globe Parts means “Globe Parts Pty Ltd” (ABN 371 662 849 096) and its executors, administrators, successors and permitted assigns.

(ii) Customer means the person or entity who purchases Goods from Globe Parts regardless of the person or entity has completed any account application form with Globe Parts.

(iii) Goods means the goods and services supplied by Globe Parts to the Customer.

(iv) Guarantor means the person(s) who covenants in favour of Globe Parts to guarantee the performance of the obligations of the Customer pursuant to a Deed of Guarantee and Indemnity or any other document/agreement.

(v) ACL means Australian Consumer Law, Competition and Consumer Act 2010 (Cth) formerly the Trade Practices Act 1974 (Cth) and includes any re-enactment of or amendment to that legislation and any legislation passed in substitution of that legislation.

(vi) T&Cs means this Terms and Conditions of Sale and as varied by Globe Parts from time to time; and

(vii) The singular includes the plural and vice versa and any gender includes any other gender.

2. General

(i) Globe Parts supply of the Goods to the Customer is conditional on the Customer’s acceptance without alteration of the T&Cs. By agreeing to purchase the Goods from Globe Parts, the Customer agrees to be bound by the T&Cs and accepts the T&Cs to the exclusion of any terms and conditions of the Customer. Modification to the T&Cs expressed in any document of the Customer will not apply. These conditions prevail over the provisions contained in any other document, which may conflict with provisions herein.

(ii) Globe Parts reserves the right to change or vary the T&Cs at any time. Globe Parts may from time to time and in its sole discretion amend, add, or delete any of the T&Cs without giving notice to the Customer. The Customer agrees and accepts the T&Cs as varied or amended. If the Customer does not accept the T&Cs, do not place any orders with Globe Parts. Each time an order is placed by the Customer, the Customer is deemed to accept and agree the T&Cs in force at the time of order placement. The T&Cs in force are available on the Globe Parts website, online ordering portal, or can be supplied on request.

(iii) All Goods descriptive specification, illustration, drawing, data, dimension, and weight furnished by Globe Parts or otherwise contained in the catalogue, price list and other advertising matter are approximate only and are intended to be by way of a general description of the Goods and do not form part of the contract for the sale of Goods.

(iv) Any advice, recommendation, information, assistance, or service given by Globe Parts in relation to the Goods, is given in good faith and is believed to be accurate, appropriate, and reliable at the time it is given. It is provided without any warranty or accuracy, appropriateness, or reliability. Globe Parts does not accept any liability or responsibility for any Loss suffered because of the Customer’s reliance on such advice, recommendation, information, assistance, or service.

(v) No order shall be binding on Globe Parts until accepted by Globe Parts. Globe Parts reserves the right to accept/reject any order in whole or in part.

3. Collection or Delivery of the Goods

(i) Globe Parts has multiple warehouse locations across Australia. When placing the order, the Customer must specify which Globe Parts warehouse the order is for and pick up the Goods from that warehouse unless otherwise notified by Globe Parts of the alternate Goods collection address. Should the Customer fail to pick up the Goods from Globe Parts, Globe Parts may cancel the order.

(ii) Globe Part may offer delivery services to the Customer and may charge delivery fees for the service provided. The delivery date and time set by Globe Parts are estimates only and Globe Parts is not liable for late delivery or non-delivery of the Goods. Globe Parts has the absolute right to alter, change, adjust the delivery routes, destinations, services, frequencies, and fees. The delivery service (if available) is optional to the Customer and the Customer is at liberty to make alternate pick up or freight/courier arrangement at the Customer’s own costs.

(iii) At the Customer’s request and at the Customer’s costs, Globe Parts may supply the Goods through carrier or form of transport Globe Parts consider to be appropriate without insurance. Notwithstanding Globe Parts arranging the carrier or form of transport, Globe Parts shall not be in any way responsible for any loss of or damage caused to the Goods, whether Globe Parts is legally responsible for the event or person who caused or contributed to that loss or damage. The Customer must arrange their own insurance to cover any transportation risk.

(iv) The Customer must inspect the Goods immediately upon receipt and notify Globe Parts of any issue or problem within 7 days.

4. Title and Risk

(i) The supply of the Goods by Globe Parts is made and done on the express condition that ownership of the Goods is reserved to Globe Parts and that the legal and equitable title of the Goods shall not pass to the Customer unless and until the Customer has paid the purchase price in full to Globe Parts. Globe Parts will be entitled to maintain an action against the Customer for the purchase price of the Goods, and the risk in respect of loss or damage to the Goods will pass to the Customer on delivery or collection of the Goods by the Customer or the Customer’s agent or carrier. The Customer agrees to indemnify Globe Parts absolutely against loss of or damage to the Goods, regardless of how that loss or damage was caused.

(ii) Until the Customer has paid all money owing to Globe Parts, the Customer shall store the Goods separately and ensure that the Goods supplied by Globe Parts, while in the Customer’s possession, can be readily identified and distinguished; and/or all proceeds (in whatever form) that the Customer receives from the sale of any of the Goods are readily identifiable and traceable.

(iii) If the Customer breaches the T&Cs, then without prejudice to any rights Globe Parts may have at law:

a. Globe Parts may at any time, without notice to the Customer, terminate any agreement relating to the Goods and may then take possession of the Goods or may assume the Customer’s interests and rights under any agreement in relation to the Goods with a third party; and/or

b. Globe Parts and its servants or agents may enter any premises owned, leased, or otherwise controlled or occupied by the Customer or the Customer’s agent at any time without prior notice to recover all and/or any Goods to offset any monies owing to Globe Parts and the Customer indemnifies Globe Parts against the use of reasonable force to obtain such possession.

(iv) If the Customer sells the Goods, the Customer acknowledges that such sale is by the Customer as bailee for and on behalf of Globe Parts. The Customer agrees to hold the proceeds of such sale in trust for Globe Parts until payment is made in full to Globe Parts for all the Goods and the Customer will maintain separate records in that respect and to that account and those records may be inspected on demand by Globe Parts. Globe Parts will be entitled to maintain a claim against the Customer for the proceeds of the sale of any other goods into which the Goods have been manufactured. Globe Parts will be entitled to take the proceeds of such sale of such goods and orders as Globe Parts thinks fit, despite the Customer’s dealing or seeking to deal with those proceeds in any other manner.

5. Payment and Payment Term

(i) Payment method by EFT is preferred.

(ii) Payment by way of debit card or credit card (e.g., visa, Master card, American Express) attracts surcharges. The surcharge rate varies depending on the type of debit card or credit card used.

(iii) The Customer is responsible for any payment dishonour fee. Globe Parts may refuse to accept cheque or credit card payment from the Customer if the Customer has a history of dishonoured payment or the payment cannot be processed due to insufficient funds.

(iv) At all times, payment must be made in full without set off or deduction. Globe Parts will investigate any disputed amounts, and if resolved in favour of the Customer, a credit will be issued to the Customer.

(vi) Should Globe Parts agree to supply Goods on credit to the Customer, the following terms will apply:

a. Globe Parts can set and alter the payment term in Globe Parts discretion without notice to the Customer.

b. Globe Parts may require satisfactory personal guarantee to be provided by the Customer in favour of Globe Parts.

c. Globe Parts may in its sole discretion require security to be granted by the Customer and/or Guarantor. Such security may, include and without limitation, be in the form of a security interest charge under the PPSA and/or a mortgage charge under the PLA. The Customer hereby agrees to grant such charges under the PPSA and/or the PLA as required by Globe Parts from time to time.

(vii) Globe Parts may request security or additional security or personal guarantee as Globe Parts thinks fit and is entitled to withhold supply of any Goods or payment term until such security or additional security is given.

(viii) Any of the following events is considered to be Customer default:

a. Failing to make any payment due or commit any other breach of the any of the Customer’s obligations.

b. Suffer execution under any judgment, commit an act of bankruptcy, make any composition or arrangement with any creditor; or

c. Being a company, pass a resolution for winding up or have a receiver appointed over any of its property or have a winding up petition presented against it.

(ix) In the event of Customer default:

a. All monies owing by the Customer will become immediately due and payable and Globe Parts reserves the right to charge interest daily at a rate of 2% per month on all monies and costs due or overdue up to the date of payment;

b. The Customer is liable for all expenses, costs and disbursements incurred in recovering any outstanding monies including debt collection fees and solicitor’s costs on an indemnity basis; and

c. Globe Parts may without notice cease supply any Goods on credit or Globe Parts may refuse to supply any Goods despite any agreement to the contrary.

6. Customer Specific Stock (e.g., special order, buy in)

(i) Should Globe Parts procure, warehouse and/or distribute Goods specifically for the Customer (e.g., through special order, custom-made, or source from another supplier for the Customer) (‘Customer specific stock’), the Customer must pay and take Customer specific stock within the timeframe specified by Globe Parts. The order cannot be cancelled unless Globe Parts agree. Should the Customer fail to collect the Customer specific stock, Globe Parts may dispose the Customer specific stock in its discretion. Globe Parts shall not be liable to the Customer for any loss or damage suffered by the Customer because of the disposal of the Customer specific stock.

(ii) The Customer specific stock is not refundable and is not returnable unless agreed by Globe Parts.

7. Return of Goods

(i) Please choose carefully. Globe Parts is not compelled by law to accept return of Goods due to change of mind, wrong order, change of circumstances, or if the Customer finds cheaper products elsewhere. Globe Parts has the right and discretion to decide whether to accept the return of Goods.

(ii) The Customer acknowledges and agrees that the Customer must follow the procedures/requirements set by Globe Parts and Globe Parts may impose return fees/restocking fees as it sees fit. The Customer covenants and agrees to pay any return fees/restocking fees imposed by Globe Parts.

(iii) If Globe Parts agrees to accept the returns, when returning un-used Goods for credit, following are required:

a. The Goods must be un-used and in the original condition supplied.

b. The Goods must be returned within 30 days from the date of invoice.

c. The original delivery docket or invoice number must be quoted with the Goods.

d. Customer specific stock, discounted, sale and non-standard item cannot be returned for credit; and

e. The Customer is responsible for the return freight costs (if any).

(iv) Globe Parts may set other rules or procedures in relation to its return handling procedures and process.

8. Warranty

(i) For any Goods to be considered faulty or defective, the following conditions apply:

a. The defects arose solely as a result of faulty design, workmanship or materials supplied by Globe Parts.

b. The Goods have been used properly and the defect has not arisen as a result of poor installation, excessive wear, misuse, mishandling, neglect, or accident.

c. The Customer notifies Globe Parts in writing within 7 days of the receipt of Goods by the Customer.

d. If the defect appeared after fitting, the Customer must notify Globe Parts immediate in writing with details of the defect.

e. The Customer must give Globe Parts the original invoice number.

f. The Goods must be immediately returned to Globe parts at the Customer’s cost; and

g. If the government law/rule requires the Customer to be licensed or certified to carry out the windscreens installation/repair/calibration jobs, Globe Parts may require evidence from the Customer of such compliance to verify the warranty/defect was not as the result of faulty workmanship.

(ii) Further to preceding Clause 8(i), following special requirements applies to any defect or faulty Advanced Drive-Assistance Systems (ADAS) (or similar) screens:

a. As soon as the Customer becomes aware of the defect in ADAS screen, the Customer must notify Globe Parts immediately and Globe Parts may request to inspect the screen in the vehicle as fitted before it is removed and returned to Globe Parts.

b. Supply Globe Parts with the following

i. Pre-calibration report (the report must include vehicle details & vehicle registration number);

ii. Post-Calibration report (the report must include vehicle details & vehicle registration number);

iii. Confirmation that the calibration was carried out by properly licensed or trained person.

iv. Photos of the vehicle including the vehicle registration number and vehicle plate (showing the make, model, vin number, year).

v. Supply the removed OE screen (if possible) or photos of the OE screen – full view, and close-up view of the label, photo of the brackets and attachments.

vi. Photo of the Globe Parts screen fitted in the vehicle – full view and close-up view including the label on the screen.

vii. If the issue is about the brackets/holder different from the OE screen, photos comparing Globe Parts screen and OE screen (or supply the OE screen for us to compare); and

c. Globe Parts may request further information prior to determining whether a screen is defective or faulty.

(iii) Further to preceding Clauses 8(i) and 8(ii), special reminders/requirements about HUD screens:

a. Check the HUD projection is working on the original screen.

b. Do a dry fit of the screen. If any concern of blurry/double vision or the projection is not as crisps clear as the OE screen, do not fit the screen. It is important to note that although the manufacturer supplies Globe Parts with high quality aftermarket screen, the HUD may not be as crisp/sharp as the OE screen. If the aftermarket HUD screen is blurry/double visions, then that is a defect, and

c. For HUD screen defect (blurry/double vision) – the Customer has to notify Globe Parts immediately and Globe Parts may request to see the screen before it’s removed from the vehicle. The Customer needs to supply photos (or video) of the HUD section (from different angles).

(iv) For faulty or defective Goods accepted by Globe Parts, Globe Parts will either:

a. Accept the return of the fault or defective Goods and refund the Customer the original purchase price (excluding any freight costs); or

b. Supply a replacement to the Customer to the original delivery address of the Goods. If the Customer collected the Goods from Globe Parts warehouse, then make the replacement at the same Globe Parts warehouse for the Customer’s collection.

(v) Globe Parts does not and will not cover any incidental costs or expenses (e.g., re-fitting, re-calibration etc.).

(vi) Before fitting any vehicle screen, Globe Parts recommends the Customer check and compare the screen against the OE screen with attention to the bracket and attachment, the position of the bracket and attachment, and any noticeable distortion. Occasionally, some brackets may not be 100% identical to the OE brackets for patent compliance, but nonetheless can be used. If in doubt, do not use the screen and contact the local branch servicing your account for clarification.

(vii) Globe Parts reminds the Customer that incorrect use of calibration machine may lead to a faulty report. Many factors may have adverse impact on the calibration, for example: vehicle modification, pre-existing fault, tyres size/condition, vehicle alignment, battery & fuel level, surrounding light, unlevelled surface, and etc. The vehicle should not be loaded with heavy objects. It is important to follow the calibration machine guidelines.

9. General Exclusions and Limitations of Liability

(i) Globe Parts is a supplier of business use Goods and sells the Goods to business, therefore the supply is not subject to the general ACL covering personal, domestic, or household transactions.

(ii) To the full extent permitted by the law, Globe Parts liability in respect of any claim or pursuant to any statutory remedy available to the Customer for defective or faulty Goods is limited to, at Globe parts discretion:

a. The replacement of the Goods.

b. The supply of equivalent Goods; or

c. The refund of the Goods.

(iii) To the full extent permitted by the law, all express and implied warranties, guarantees and conditions under statute or general laws as to merchantability, description, quality, suitability, or fitness for purpose or as to the design are expressly excluded. Globe Parts does not exclude or limit the application of any provision of any ACL where to do so would contravene that statute or cause any part of this clause to be void.

(iv) To the maximum extent permitted by the law, Globe Parts excludes all liability to the Customer:

a. in contract for consequential or indirect damages arising out of or in connection with the T&Cs even if Globe Parts knew they were possible or they were otherwise foreseeable, including without limitation, loss of profits and damage suffered as a result of claims by any third party; and

b. in negligence and other non-contractual causes of action for acts or omissions of Globe Parts, its employees, agents, and contractors arising out of or in connection with the T&Cs.

(v) To the fullest extent permissible at law, Globe Parts is not liable for any direct, indirect, punitive, incidental, special, consequential damages or any damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the provision of or failure to supply Goods, or otherwise arising out of the provision of Goods, whether based on T&Cs, negligence, strict liability or otherwise, even if Globe Parts has been advised of the possibility of damages.

(vi) The total liability for loss or damage of every kind is limited to an amount equivalent to the sum paid by you to us for the Goods.

10. Change in control or Financial Status, Sale of Business, cease Trading or Vacating Premises

(i) The Customer warrants to Globe Parts that the Customer is not a bankrupt (if an individual) or in liquidation (if a company) and is not in the at the risk or in the process of becoming a bankrupt or subject to any winding up proceedings.

(ii) The Customer must advise Globe Parts of all material changes in its name and/or financial status, ownership, or management and/or change of address, as soon as reasonably practicable when they occur. The Customer and the Guarantor remain to be liable to Globe Parts for all monies owed until release of liability by Globe Parts in writing. Failure to notify Globe Parts will result in the Customer and the Guarantor being liable for all purchases of goods post changes to ownership name and/or financial status and/or ownership or management.

(iii) Should the Customer sell its business, ceases to trade, or vacates the premises, the Customer must notify Globe Parts in writing prior to the settlement, or immediately upon ceasing to trade or vacating the premises. The Customer will also advise Globe Parts of forwarding addresses and contact phone numbers. The Customer agrees that if the Customer does not notify Globe Parts in writing, and the Customer does not have Globe Parts acknowledgment in writing, the Customer will become personally liable for all outstanding monies owed to Globe Parts by the company/business. The Customer understands that Globe Parts requires this information immediate arrangement be made in relation to any outstanding payment or Goods in the Customer’s possession.

11. Assignment

Globe Parts may in its absolute discretion assign, transfer, novate, and deal in any manner with, all or any part of the right, benefit and obligation under this T&Cs without the consent of the Customer; whereas the Customer cannot assign , transfer, novate, and deal in any manner with, all or any part of the right and obligation under this T&Cs without the written consent of Globe Parts.

12. Severability and Jurisdiction

Each provision of these terms and conditions is separate from the other and if any provision is found to be avoidable or unenforceable for any reason the remaining provisions will continue to be of full force and effect. The failure by Globe Parts to exercise, or any delay in exercising, any right, power, or privilege available to it under the T&Cs will not operate as a waiver or preclude any other or further exercise or the exercise of any other right or power. The law of New South Wales governs these terms and conditions.

13. Privacy

(i) The Customer authorises Globe Parts to collect, retain, and use personal information about the Customer (including information collected in this document) for the purposes of:

a. assessing the Customer’s credit worthiness.

b. disclosing to third-party details of this application and any subsequent dealings it may have with Globe Parts for the purpose of recovering amounts payable by the Customer and providing credit references.

c. sending marketing communication (which the Customer may opt out).

d. sending to the Customer non-commercial administrative emails. These include, for example, messages relating to the Customer’s account, transactions or important information relating to products the Customer has purchased, such as recall notices; or

e. using the information to improve and/or adjust the products and services of Globe Parts.

(ii) The Customer acknowledges and agrees that Globe Parts collects information through its online ordering portal and Globe Parts may use the information as set out in Clause 13(i).

14. Account Form

Globe Parts may in its discretion deactivate the Customer’s account. Globe Parts may request the Customer to complete a new Account Application form (or other account form used by Globe Parts) to update the Customer’s details or add/change guarantor(s). For any deactivated account, Globe Parts may request the Customer to sign a new account opening form before Globe Parts reopens the account.

15. Credit Facility Terms & Conditions

(15.1). INTERPRETATION

In these terms and conditions:

“sale transaction” means any agreement between the Supplier and Customer relating to the supply of goods or services as evidenced by a supply agreement, order form, , tax invoice or otherwise.

“Goods” refers to the goods, merchandise and other items (or any part of them) sold or supplied by us pursuant

to a sale transaction.

“month” means a calendar month, or part of a calendar month.

“we”, “us”, “our” and “Supplier” means Globe Parts & Accessories, its successors and assigns.

“you” and “Customer” refers to the person, company or other entity to whom goods or services are sold or

supplied pursuant to a sale transaction and that party’s executors, administrators, successors, liquidators and

permitted assigns.

Unless we advise otherwise in writing, and subject always to the requirements of relevant legislation, these terms and conditions for a credit facility apply to all sale transactions between the Customer and Supplier and prevail over any conflicting provisions contained in any other agreement.

If any provision in these terms and conditions becomes for any reason unlawful, void or wholly or partly unenforceable, then that provision will be read down to the extent necessary to ensure that it does not infringe any law or is not otherwise void or unenforceable so as to give it valid operation. The remaining provisions will continue to have their full force and effect.

(15.2). TERMS OF CREDIT FACILITY

(a) All goods purchased by you pursuant to a sale transaction must be paid within the terms of trade as advised at the time of application. Our default Trading terms are COD for 3 months, accounts will move to 30 day terms after this period on a direct debit arrangement.

(b) No interest shall be payable where you pay by the due date. However, interest will accrue at a rate of 1.5% per calendar month for amounts outstanding, with such interest accruing from the day after the date the payment is due until paid in full.

(i) withhold the further delivery of goods until full payment is made; and

(ii) suspend credit extended to the you until full payment is made.

(d) You will be responsible for payment of any costs (including legal costs on a full indemnity basis) that we incur as a result of any default by you under the terms of this agreement;

(e) You will also indemnify us for any expenses, fees or disbursements we incur in recovering any outstanding monies owed by you;

(f) We may withdraw or vary the terms of this credit facility at any time without notice to you.

(g) If you are a company (other than a publicly listed company), you must notify us immediately of any action which has the effect of, or results in an alteration in, control of you, whether by transfer of shares, replacement of directors, change of partners or otherwise;

(h) You must notify us of any change in your constitution or structure or the sale of any business operated by you and notwithstanding any change to your constitution, structure or sale of your business, you will be liable to us for any sums outstanding on your account until the account has paid in full.

(15.3). CONDITIONS OF TRADE

All goods and services provided by the Supplier are subject to the Supplier’s Terms of Trade.

The Customer acknowledges having received and read the Supplier’s Terms of Trade.

(15.4). CUSTOMER’S AGREEMENT

You agree that:

(a) you will be bound by the Supplier’s Terms of Trade;

(b) you are liable for all amounts payable under a sale transaction;

(d) the terms of this credit facility are governed by, and are to be construed in accordance with the laws in force in Western Australia and you unconditionally submit to the exclusive jurisdiction of the Courts of Western Australia.

(15.5). CREDIT REPORTING

By signing the declaration in this application, you agree to and consent to us:

(a) disclosing to a credit reporting agency certain personal information about you including identity particulars, the credit facility limit, payments which may become more than 60 days overdue and serious infringements of the Credit Facility Terms & Conditions which we believe have been committed by you;

(b) obtaining from a credit reporting agency, a report containing personal credit information about you and a report containing information about your commercial activities or commercial creditworthiness to enable us to assess the application; and

(c) giving to any guarantor information including a copy of the application and any demands for payment of overdue amounts and statements of the credit facility.

(iii) If the Customer breaches the T&Cs, then without prejudice to any rights Globe Parts may have at law:

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Terms and Conditions of Sale