MARINE COMPASS ADJUSTERS, AUSTRALIAN COMPASS SERVICES, HONG KONG COMPASS SERVICES, IIMARINE Terms and Conditions of Trade Applicable to Marine Surveying and Compass Adjustment Services These terms and conditions are to be read having regard to the provisions of the Trade Practices Act, to the extent that those provisions are applicable to consumers as defined under section 4B of that Act. These terms and conditions do not have the effect of excluding, restricting or modifying rights under that Act which cannot be excluded, restricted or modified by agreement. 1. Definitions: “Surveyor” means the Surveyor and/or Compass Adjuster trading under these conditions. “Client” means the party at whose request or on whose behalf the Surveyor undertakes surveying or compass adjustment services. "Services" means the scope of work agreed between the Surveyor and the Client, including any equipment, materials, parts or items provided by the Surveyor to the Client in order to carry out the work. “Report” means any report, statement or declaration supplied by the Surveyor in connection with instructions received from the Client. “Disbursements” means the reasonable cost of photography, reproduction of drawings, diagrams, sketches and printing, duplicating and, where applicable, electronic transmission fees and all reasonable and appropriate expenses including travel, refreshments and hotel accommodation where an overnight stay is necessary. “Fees” means the fees charged by the Surveyor to the Client for Services provided, including any goods and services tax / value added tax where applicable and any Disbursements. “Default Rate” means the ANZ Reference Rate plus 2%. “ANZ Reference Rate” means the rate published by the Australia and New Zealand Banking Group Limited (ABN 11 005 357 522) as the ANZ reference rate for variable interest rates for business finance 2. Scope: The Surveyor shall provide his services solely in accordance with these terms and conditions. 3. Payment Terms: Quotations are given on the basis of immediate acceptance and subject to the right of withdrawal before acceptance and revision after acceptance. The Client shall pay the Surveyor's invoices immediately on receipt of the Surveyor’s invoice unless otherwise agreed by the Surveyor. 4. Interest: The Client agrees to pay interest on outstanding invoices from and including the day on which it is due to the day on which it is paid in full at the Default Rate calculated daily up to the day on which the outstanding amount is paid in full. 5. Lien: The Surveyor may take a lien over any Reports or other documents in the Surveyor's possession until all fees are paid in full. 6. Obligations and Responsibilities: a. Client: The Client undertakes to ensure that full instructions are given to the surveyor and are provided in sufficient time to enable the required services to be performed effectively and efficiently and to procure all necessary access for the Surveyor to goods, premises, vessels, installations and transport and to ensure that all appropriate safety measures are taken to provide safe and secure working conditions. The Surveyor shall not be liable for the consequence of late, incomplete, inadequate, inaccurate or ambiguous instructions. The Client shall be liable for full payment of any Fees and Disbursements incurred in the case of postponed, cancelled or aborted appointments due to no fault of the Surveyor, including, but not limited to, defective, incomplete or inappropriate equipment fitted. If the Surveyor is unable to gain access or must return to complete the Services due to no fault of the Surveyor, then the Surveyor may cancel this agreement and claim damages from the Client or charge additional fees for completion of the Services. b. Surveyor: The Surveyor shall use reasonable care and skill in the performance of the services in accordance with sound marine surveying practice. c. Reporting: The Surveyor shall submit a final written Report to the Client following completion of the agreed services describing the Surveyor’s findings and the condition and/or quality of the object and/or purpose of the assignment, unless otherwise expressly instructed by the Client not to do so. d. Confidentiality: The Surveyor undertakes not to disclose any information provided in confidence by the Client to any third party and will not permit access to such information by any third party unless the Client expressly grants permission, save where required to do so by an order of a competent court of law. e. Property: The right of ownership in respect of all original work created by the Surveyor remains the property of the Surveyor. f. Conflict of Interest/Qualification: The Surveyor shall promptly notify the Client of any matter including conflict of Interest or lack of suitable qualifications and experience, which would render it undesirable for the Surveyor to continue his involvement with the appointment. The Client shall be responsible for payment of the Surveyor’s Fees up to date of notification. 7. Liability: Without prejudice to Clause 9, the Surveyor shall be under no liability whatsoever to the Client for any loss, damage, delay or expense of whatever nature, whether direct or indirect and howsoever arising UNLESS same is proved to have resulted solely from the negligence, gross negligence or willful default of the Surveyor or any of its employees or agents or sub-contractors. 8. Indemnity: The Client agrees to indemnify the Surveyor with respect to any claim or liability to any other person or entity, including, but not limited to owners, charterers of third party vessels, subsequent purchasers of vessels, owners or occupiers of any premises, for any liability arising from or in connection with the Surveyor undertaking the Services. 9. Force Majeure: Neither the Surveyor nor the Client shall, except as otherwise provided in these Conditions, be responsible for any loss, damage, delay or failure in performance hereunder arising or resulting from act of God, act of war, seizure under legal process, quarantine restrictions, strikes, boycotts, lockouts, riots, civil commotions and arrest or restraint of princes, rulers or people. 10. Surveyor’s Right to Sub-Contract: The Surveyor shall have the right to sub-contract any of the services provided under the Conditions, subject to the Client’s right to object on reasonable grounds. In the event of such a sub-contract the Surveyor shall remain fully liable for the due performance of its obligation under these Conditions. 11. Time Bar: If the Surveyor is liable for damages arising from or connected to the Services, no claim may be made unless notice of the claim is lodged within three (3) months from the submission date of the Report to the Client. Any claims against the Surveyor by the Client shall be deemed to be waived and absolutely time barred upon the expiry of one year from the submission date of the Report to the Client. 12. Jurisdiction and law: This document is governed by the law in force in Queensland and any dispute shall be referred to the exclusive jurisdiction of the Queensland Court.