Terms and Conditions

CREDIT POLICY

1) Payment strictly Nett in accordance with terms granted.

2) First three (3) orders must be paid upfront. Any subsequent orders may be eligible for a 30-day invoice.

3) Should an account remain unpaid after due date, the company reserves the right to restrict further deliveries until the account is restored to
good standing. The company reserves the right to impose a surcharge on outstanding accounts.

4) It is our policy to assist and co-operate to the fullest with our valued customers. Should a customer be unable to meet our terms at any time,
they should contact our credit controller. Failure could involve legal collection procedures which involve extra costs incurred by the customer.

TRADING TERMS AND CONDITIONS

All products and services (herein “goods”) supplied by VICI PTY LTD / POOL STAR PTY LTD are supplied subject to the following Standard Trading
Terms and Conditions which shall prevail for all dealings between VICI PTY LTD / POOL STAR PTY LTD and the person or entity (herein “ Purchaser”)
supplied by VICI PTY LTD / POOL STAR PTY LTD.

1 SUPPLY ON CREDIT
(A) Consideration by VICI PTY LTD / POOL STAR PTY LTD to trade on credit terms will only be made after the Credit Account Application herein
after in this document has been completed, executed and lodged with VICI PTY LTD / POOL STAR PTY LTD by the purchaser.
(B) Unless otherwise agreed by VICI PTY LTD / POOL STAR PTY LTD in writing, VICI PTY LTD / POOL STAR PTY LTD maximum credit terms for
payment of credit accounts are 30 DAYS from invoice.
(C) A credit account may at VICI PTY LTD / POOL STAR PTY LTD’S sole discretion be suspended and placed on a Prepaid/Cash On Delivery (COD)
basis or closed by VICI PTY LTD / POOL STAR PTY LTD. In the event that any unpaid monies become delinquent by remaining outstanding after
VICI PTY LTD / POOL STAR PTY LTD.
Prescribed due date for receipt of same or if any other VICI PTY LTD / POOL STAR PTY LTD Trading Terms and Conditions are not observed. Any such
account suspension or closure by VICI PTY LTD / POOL STAR PTY LTD may at VICI PTY LTD / POOL STAR PTY LTD sole discretion cause all outstanding
orders including back-orders with Purchaser to be cancelled, and VICI PTY LTD / POOL STAR PTY LTD shall not be liable to any part for any direct
incidental or consequential loss or damage to the purchaser which may result directly or indirectly from VICI PTY LTD / POOL STAR PTY LTD
suspension or closure of the Purchaser’s Credit account or VICI PTY LTD / POOL STAR PTY LTD of any outstanding order or back-order.

2 SUPPLY AGAINST CASH
VICI PTY LTD / POOL STAR PTY LTD may at its sole discretion supply goods on Cash On Delivery (COD) basis, whether such supply be to a Purchaser
with a credit account or no such account, provided payment is made by the purchaser in advance by Cash or Direct Transfer and the dispatch by VICI
PTY LTD / POOL STAR PTY LTD of goods to the purchaser.

3 RETENTION OF TITLE
VICI PTY LTD / POOL STAR PTY LTD offers its good to the purchaser under Retention of Title conditions hereinafter described. The purchaser by its
signature and declaration hereinafter in this document acknowledges its understanding of said conditions as to title and agrees and accepts absolutely
and irrevocably to be bound by them as regards any delivery of goods whatsoever made by VICI PTY LTD / POOL STAR PTY LTD at any time.
(A) Full legal ownership and title of goods delivered by VICI PTY LTD / POOL STAR PTY LTD to the purchaser is only transferred to the purchaser
when latter has paid in full ALL MONIES whatsoever due by it to VICI PTY LTD / POOL STAR PTY LTD whether for original goods supplied under
one or more specific VICI PTY LTD / POOL STAR PTY LTD invoices of for any and all goods supplied by Vici / Pool Star Pty Ltd at any time, and
until such time as all such monies have been paid in full VICI PTY LTD / POOL STAR PTY LTD has the right to call for and recover it’s goods from
the Purchaser ( for which purpose VICI PTY LTD / POOL STAR PTY LTD may enter the Purchasers premises by its servant or agents ) and the
Purchaser is obliged and agrees to deliver up the goods without obstruction, hindrance or unreasonable delay to VICI PTY LTD / POOL STAR
PTY LTD servants or agents.
(B) Where VICI PTY LTD / POOL STAR PTY LTD has not been paid pursuant to this agreement or to any other terms of payment in force between
VICI PTY LTD / POOL STAR PTY LTD and the purchaser and VICI PTY LTD / POOL STAR PTY LTD delivers the goods to the purchaser in
accordance with this provision the purchaser agrees with VICI PTY LTD / POOL STAR PTY LTD to keep the goods at its own risk as bailee for
VICI PTY LTD / POOL STAR PTY LTD in a fiduciary capacity upon trust for VICI PTY LTD / POOL STAR PTY LTD and the purchaser agrees with
VICI PTY LTD / POOL STAR PTY LTD to store the goods in a manner which clearly identifies ownership of them by VICI PTY LTD / POOL STAR
PTY LTD.
(C) In order to give full effect and force to the above provision VICI PTY LTD / POOL STAR PTY LTD and the purchaser hereby agree that all goods
to the total value of all unpaid monies due by the purchaser to VICI PTY LTD / POOL STAR PTY LTD at any time, which goods are in the care
custody and control or the purchaser at any time hereafter and either the actual products of said goods and or the original individual packaging
and retail get-ups thereof bear one or more distinctive trademarks and or trade names and exclusive Australian Distribution rights to which
have at in time or at the time being still vested in VICI PTY LTD / POOL STAR PTY LTD, are for the purposes of clear identification under this
provision to be regarded absolutely and without qualification as being owned by VICI PTY LTD / POOL STAR PTY LTD until or unless all monies
due to Vici / Pool Star Pty Ltd from the purchaser have been paid in accordance with foregoing provisions.
(D) By the provisions contained herein the parties hereby agree that VICI PTY LTD / POOL STAR PTY LTD actions in invoicing and delivering goods
against orders placed by the purchaser do not form any contract of sale, but rather form an agreement by VICI PTY LTD / POOL STAR PTY LTD
to sell goods to the purchaser only if the latter pays for them in full.

4 DELIVERY
(A) Goods are offered by VICI PTY LTD / POOL STAR PTY LTD subject at all times to availability and VICI PTY LTD / POOL STAR PTY LTD shall not
be liable in any way to the purchaser for unavailable goods or for delays or defaults in the delivery of any orders or part thereof not for any
direct incidental or consequential loss or damage arising therefrom.
(B) Delivery dates or times indicated by VICI PTY LTD / POOL STAR PTY LTD to the purchaser are approximately only and do not constitute a
guarantee of delivery or delivery by such date or time. No time of the essence transaction will be considered by VICI PTY LTD / POOL STAR PTY
LTD unless otherwise expressly agreed in advance in writing by a director of VICI PTY LTD / POOL STAR PTY LTD.
(C) If an order from purchaser to VICI PTY LTD / POOL STAR PTY LTD covers a number of goods, VICI PTY LTD / POOL STAR PTY LTD may be
entitled to amend that order as to any or all such goods in which event VICI PTY LTD / POOL STAR PTY LTD normal terms of payment shall
apply and no claim shall arise due to short-fall or non-supply.
(D) Goods placed on back-order by VICI PTY LTD / POOL STAR PTY LTD may be supplied by VICI PTY LTD / POOL STAR PTY LTD immediately they
are available unless prior written advice of back-order cancellation or standing instructions to VICI PTY LTD / POOL STAR PTY LTD not to backorder any goods at all are received from the purchaser.

5 PRICES, FREIGHT AND ADDITIONAL CHARGES
(A) The prices charged to the purchaser shall be those prices prescribed by VICI PTY LTD / POOL STAR PTY LTD as prevailing at date of dispatch.
(B) Recommended resale or retail prices appearing in any VICI PTY LTD / POOL STAR PTY LTD pricelists or quotations are recommended prices
only and there is no obligation to comply with such recommendations.
(C) Unless specific written acceptance of variation or quoted variation to the following is issued by VICI PTY LTD / POOL STAR PTY LTD prior to
receipt of the purchaser’s order by VICI PTY LTD / POOL STAR PTY LTD.
1. VICI PTY LTD / POOL STAR PTY LTD prices quoted are excluding goods and services tax (GST) and ex-warehouse of VICI PTY LTD /
POOL STAR PTY LTD and do not include freight or other costs associated with delivery of goods to the purchaser.
(D) All prices quoted by VICI PTY LTD / POOL STAR PTY LTD are NET without any trade settlement or other discounts rebates or allowances unless
with the prior written acceptance or quotation specifying same by VICI PTY LTD / POOL STAR PTY LTD.

6 ACCEPTANCE
Every order placed with VICI PTY LTD / POOL STAR PTY LTD for the supply of goods is subject to acceptance by VICI PTY LTD / POOL STAR PTY LTD
either by confirmation or in writing or by VICI PTY LTD / POOL STAR PTY LTD delivery all or part of the ordered goods.

7 INSURANCE AND RISK
All goods dispatched ex-warehouse by VICI PTY LTD / POOL STAR PTY LTD are at the purchaser’s risk in all aspects whatsoever after the goods have
left VICI PTY LTD / POOL STAR PTY LTD premises unless VICI PTY LTD / POOL STAR PTY LTD has agreed in writing in advance with the purchaser that
Free into Store (FIS) terms shall apply to a given order or all orders from the purchaser in which case VICI PTY LTD / POOL STAR PTY LTD will ensure
same at its own risk.

8 EXTENT OF LIABILITY
The liability of VICI PTY LTD / POOL STAR PTY LTD to the purchaser shall not in any case exceed the purchase price of the goods in respect of which
such liability arise and this limitation shall apply to liability howsoever arising in contract or intort and in any case of liability on the part of VICI PTY LTD
/ POOL STAR PTY LTD arising from breach of contract VICI PTY LTD / POOL STAR PTY LTD shall be under no liability for any direct incidental or
consequential loss or damage to the purchaser arising from such breach.

9 PROCURED GOODS
When the essence of any contract entered into by VICI PTY LTD / POOL STAR PTY LTD for the supply of goods especially made or procured to
specification for the purchaser is a sale by sample or a sale by description and the contract provides, whether express or implied for the purchaser final
approval of sample and or price or any other Conditional Subsequent to the placement or order, VICI PTY LTD / POOL STAR PTY LTD shall not
proceed to cause the manufacture or procurement of the ordered goods unless or until it has received unqualified written final approval from the
purchaser and VICI PTY LTD / POOL STAR PTY LTD shall not be liable to the purchaser or any party for any direct incidental or consequential loss or
damage which may arise from any delay in delivery or non-performance by VICI PTY LTD / POOL STAR PTY LTD due to lateness or lack of receipt by
VICI PTY LTD / POOL STAR PTY LTD of aforesaid final approval.

10 ORDER CANCELLATIONS
(A) Goods especially made or procured to specification for the purchaser are not cancelable without the express written consent of a director of
VICI PTY LTD / POOL STAR PTY LTD.
(B) Cancellation of orders for goods not specified in sub-clause (A) herein above may only be accepted at VICI PTY LTD / POOL STAR PTY LTD sole
discretion upon written request from the purchaser received prior to actual dispatch of the goods or the requested dispatch date whichever the
earlier.

11 AUTHORISED RETURNS/CREDIT CLAIMS
A copy of VICI PTY LTD / POOL STAR PTY LTD current policy in regard to returned goods or other credit claims is available to the purchaser upon
request and the purchaser hereby agrees to be bound by the policy contained therein unless any variation of same has been specifically approved in
writing by the Director of VICI PTY LTD / POOL STAR PTY LTD.

12 WAIVERS OF CONFLICTING CONDITIONS
In the event that the purchasers own terms and conditions of trading conflict with one or more of VICI PTY LTD / POOL STAR PTY LTD standard
reading terms and conditions contained herein, the purchaser agrees that VICI PTY LTD / POOL STAR PTY LTD Standard trading term and conditions
herein described shall prevail absolutely in regard to all dealings whatsoever conducted between the purchaser and VICI PTY LTD / POOL STAR PTY
LTD and the purchaser hereby waives all of its rights under any such conflicting conditions in its own terms and conditions of trading.

13 INVALIDITY
In the event that any term or condition of these standard trading terms and conditions shall be invalid, void, illegal or unenforceable, the validity
existence legality and enforceability of the remaining provisions terms and conditions shall not be affected prejudiced or impaired.

14 VARIATION
Notwithstanding any indication to the contrary by any person acting or purporting to act on VICI PTY LTD / POOL STAR PTY LTD behalf, no variation or
consensual termination of these Standard Terms and Conditions shall be binding of VICI PTY LTD / POOL STAR PTY LTD unless approved in writing by
a Director of VICI PTY LTD / POOL STAR PTY LTD.

15 THE HEADINGS
The heading contained in this document are for convenience only and shall in no way effect the construction hereof.