1 . I n t e r p r e t a t i o n

1.1 In these Terms:

“Company” means Creative Frames

“Customer” means the purchaser of Goods from the Company.

“Goods” means all goods sold and/or delivered by the
Company to the Customer.

“Terms” means these terms and conditions of sale.

2. Application

2.1 These Terms apply to all contracts for the sale of Goods
by the Company.

2.2 No amendment, alteration, waiver or cancellation of any
of these Terms is binding on the

Company unless confirmed by the Company in writing.

2.3 The Customer acknowledges that no employee or agent of
the Company has any right to

make any representation, warranty or promise in relation to
the Goods or the sale of the

Goods other than as contained in these Terms.

3 . Prices

3.1 Prices are determined at the time of order and, prior to
payment of the deposit, are subject to

change without notice.

4. Payment

4.1 Payments are to be made to the Company without any
deduction or discount other than as

stated in these Terms or in the relevant invoice or
statement.

4.2 A deposit of 35% of the invoice price must be paid when
placing an order.

4.3 Where Goods are ordered with fabric selected by the
Customer, the fabric must be paid for

in full at the time the deposit is paid.

4.3 The balance of the invoice price must be paid in full
before delivery.

4.4 Interest is payable on all overdue accounts calculated
on a daily basis at the rate of 1.5% per  month as from the date due for payment until
payment is received by the Company.

5 . Delivery

5.1 The Customer must, within 5 days of being notified of
their availability, collect or accept

delivery (if service is available) of the Goods and pay the balance of the invoice
price.

5.2 If the Customer fails to collect the Goods or accept
delivery within 40 days of being notified

of their availability, the Company may terminate this
contract, keep the deposit and resell

the Goods.

5.3 In addition to clause 4.4, the Company reserves the
right to charge the Customer storage on

goods not collected or delivered within 5 days of notification
of their availability at the rate of

$35.00 per week or part thereof.

5.4 The Company reserves the right to deliver the Goods in
whole or in instalments, as well as to

deliver prior to the date for delivery and, in such event,
the Customer must not refuse to take

delivery of the Goods.

5.5 Any failure on the part of the Company to deliver
instalments within any specified time does

not entitle the Customer to repudiate the contract with
regard to the balance remaining

undelivered.

6 . Title

6.1 Legal and beneficial ownership of the Goods will not
pass to the Customer until such time as

the Goods have been paid in full in cash or cleared funds.

7 . Risk and Insurance

7.1 The Goods are entirely at the risk of the Customer from
the moment of delivery to the

Customer’s point of delivery or on collection, even though
title in the Goods has not passed

to the Customer at that time.

7.2 The Customer must, at its own expense, maintain the
Goods and insure them for the benefit

of the Company against theft, breakdown, fire, water and
other risks as from the moment of

delivery to the Customer and until title in the Goods has
passed to the Customer.

8 . Inspection

8.1 Unless the Customer has inspected the Goods and given written
notice to the Company

within 2 days after collection or delivery that the Goods do
not comply with the relevant

specifications or descriptions, the Goods are deemed to have
been accepted in good order

and condition.

9 . Cancellations

9.1 No order may be cancelled, modified or deferred without
the prior written consent of the

Company (which is at the Company’s sole discretion). If such
consent is given it is, at the

Company’s election, subject to the Company being reimbursed
all losses, including loss of

profits, and paid a cancellation fee (being not less than
20% of the invoice price of the

Goods).

10 . Limited Liability

10.1 These Terms do not affect the rights, entitlements and
remedies conferred by the Trade

Practices Act 1974.

10.2 The Company is not subject to, and the Customer
releases the Company from, any

liability (including but not limited to consequential loss
or damage) because of any delay in

delivery or fault or defect in the Goods. The Customer
acknowledges that the Company is

not:

(a) responsible if the Goods do not comply with any
applicable safety standard or similar

regulation; and

(b) liable for any claim, damage or demand resulting from
such non-compliance.

10.3 If any statutory provisions under the Trade Practices
Act 1974 or any other statute apply to

the contract between the Company and the Customer (Contr
act) then, to the extent to

which the Company is entitled to do so, the Company’s
liability under the statutory

provisions is limited, at the Company’s option, to:

(a) replacement or repair of the Goods or the supply of
equivalent Goods; or

(b) payment of the cost of replacing or repairing the Goods
or of acquiring equivalent goods;

and

in either case, the Company will not be liability for any
consequential loss or damage or

other direct or indirect loss or damage.

11 . Warranty

11.1 All Goods supplied are covered by such warranties as
are specified by the manufacturer and

supplied subject to the product standards detailed by the
manufacturer.

11.2 On discovery of any defect in the Goods, the Customer
must immediately notify the

Company in writing of such defect. The Customer must not
carry out any remedial work to

alleged defective Goods without first obtaining the written
consent of the Company to do so.

11.3 The provisions of any act or law (including but not
limited to the Trade Practices Act 1974)

implying terms, conditions and warranties, or any other
terms, conditions and warranties

which might otherwise apply to or arise out of the Contract
are hereby expressly negatived

and excluded to the full extent permitted by law.

11.4 The Customer expressly acknowledges and agrees that it
has not relied upon, and the

Company is not liable for any advice given by the Company,
its employees, agents or

representatives in relation to the suitability for any
purpose of the Goods.

1 2 . Display and Samples

12.1 Any display product or sample inspected by the Customer
is solely for the Customer’s

convenience and does not constitute a sale by sample.

13 . Contract

13.1 The terms of the Contract are wholly contained in these
Terms and any other writing signed

by both parties. The Contract is deemed to have been made at
the Company’s place of

business where an order was placed and any cause of action
is deemed to have arisen there.

15 . Force Majeure

15.1 The Company will not be liable for any breach of
contract due to any matter or thing beyond

the Company’s control (including but not limited to
transport stoppages, transport

breakdown, fire, flood, earthquake, acts of God, strikes,
lock-outs, work stoppages, wars,

riots or civil commotion, intervention or public authority,
explosion or accident.

16 . Waiver of Breach

16.1 No failure by the Company to insist on strict
performance of any of these Terms is a waiver

of any right or remedy which the Company may have, and is
not a waiver of any subsequent

breach or default by the Customer.

17 . No Assignment

17.1 Neither the Contract, nor any rights under the Contract
may be assigned by the Customer

without the prior written consent of the Company, which is at
the Company’s absolute

discretion.

18 . Severability

18.1 If any provision contained in these Terms is held by a
court to be unlawful, invalid or

unenforceable, the validity and enforceability of the
remaining provisions are not affected.