Conditions of Sale

These are the terms and conditions of sale which apply to all goods sold by the seller to the customer. These terms and conditions shall take precedence over any terms and conditions which may be contained in the customer’s order or other documentation and may only be altered with the express written agreement of the seller.

DEFINITIONS:

• “customer” : means the customer reflected on the order form;
• “goods” : means the goods described in the order form;
• “order form” : means the order form to which these terms and conditions are attached;
• “seller” : means Dedicated Analytical Solutions cc, Registration No. 2004/046103/23. T/A Analytical Solutions
• “these terms and conditions” : means these terms and conditions of sale, the contents of the customer’s orders and any written
  acceptance of the customer’s orders by the seller.

GENERAL
All goods supplied by the seller shall be supplied subject to these terms and conditions only. These terms and conditions shall
take precedence over any terms and conditions which may be contained in the customer’s order, or other customer
documentation, and may only be altered with the express prior written agreement of the seller.
Any conflicting statements or special terms contained in any acceptance order or other documentation issued by the customer
shall not be effective, unless such conflicting statement or special terms have been expressly agreed to in writing by the seller.

PRICES
The prices payable by the customer to the seller for the goods shall be the ruling prices stipulated in writing by the seller at the
time the order for the goods is placed by the customer in terms of clause, and such prices shall include Value Added Tax.
Should the seller agree to deliver the goods to the customer, then in addition to the purchase price payable for the goods, the
customer shall pay to the seller all costs of delivery of the goods to the address stipulated in the customer’s order, including,
without limiting the generality of the aforegoing, the cost of insurance.

TERMS OF PAYMENT
Unless otherwise agreed in writing by the seller, the purchase price for the goods together with the costs of delivery of the goods,
if applicable, shall be paid by the customer to the seller into a bank account to be nominated by the seller to the customer in
writing from time to time. Payment of the purchase price for the goods shall be made within 30 (thirty) days from the date on
which the customer received an invoice for the goods, without set-off or deduction, and free of exchange. Should the customer
be unable to take delivery of the goods, payment shall nevertheless fall due. The terms of payment set out above, shall apply
equally to price variation claims.
The seller shall be entitled to charge interest at two percentage points above the ruling prime overdraft rate quoted by Nedcor
Bank Limited in respect of any period during which payments are overdue.

VARIATIONS
The seller shall not be obliged to accept or act upon any changes, modifications or additions to original customer instructions if
such changes, modifications or alterations were given subsequent to the seller’s acceptance of the customer’s order. No
variations of these terms and conditions or additions hereto shall be of any force or effect unless reduced to writing and signed
by both the seller and the customer.

LIABILITY
The seller shall not be liable to the customer for any damages including, but not limited to, consequential loss or loss of profits
arising from the performance or non-performance by the seller of its obligations in terms of these terms and conditions. This
exclusion of liability shall relate to claims for breach of contract as well as for alleged negligence on the part of the seller.
The customer further indemnifies the seller against any claims that may be made against the seller by any third party for any
damages including, but not limited to, consequential loss or loss of profits arising from the performance or non-performance by
the seller of its obligations in terms of these terms and conditions or in connection with the use of the goods, whether such claims
are in respect of damage to property, consequential loss, personal injury or death.
The customer agrees that the seller shall not incur any liability under the Occupational Health & Safety Act No. 85 of 1993
(specifically Section 10 of that Act).
The seller shall not be liable for any damage to or subsequent malfunctioning of goods as a result of work done on the goods or
services rendered in connection with such goods by any unauthorised third party.

WARRANTY
The customer’s claims against the seller for breach of warranty are restricted to the terms set forth in any warranty form furnished
to the customer with the goods sold. The said warranty is given in lieu of any liability at common-law, and any other warranties
or representations concerning the goods sold, whether express or implied by law, are excluded.

Any warranty given by the seller from time to time shall not apply if the customer fails to use the goods in the manner
recommended by the seller or if the goods are used for any purpose other than that for which they are intended, or if the goods
are modified or repaired by an unauthorised person, or are damaged by the customer in any way.

BENEFIT, RISK AND OWNERSHIP
Notwithstanding delivery of the goods to the customer, the seller shall retain ownership of the goods until whole of the purchase
price, together with interest charged in terms of clause above (if any) shall have been paid in full. All other benefits and risks in
and to the goods shall pass to the customer upon delivery having been affected.

BREACH
In the event of the customer committing any breach of these terms and conditions including, but not limited to, the failure to make
payment of the purchase price as agreed, the seller shall be entitled forthwith to claim repossession of the goods, for which
purpose the customer hereby irrevocably authorises the seller, through its duly authorised representative/s, to enter upon the
premises where the goods are kept, to take repossession of the goods. The exercise of this right shall not preclude the seller
from its right to claim damages from the customer occasioned by its breach. The seller shall, in the alternative, be entitled to
enforce the provisions of these terms and conditions and claim payment of the full amount due by the customer, any instalments
of the price falling due in the future to become due and payable immediately. In such event the seller shall be entitled to charge
interest on overdue amounts as provided in clause above. Should the seller take legal action against the customer in the event
of the customer’s breach, the customer shall be liable for all legal fees incurred by the seller in the recovery of any amounts
owing, including costs on the attorney and own client scale and collection commission. If the customer breaches these terms and
conditions and the seller elects not to cancel the agreement of sale, the seller shall be entitled to suspend performance of any of
its obligations until the customer has complied with its obligations.

INDULGENCE
Any relaxation, leniency or indulgence which the seller may extend to the customer shall not in any way constitute a waiver of
seller’s rights in terms hereof.

ARBITRATION
Any dispute arising out of or in connection with a sale to which these terms and conditions relate shall be finally settled under the
Rules of Arbitration of the International Chamber of Commerce by one or more arbitrator appointed in accordance with the said
Rules, seating in Johannesburg, South Africa.

HEADINGS
The headings to the clauses in these conditions are for reference purposes only and shall not affect their interpretation.

GOVERNING LAW
These terms and conditions shall be governed by and interpreted in accordance with the laws of the Republic of South Africa.

CONSENT TO JURISDICTION
For the purpose of any legal proceedings the customer hereby consents to the jurisdiction of any Magistrate’s Court having
jurisdiction over the parties. This notwithstanding it shall not preclude the seller from instituting action out of any division of the
High Court of South Africa having jurisdiction.

ACCEPTANCE OF ORDERS
Acceptance by the seller of the customer’s orders shall only be binding if in writing and signed by the seller. All customer’s orders
are to be accompanied by such instructions from the customer as, in the sole discretion of the seller, are necessary to enable the
seller to supply the goods and/or render the services set out in the customer’s order. Should instructions not be timeously
furnished, or be deficient in any respect, then the seller shall be entitled to increase the price set out in the customer’s order by
such amount as may be necessary to cover the increase in costs occasioned by the delay in furnishing of the instructions.
The seller reserves the right to employ sub-contractors in respect of a portion or all of the services to be rendered or goods to be
supplied to the customer. Once acceptance of a customer’s order has been delivered to the customer, a binding contract on the
items, subject to the conditions contained herein, will have been entered into by and between the seller and the customer, which
Dedicated Analytical Solutions cc PO Box 732, Banbury, 2164
Member: M. Borello (T): +27 (0) 87 610 0900
Reg No. 2004/046103/23 (F) +27 (0) 11 704 7713
contract shall not without the consent of the seller be capable of variation and/or cancellation. Should the seller agree to cancel
the contract in whole or in part, then the customer shall upon date of cancellation pay to the seller in cash, free of bank exchange
or any deduction or set-off at Johannesburg, as and by way of a payment in lieu of damages, a cancellation fee equal to an
aggregate of 15% of the contact price plus any ancillary charges whatsoever nature, incurred by the seller as a result of such
cancellation. Should the cancellation involve the return of goods already delivered, the provisions of clause shall apply mutatis
mutandis. A certificate by a director of the seller shall, ipso facto, be proof of the amount of ancillary charges incurred and shall
be sufficient to discharge the burden of proof for the purposes of pleading, and no further evidence relating thereto need to be
adducted at any trial at which a document is rendered as evidence. No counter offer in respect of any of the terms of the quotation
shall be accepted and any acceptance of a quotation attached to or delivered with a counter offer shall, in itself, be determined
to form part of such counter offer and shall accordingly not be valid or binding upon the seller.

CONSENT
The customer specifically consents that the supplier:- may carry out a credit enquiry in respect of the customer; may access a
Credit Bureau’s data base before granting any credit to the customer; may, where credit is granted, transmit details to a Credit
Bureau of how the customer has performed in meeting with its obligations under the account, and share such information with
other Credit Bureaus for the purposes of assessing further applications for credit by the customer (and its members, directors, or
partners as the case may be) and for occasional debt tracing, debt collection and fraud prevention purposes; if credit is granted
in favour of the customer and the customer fails to meet its financial commitments to the supplier, the supplier may record the
customer’s default with a Credit Bureau; may refer information relating to the customer’s credit performance to a Credit Bureau
for banking and credit assessment, statistical analysis, and credit scoring purposes and use such information to identify products
( including those supplied by third parties) which may be relevant to the customer; may record the existence of a customer’s
account with the supplier at a Credit Bureau(s).

PERMITS AND LICENSES
The customer acknowledges that the goods and/or documentation supplied by the seller may be subject to export regulations
and the customer acknowledges that it is familiar or agrees to become familiar with such regulations. The customer furthermore
agrees that it will not deal with the goods and/or documentation in violation of such regulations, more specifically will not re-export
or otherwise dispose of such goods and/or documentation without the applicable, prior written authorization of United States or
other national authorities or the seller respectively. The customer shall at its own expense obtain all necessary consents, permits,
licenses or other authorities from the owner of the premises, Government, Municipal, Local or other competent authorities and
others whose permission is or may be necessary for the installation or use of the system. The seller does not warrant or represent
that any such consent, permits, licenses or other authorities will be granted and failure to obtain one or other of the same shall
not invalidate any order accepted by the seller. In the event that an end-user statement and/or import license is required, the
customer shall provide the seller with such document upon receiving the seller’s written request.