General Conditions of Contract

The following general conditions of contract apply to the provision of all services by Genalysis Laboratory Services Pty Ltd (“Genalysis”). For the purposes of these conditions, the term “Genalysis” includes all subsidiary companies of Genalysis.

1. The relationship between Genalysis and the client is that of an independent contractor and not that of employer and employee, principal and agent, joint venturers, partners or otherwise.

2. In the event of any default by Genalysis in the provision of services to the client, the parties agree that the limit of all liability on the part of Genalysis shall be the value of the services to be provided by Genalysis. In no circumstances will Genalysis be liable for any consequential damages, loss of profits, loss of opportunity or other indirect or consequential damages.

3. Upon completion of analysis, Genalysis will provide a report to the client on the results of the analysis. Where requested by a client, provisional results will be provided, however, the client agrees that those results will be subject to confirmation in a final report.

4. Genalysis agrees to take reasonable measures to ensure that the results of analysis on behalf of the client and any other information provided to Genalysis are kept confidential provided that this provision will not apply where the results or other information are in the public domain. Genalysis shall be entitled to provide any confidential information on behalf of clients required to be provided by law.

5. All samples submitted to Genalysis remain the property of the client. Genalysis shall not be liable for any claim whatsoever relating to deterioration, contamination, damage or loss of samples. The client agrees to indemnify Genalysis in respect of all claims, demands or actions which may be made against Genalysis in respect of any damage, deterioration or loss of samples.

6. The client agrees to pay all storage fees from time to time charged by Genalysis for any samples not removed from Genalysis’ premises within sixty (60) days of the provision of a final report by Genalysis.

7. Upon the request of the client, Genalysis shall dispose of all samples subject to payment of Genalysis’ costs from time to time in relation to that disposal. Genalysis shall not be liable for any loss or damage arising from the disposal of the samples.

8. The provision of samples by the client and the provision of results by Genalysis shall be provided in accordance with the general information and schedule of services and charges from time to time provided by Genalysis including information on the manner of sample preparation and geochemical analysis. The client agrees to be bound by these provisions.

9. Unless otherwise agreed, the client shall pay all accounts rendered by Genalysis within thirty days of invoice date. Where payment is not made on the due date, then the client agrees to pay interest on all amounts due calculated at bank overdraft rates from time to time charged by Genalysis’ bank calculated on a daily basis as and from the due date of payment to the date of actual payment. Where any invoice remains unpaid after the due date, Genalysis may refuse to undertake any further services on behalf of the client until payment.

10. The client will indemnify Genalysis in respect to any expenses, costs or disbursements paid by or on behalf of or incurred by Genalysis in relation to recovering any outstanding moneys owed to it by the client including but not limited to any debt collection agency fees, solicitor’s costs (on a solicitor/client basis), court fees, charges or disbursements.

11. The rates charged by Genalysis are subject to change from time to time. Genalysis shall provide the client with not less than seven (7) days notice in writing of any variation of fees or charges.

12. All moneys due and owing to Genalysis by the client whether in respect of the provision of services relating to samples or in respect of any other matter whatsoever shall stand charged upon the samples, services and results of any services and Genalysis shall be entitled to a lien on all such samples, services, results and information including but not limited to the right to sell or otherwise dispose of the same in any manner after giving the client not less than seven (7) days written notice of its intention to do so. Genalysis shall not be obliged to provide any results or other information or return any samples or release any samples to the client until all moneys due to Genalysis then outstanding and owed by the client (whether for the provision of those particular samples or otherwise) remains unpaid.

13. The client releases, to the full extent permitted by law, Genalysis from any liability for any loss or damage to the samples or results or any inaccuracies in the results from any work carried out by Genalysis (whether or not those inaccurate results or loss of property arose from negligence or some other cause of any nature whatsoever) including all liabilities for loss of profits, lost opportunity and other consequential losses and damages, whether or not such losses or damages arise directly or indirectly from that loss or damage.

14. The law of the State of Western Australia and the jurisdiction of its Courts shall apply to these general conditions of contract.

15. Any variation to these Conditions will only be effective if in writing signed by Genalysis and the client.

16. Genalysis shall be entitled to appoint a sub-contractor to provide all or part of any services.