Co Reg No 97/03825/07
Vat Reg No 4140166697

983  Enthoven, Unit 4, Meadowbrook Business Estate
Jacaranda Avenue, Olivedale, Gauteng.
PO Box 71, Kya Sands, 2163
Tel : (011) 704-6054
Fax : (011) 462-2072

GENERAL CONDITIONS OF SALE

1. Definitions
1.1 The Supplier means GSG Mining Suppliers (Pty) Ltd.

1.2 The customer means the person, firm, company, close corporation or other entity to whom the supplier's invoice is to be addressed.

1.3 The equipment means the goods, products and services to be supplied.

2. Contract
2.1 It is recorded that the only basis upon which the supplier is prepared to do business withthe customer is on the basis that notwithstanding anything in the customer's enquiry/specification, acceptance order or any other documentation for discussion to the contrary, the terms and conditions contained herein shall constitute the sole terms of the agreement between the supplier and the customer, unless agreed otherwise in writing by the supplier.

2.2 This agreement constitutes the whole agreement between the customer and the supplier relating to the subject matter thereof.

2.3 No amendment or consensual cancellation of this agreement or any provision or term thereof shall be binding unless recorded in writing signed by an authorised representative of the supplier.

2.4 Any extension waiver or relaxation or suspension which is given shall be strictly construed as relating only to the subject matter in respect whereof it has been given.

2.5 No extension waiver or relaxation of any of the provisions or terms of this agreement or other document issued pursuant to this agreement shall operate as an estoppel against the supplier in respect of its rights under this agreement.

2.6 The supplier shall not be bound by any express or implied term, representation, warranty, promise or the like not recorded herein.

2.7 No person other than the general managers of the supplier has any authority to represent the supplier for the purposes of delivering or varying any of these conditions.

2.8 In the event of any part of this agreement being found to be invalid by a competent court of law, then that part of this agreement will be severable and will not invalidate the remainder of this agreement.

3. Quotations
3.1 Any quotation given is not an offer by the supplier to sell the equipment but constitutes an invitation by the customer to do business with the supplier.

3.2 A quotation may be revoked at any time by the supplier.

3.3 The supplier may accept or reject in whole or in part any order placed by the customer pursuant to a quotation. A contract shall only come into force between the supplier and the customer after receipt by the supplier of the customer's order (or acceptance of the quotation) and the supplier confirms in writing that a contract has been concluded.

3.4 If telephone orders are placed by the customer the supplier will require such order to be confirmed in writing by the customer prior to acceptance thereof by the supplier.

3.5 The quotation is based on the designs, quantities, specifications and other information supplied to the supplier by or on behalf of the customer. If the customer requires any modification or addition to any of the aforegoing at any time after the quotation is given the supplier shall have the sole and absolute discretion to accept or reject such proposed modification or addition. Any proposed modification or addition by the customer must be furnished to the supplier in writing.

4. Purchase price and payment
4.1 The supplier reserves the right to increase the prices quoted without notice in the event of increases in any cost prior to completion of the customer's order.

4.2 The prices charged shall be those ruling at the date of invoice.

4.3 Unless otherwise expressly stated prices are not inclusive of customs or other duties payable in respect of goods imported into South Africa.

4.4 The price quoted does not include cost of freight or insurance save where otherwise stated but cost of packing is included unless stated to the contrary by the supplier.

4.5 The price and all other amounts payable by the customer shall be payable by the customer to the supplier at the supplier's premises at Stand 174, Bushtelegraph Avenue, Northlands Business Park, Randburg, Gauteng, South Afria or at such other place as the supplier may in writing from time to time direct, in cash in a currency specified as per the invoice, without deduction or set off and free of any exchange.

4.6 The price does not include charges for off loading of the goods at the customer's premises. The customer shall provide at its cost the necessary labour, equipment, facilities required for off loading of the equipment sold.

4.7 Any expenses incurred by the supplier at the instance of the customer in modifying or otherwise altering the design, quantities or specification for standard equipment and any expenses arising as a result of a suspension of work by the supplier due to instructions given or the lack of instruction or failure to supply specifications or parts, shall be added to the contract prices.

4.8 No cheques, cash, notices or other documents sent to the supplier through the post shall be deemed to have been received unless and until actually received by the supplier.

5. Terms of payment and discount

5.1 Payment shall be made within 30 (thirty) days of date of invoice unless stipulated otherwise in writing by the supplier.

5.2 The customer shall pay interest at the rate of 3% per annum above the publicly basic rate per annum ruling from time to time at which ABSA Bank Limited lends money on overdraft, compounded monthly in arrear, on all amounts owing by the customer to the supplier which have not been paid on the due date thereof, that is within 30 (thirty) days of invoice, reckoned from the due date thereof until date of payment.

5.3 Failure by the customer to make punctual payment under any contract between the supplier and the customer shall entitle the supplier to suspend any outstanding deliveries or to cancel the contract at the supplier's option and to demand immediate payment of all sums owing by the customer without prejudice to the supplier's right to claim damages.

5.4 In addition the supplier shall be entitled to suspend work on any other contract or to cancel such contract, at the supplier's option and to demand immediate payment of all sums owing to the supplier thereunder, without prejudice to the supplier's right to claim damages.

6. Delivery
6.1 Delivery dates indicated by the supplier are given in good faith and as accurately as possible but shall not bind the supplier to effect delivery on or near such date.

6.2 The customer shall accept delivery whenever delivery is tendered and shall not be entitled to resile from the contract nor to withold or defer any payment nor to a reduction of price nor to any other right or remedy of whatsoever nature against the supplier, its servants, agents or any other person from who it is liable in law (in whose favour this constitutes a stipulatio alteri) on account of delays in affecting delivery, partial delivery or non-delivery, whether occasioned by any negligence (including grossly negligence act) or omission on the part of the supplier, its servants, agents or any other person for whom it is liable in law or not.

6.3 The supplier shall have the right to deliver any portion of the equipment sold and to invoice the customer therefor and the customer shall accept such equipment when tendered.

6.4 Delivery shall take place either ex works or on site as specified in clause 6.5 below.

6.5 Delivery shall be deemed to take place 'ex works' at the moment of the loading of the equipment onto the customer's carrier transport, or 'on site' at the moment of unloading the equipment from the supplier's carrier transport.

6.6 The customer shall be obliged to inspect all equipment upon delivery and shall endorse the delivery note as to any missing or damaged equipment. No claim for missing or damaged equipment shall be valid unless the delivery note has been endorsed as aforesaid and unless, in addition, the customer notifies the supplier within 3 (three) business days of delivery of the equipment of the claim in question furnishing full details in regard thereto.

6.7 For the purpose of the delivery of any equipment by the supplier to the customer the railway services shall be deemed to be the customer's agent and carrier.

6.8 The customer shall be responsible for the cost of the delivery of the equipment from the supplier to the customer and the price quoted shall not be inclusive of the cost of delivery unless so stipulated by the supplier.

6.9 All goods returned by customer will be subject to a ten percent handling charge prior to V.A.T

7. Ownership
7.1 Ownership of the equipment shall not pass to the customer until the contract price (including interest) in respect of the equipment in question has been paid. The provision thereof shall apply notwithstanding the installation of such equipment in the customer's premises or the accession thereof to any of the customer's other goods.

7.2 The supplier reserves the right to inform the landlord of the premises in which the equipment is or may be at any time of the provisions of this clause. The customer shall be obliged to advise the supplier of the name and address of the landlord of any such premises and shall promptly advise the supplier of any change of the name and/or the address of any landlord or of any new landlord.

7.3 The customer shall take all steps necessary to notify interested third parties that ownership of the equipment in question has not passed from the supplier. The customer shall produce written prove of such notices, to the supplier on demand.

7.4 If the supplier is unable to deliver the goods to the customer due to any act or omission on the part of the customer, the supplier shall be entitled to charge the customer for the storage of the goods at a daily cost to be determined by the supplier.

8. Risk
8.1 Notwithstanding that the ownership in the equipment shall pass to the customer until payment of the entire contract price in respect of the equipment in question has been effected, the goods shall be at the risk of the customer upon delivery thereof to the customer as stipulated for in clause 6.5 above.

8.2 Should the supplier be unable to obtain access to the customer's premises or any other address stipulated for delivery of the equipment in order to deliver and/or install the equipment or should the customer fail to take delivery of the equipment or fail to furnish the information necessary to enable delivery thereof to be affected, the risk in such equipment shall pass to the customer, upon notification by the supplier that the equipment is ready for delivery.

8.3 If the equipment is damaged or destroyed in transit by the supplier's carrier then the supplier's sole obligation will be to replace, free of charge such equipment, provided that written notice of such damage or destruction is received by the supplier within 24 (twenty-four) hours of delivery.

8.4 If the customer fails or refuses to furnish the information necessary to enable delivery to be effected, or if it fails or refuses to take delivery the equipment shall be deemed to have been delivered to the customer upon notification by the supplier to the customer to that effect.

9. Imported Equipment
9.1 Where the equipment or any part thereof is to be imported this agreement is subject to the condition that the supplier's order is accepted and confirmed by the supplier's own supplier and that delivery is made thereunder in due course.

10. Special Orders
10.1 Where the equipment to be supplied is non standard to the supplier and in accordance with specifications stipulated for by the customer, the supplier reserves the right to supply the equipment in a 10% excess over, or a 10% shortfall under the amount actually ordered, without liability to the customer.

10.2 The customer shall pay the price of the equipment supplied, whether in excess of the order or not.

10.3 Where the equipment supplied is non standard to the supplier the supplier shall be entitled to require the customer to reimburse it with the cost with any tooling required in order to fulfil the order.

11. Warranty
11.1 The supplier warrants only that the equipment manufactured by the supplier will be free from defects in workmanship which manifest themselves within a period of 24 (twenty-four) hours from the time when use of the equipment by the customer first commenced, and where the equipment has been proved by technical assessment to the supplier's satisfaction to have been maintained in accordance with the supplier's instruction and properly operated under normal use.

11.2 The supplier's liability shall be limited, upon return to the supplier's works (carriage to be paid by the customer) of the equipment or parts thereof to the replacement or repair of the equipment to eliminate any defect in workmanship or materials which are found to the supplier's satisfaction to have been due exclusively to any act or omission on the part of the supplier or its agent. The supplier is to be notified of the alleged defect within 48 (forty eight) hours after the alleged defect arises.

11.3 The warranties provided herein and the obligations of the supplier hereunder are in lieu of, and the customer waives, or other warranties, guaranties, conditions or liabilities, express or implied, arising by law or otherwise, including without limitation, any obligation of the supplier in respect of any injury, loss or damage (direct or consequential) arising out of the use of or inability to use, the equipment whether or not occasioned by the supplier's negligence (gross or otherwise) or any act or omission on its part. Without limiting the aforegoing the supplier does not warrant that the equipment will be fit for the purpose for which it is to be used by the customer (notwithstanding that the use to which the customer intends to put the equipment may be known to the supplier). For the purpose thereof any reference to the supplier shall include its servants, agents or contractors or any other person for whose acts or omissions the supplier may be liable in law. (In whose favour this constitutes a stipulatio alteri).

11.4 The supplier shall be relieved of all obligations under any warranties in terms hereof, if:

11.4.1 repairs or modifications have been made by persons other that the supplier or without the prior written consent of the supplier;

11.4.2 any equipment is operated with any accessory or equipment not specifically supplied or approved in writing by the supplier;

11.4.3 the equipment has not been operated or maintained in accordance with the suppliers instruction or under normal use;

11.4.4 the equipment has not been properly installed.

11.5 Any warranties given do not cover any portion of equipment sold which was not manufactured by the supplier.

12. Exemption and indemnity
12.1 The customer shall have no claim of whatsoever nature whether for damages, a remission of the purchase price, cancellation or otherwise against the supplier, its agents or servants or others on whose behalf the supplier would be liable, in respect of any loss or damage sustained by the customer of any nature whatsoever, howsoever caused, including the negligent (including grossly negligent) acts or omissions of the supplier, it servants, agents or others for whom it may be in law. (In whose favour this constitutes a stipulatio alteri).

12.2 In all cases where the equipment is supplied to a specification design or description of the customer the customer indemnifies the supplier, its agents, servants or any other person for whom it may be liable in law against any loss, damage or expense which may be remanded from or sustained by one or more of the supplier, its servants, agents or person for whom it is liable in law by reason of any claim brought by any third party arising out of the implementation of this agreement or any act of omission on the part of the customer, its servants, agents or person for whom it is in law liable.

12.3 All drawings, photographs, illustrations, specifications, performance dates, dimensions, weight and the like whether contained in this contract or made by way of representation or provided by the supplier in the belief that they are as accurate as reasonably possible, but they do not constitute a description of the equipment and shall not be taken to be such by the customer and are not warranted to be accurate.

12.4 The customer hereby indemnifies the supplier against all claims, demands, damages, penalties, costs, expenses or liabilities in respect of the infringement of any patent registered design, copyright or other industrial property supplied by the customer or any breach of confidentiality committed by the customer.

13. Consequential loss
13.1 Under no circumstances whatsoever including grossly negligent acts or omissions of the supplier or those of its servants, agents or contractors or any other person for whom in law it may be liable, shall the supplier be liable for any consequential loss sustained by the customer. This provision constitutes a stipulatio alteri in favour of such persons the benefits of which may be accepted by them at any time.

14. Service and Maintenance 14.1 Where the contract includes commissioning or service and maintenance of the equipment the following terms shall apply:

14.1.1 save where otherwise agreed to in writing, commissioning does not include erection;

14.1.2 the date of commencement of commissioning is to be by mutual agreement and the customer shall make available at the site all electricity, water and other services and/or facilities as the supplier may require;

14.1.3 the time for completion of the commissioning is not guaranteed by the supplier and the supplier cannot be held bound thereby;

14.1.4 the supplier will use its best endeavour to comply with the customer's requirements;

14.1.5 the customer hereby indemnifies the supplier in respect of all claims of whatsoever nature which may be brought by third parties as a result of service commissioning or maintenance work carried out by the supplier and agrees to hold the supplier harmless in respect thereof save only in the case of the supplier's own gross negligence;

14.1.6 under no circumstances whatsoever including as a result of its negligence (including grossly negligent acts or omissions) or those of its servants, agents or contractors or other persons for whom in law it may be liable (in whose favour this constitutes a stipulatio alteri), shall the supplier be liable for any consequential loss sustained by the customer.

15. Material
15.1 The supplier does not accept any responsibility for the material supplied. The supplier will, if so required by the customer, cede to the customer all claims which it may have against its own suppliers in respect of the materials as the customer's sole remedy.

16. Breach
16.1 If the customer breaches any of the terms and conditions hereof or of any other agreement with the suppler or fails to pay any amount on due date or commits any act of insolvency or endeavours to compromise generally with its creditors or does or causes to be done anything which may prejudice the supplier's rights hereunder or allows any judgment against it to remain unsatisfied for 7 (seven) days or is placed in provisional final liquidation or judicial management or under provisional final sequestration or if its estate is voluntarily surrendered, the suppler shall have the right without prejudice to any other right which it may have against the customer.

16.1.1 to treat as immediately due and payable all outstanding amounts and claim such amounts and to cease performance to its obligations hereunder as well as under any other contract with the customer until the customer has remedied the breach

16.1.2 to cancel the contract and re-take possession of any of the equipment sold, at the customer's cost.

16.2 The customer shall be liable for all costs incurred by the supplier in the recovery of any amounts or the enforcement of any rights which the supplier has hereunder, including collection charges and costs on an attorney and client scale whether incurred prior to or during the institution of legal proceedings or in connection with the satisfaction or enforcement of any judgment.

17. Governing Law 17.1 This contract shall be governed and construed in accordance with the laws of the republic of South Africa and the customer agrees to submit to the jurisdiction of the South African Courts.