These Terms & Conditions apply to all sales by Cheaper Diesel Spares Australia (CDSA)

1. DEFINITIONS

1.1 “Buyer” means the account applicant, customer, or any person, business or entity who purchases or agrees to purchase Goods from the Company

1.2 The “Company” means Automotive Commerce Pty Ltd (ACN: 666 492 066) t/a Cheaper Diesel Spares Australia “CDSA”

1.3 “Goods” means all products, parts, components and related items supplied by the Company.

1.4 “Conditions” means these Terms and Conditions of Sale and any written special conditions agreed to by the Company

1.5 “Installed Item” means any Goods that have been fitted, attempted to be fitted, used, mounted, connected or otherwise installed on a vehicle, engine or equipment

1.6 “Warranty Claim” means any request made by the Buyer seeking repair, replacement, refund or assessment of Goods under the Company’s warranty provisions

2. PRICE

2.1 The price of the Goods shall be the Company’s quoted price, or where no price has been quoted, the price listed in the Company’s current published price list and/or website at the date of dispatch

2.2 All prices quoted are valid for 14 days only, or upon earlier acceptance by the Buyer, after which time the Company may alter them

2.3 The Company reserves the right to change prices at any time and without prior notice, including adjustments due to supplier increases, currency fluctuations, freight costs or other factors outside the Company’s control

2.4 The Company reserves the right to accept or decline any order, in whole or in part, at its absolute discretion

3. PAYMENT

3.1 Subject to any special terms agreed to in writing, the Company may invoice the Buyer for the price of the Goods at the time of order, dispatch or delivery

3.2 Where a trading account has been approved, the Buyer must make payment strictly within the agreed credit terms. If no trading account exists, payment must be made in full before Goods are dispatched, collected or released to the Buyer or the Buyer’s agent

3.3 The Company may vary, suspend or withdraw credit terms at any time and for any reason, without prior notice, unless otherwise agreed to in writing

3.4 The Company reserves the right to recover from the Buyer all costs, charges and expenses incurred in recovering any overdue amounts, including but not limited to debt collection fees, legal fees and administrative costs

3.5 The Buyer agrees to pay interest on all overdue amounts at a rate of 20% per annum, calculated daily, until payment is received in full.

3.6 The Buyer must not withhold, offset or deduct any amount owing to the Company for any reason unless the Company has agreed in writing

3.7 Payment is not deemed to have been made until all funds have cleared in the Company’s nominated bank account.

3.8 The Company accepts payment via Capricorn Society Limited. If the Buyer charges a purchase to their Capricorn Society Limited account and Capricorn declines, reverses, suspends or fails to remit payment to the Company for any reason, the Buyer remains fully liable for the invoice amount. The Company may pursue the Buyer directly for payment, and all standard payment terms, recovery costs and interest charges under these Conditions will apply

4. TITLE TO GOODS

4.1 Legal and equitable title to the Goods will not pass to the Buyer until all monies owed to the Company— including amounts charged to any trade account or Capricorn Society Limited account—have been paid in full and the funds have cleared in the Company’s nominated bank account. Payment shall not be deemed to occur until all such funds have fully cleared

4.2 Until title passes, the Company reserves the right to enter upon any premises where the Goods are stored for the purpose of inspecting or repossessing the Goods, without prejudice to any other rights of recovery available to the Company

4.3 Until all monies owed to the Company have been paid in full, the Buyer holds the Goods as a fiduciary bailee for the Company and must keep the Goods separate from other goods, so they remain clearly identifiable as the Company’s property

4.4 The Buyer must store the Goods in good condition and in such a way that they can be readily recognised as the property of the Company

4.5 Risk in the Goods passes to the Buyer upon dispatch, delivery to the Buyer’s address, collection by the Buyer or their agent, or transfer to the carrier—whichever occurs first

5. DELIVERY OF GOODS

5.1 Any delivery times advised by the Company are estimates only. The Company shall not be liable to the Buyer or any other party for late delivery, early delivery, or non-delivery, whether caused by the carrier, third parties, weather events or any circumstances beyond the Company’s control

5.2 No delay in dispatch or delivery of the Goods shall relieve the Buyer of its obligation to accept the Goods or make payment in accordance with the agreed terms

5.3 The Company reserves the right to deliver Goods in instalments. Delivery by instalment shall not entitle the Buyer to cancel or repudiate the contract or any part thereof

5.4 Delivery shall be deemed to have occurred when the Goods are off-loaded at the Buyer’s premises, collected by the Buyer or the Buyer’s agent, or transferred to the freight carrier for delivery, whichever occurs first

5.5 Once delivery has occurred under clause 5.4, all risk in the Goods, including loss, theft, damage and deterioration, passes to the Buyer regardless of whether the Buyer has signed for the delivery

5.6 The Buyer is responsible for providing correct delivery information. Re-delivery, redirection, storage or return-to-sender fees charged by the carrier shall be payable by the Buyer

5.7 If Authority to Leave (ATL) is provided, whether directly or through the carrier’s automated systems, the Buyer accepts full responsibility for the Goods once the carrier confirms delivery

6. WARRANTY

6.1 A 12-month warranty from the date of invoice is provided on product materials and workmanship unless other product-specific warranty terms are provided in writing to the Buyer. Proof of purchase must be supplied; otherwise no warranty will be given

6.2 Warranty applies only where Goods are installed by a licensed mechanic, diesel technician or fuel injection specialist and fitted strictly in accordance with the manufacturer’s specifications and the vehicle’s standard factory configuration

6.3 The Company makes no representation as to fitness for purpose other than those expressly stated in writing by the Company. The Buyer is solely responsible for selecting the correct product for the intended vehicle or application

6.4 Any shipping or freight costs relating to the return of Goods authorised for warranty assessment are at the Buyer’s expense, unless otherwise agreed in writing

6.5 Warranty will be void if Goods are installed on any make, model or application other than those stated on the Company’s website listing or the Buyer’s invoice, or where the vehicle has been modified, tuned or altered from standard factory specifications

6.6 Warranty does not apply to Goods that have been damaged due to fuel contamination, water ingress, rust, sludge, incorrect fuel, microbial growth, foreign matter or any other contamination within the fuel system

6.7 The Company may require reasonable diagnostic information or evidence from the Buyer to assist in assessing a Warranty Claim. The Buyer must provide such information upon request

6.8 The Buyer acknowledges that the condition of the vehicle’s fuel system is the Buyer’s responsibility, and that any failure arising from contamination or deterioration within the fuel system is not covered under warranty

6.9 Returning Goods for assessment does not guarantee that a warranty will be approved. If no fault is found, the Buyer shall be responsible for the cost of return freight

6.10 To the extent permitted by law, the Company excludes all other warranties, guarantees or conditions not expressly provided for in these Conditions

7. CANCELLATION & RETURNS

7.1 No order may be cancelled by the Buyer except with the Company’s prior written consent. Any approved cancellation may be subject to the Buyer indemnifying the Company for any losses, costs or expenses incurred as a result of the cancellation

7.2 Special-order Goods, custom items or items procured specifically for the Buyer cannot be cancelled, returned or refunded under any circumstances, unless required by law

7.3 If it is agreed that the Goods are to be returned:

7.3.1 The Buyer must obtain written authorisation from the Company prior to returning any Goods

7.3.2 The Buyer is responsible for all return freight costs, and for ensuring the Goods are returned in new, unused and saleable condition

7.3.3 The Company may request the Buyer to initially pay the return postage, which may be reimbursed only if previously agreed in writing and proof of postage is provided

7.3.4 The Company may apply a handling and restocking fee of 10% or $25.00, whichever is greater, on Goods returned for credit. No restocking fee applies to approved warranty returns

7.3.5 Original shipping charges are non-refundable

7.4 If the Buyer receives an incorrect item due to the Company’s error, the Buyer may return the new, unopened item within 7 days of delivery for exchange. The Company will cover the return freight costs when the error is attributable to the Company

7.5 If the Buyer receives a defective item (as determined by the Company upon assessment), the Buyer may return the item within 7 days for exchange. The Company will cover return freight costs when the defect is attributable to the Company

7.6 The Buyer is solely responsible for selecting the correct product for their vehicle or application. All Goods are designed and tested to fit standard factory components only

7.7 Change-of-mind returns are not accepted unless the Company provides written consent. Approved returns may be subject to restocking fees and conditions under clause 7.3

7.8 All final decisions regarding returns, refunds, exchanges and credits are at the sole discretion of the Company

7.9 To request a return or exchange, the Buyer must contact the Company on 1300 732 462 or [email protected]

8. CORE EXCHANGE PROGRAM

8.1 Certain remanufactured Goods supplied by the Company may require the return of the Buyer’s old unit (“Core”) as part of the Company’s Core Exchange Program. Goods requiring a Core return will be clearly identified on the product page, invoice or at checkout and may include a separate refundable Core Deposit

8.2 The Core Deposit amount will be specified at the time of purchase and added to the Buyer’s order total. The Core Deposit is refundable only upon the Company’s acceptance of the returned Core in accordance with this clause

8.3 To qualify for a Core Deposit refund, the returned Core must:

(a) be the exact unit replaced (identical make, model and part number);

(b) be returned within 30 days of delivery unless otherwise agreed in writing by the Company;

(c) be complete, rebuildable, and not damaged beyond repair;

(d) be packaged securely to prevent damage during transit; and

(e) include sufficient identifying information (such as the original invoice number) to allow the Company to process the return

8.4 The Buyer is responsible for all freight costs associated with returning the Core unless the Company agrees otherwise in writing. Where the Company arranges freight on behalf of the Buyer, any freight charges may be deducted from the Core Deposit refund

8.5 Returned Cores are subject to inspection and assessment by the Company or its suppliers. The Company may reject any Core that is:

(a) incorrect or not the corresponding replaced unit;

(b) damaged, seized, broken, incomplete, contaminated or corroded beyond rebuildable condition; or

(c) returned outside the allowed return period without prior written approval

8.6 If the Core is accepted, the Core Deposit refund will be processed within 14 days of completion of inspection. Refunds will be made using the original payment method unless otherwise agreed by the Company

8.7 If the Core is rejected for any reason, the Core Deposit will be forfeited. The Buyer may request return of the rejected Core at their own expense

8.8 Extensions to the Core return period may be granted only at the Company’s absolute discretion and must be agreed in writing

8.9 Participation in the Core Exchange Program is subject to the Company’s discretion. The Company may modify or discontinue the Core Exchange Program at any time without notice

9. DEFAULT BY THE BUYER

9.1 If the Buyer defaults in payment or fails to comply with these Conditions, the Company may, at its discretion, suspend deliveries, cancel any outstanding orders, or require payment in full before releasing further Goods, without prejudice to any other rights or remedies available to the Company. If the Company elects to continue supplying Goods despite any default, such action shall not constitute a waiver of that default or any subsequent default

9.2 If the Buyer commits any act of bankruptcy, enters into liquidation (voluntary or involuntary), becomes insolvent, enters external administration, ceases to trade, or is otherwise unable to meet its financial obligations as they fall due, the Buyer shall be deemed to be in material default. In such circumstances, the Company may immediately terminate any contract and pursue all legal and equitable remedies available to recover outstanding amounts and Goods for which title has not passed

9.3 Nothing in this clause shall prejudice the Company’s right to recover any amounts owing for Goods previously supplied to the Buyer, nor limit the Company’s rights under any applicable credit agreement or security interest registered under the PPSA

10. FORCE MAJEURE

10.1 The Company shall not be liable for any failure or delay in performing its obligations under any contract where such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to acts of God, war, strikes, lockouts, fire, flood, government restrictions, pandemic, transport delays, supply chain disruptions, or the failure of third parties to deliver goods or services

10.2 In any such event, the Company’s obligations shall be suspended for the duration of the delay, and the Company shall be entitled to a reasonable extension of time to fulfil its obligations

10.3 The occurrence of a Force Majeure event does not relieve the Buyer of its obligation to pay for Goods already delivered or manufactured specifically for the Buyer

11. LIMITATION OF LIABILITY

11.1 To the extent permitted by law, the Company shall not be liable for any incidental, consequential, indirect, punitive or special damages, including but not limited to loss of business, loss of income, loss of profit, loss of production, vehicle downtime, labour costs, diagnostic costs, towing charges, hire vehicle costs or any other economic loss arising out of or connected with the supply, installation or use of the Goods

11.2 The Company’s total liability to the Buyer for any claim arising out of the supply of Goods, whether in contract, tort, negligence or otherwise, shall be limited to the repair or replacement of the Goods, or the refund of the purchase price paid for the Goods, at the Company’s sole discretion

11.3 The limitation in clause 11.1 is a fundamental term of these Conditions and applies even if the Company has been advised of the possibility of such damages

11.4 Nothing in these Conditions excludes or limits any liability that cannot be excluded or limited under Australian law

12. MODIFICATIONS

12.1 No addition to, deletion from, or modification of any provision of these Conditions shall be binding on either party unless it is in writing and signed by an authorised representative of the Company

12.2 The Company may update or amend these Conditions from time to time. The version in force at the time of the Buyer’s order shall apply to that order unless otherwise agreed in writing

13. WAIVER

13.1 The Company’s failure to enforce or object to any provision of these Conditions, or to any communication or conduct by the Buyer, shall not be deemed a waiver of any of the Company’s rights under these Conditions

13.2 Any waiver by the Company of any provision shall be effective only if given in writing and shall apply solely to the specific instance for which the waiver is granted. A waiver shall not constitute a continuing waiver or a waiver of any other provision

14. GENERAL

14.1 Any contract between the Company and the Buyer shall be governed by and interpreted in accordance with the laws of Australia. The parties submit to the non-exclusive jurisdiction of the courts of Queensland

14.2 If any provision of these Conditions is held to be illegal, void or unenforceable, that provision shall be read down or, if necessary, severed, and the remainder of these Conditions shall continue to operate in full force

14.3 While the Company takes all reasonable steps to ensure product availability, Goods may become temporarily unavailable or out of stock. The Company accepts no liability for delays or any consequences arising from such unavailability

15. ACCEPTANCE OF PRODUCTS

15.1 The Buyer must inspect the Goods immediately upon delivery and notify the Company in writing of any damage, discrepancy, shortage, or any claim that the Goods supplied do not conform to the invoice, within 48 hours of delivery

15.2 If the Buyer fails to provide written notice within the time specified in clause 15.1, the Goods shall be deemed to have been accepted by the Buyer in all respects, and the Buyer must pay for the Goods in accordance with the terms of the invoice

16. SHIPPING

16.1 The Company ships to addresses within Australia and to selected international destinations. International delivery availability may vary depending on the product, destination country, carrier restrictions, or customs requirements

16.2 Any delivery timeframes or shipping estimates provided by the Company are based on the availability of Goods, the selected shipping method, and information supplied by the carrier. Such timeframes are estimates only and are not guaranteed

16.3 Shipping charges are determined by the carrier, the service selected, and the destination. All shipping costs are payable by the Buyer unless otherwise agreed in writing or stated otherwise

16.4 Once the Goods have been handed to the carrier, the Company has no control over transit times, delays, redirection, lost items, or any other carrier-related issues. The Company is not liable for delays caused by the carrier or third parties

16.5 If Authority to Leave (ATL) is provided, either directly or by default through the carrier, the Buyer assumes full responsibility for the Goods once the carrier confirms delivery

16.6 The Buyer is responsible for providing accurate and complete delivery information. Any re-delivery, redirection, return-to-sender fees or additional charges incurred due to incorrect or incomplete information provided by the Buyer shall be payable by the Buyer

16.7 For international shipments, the Buyer is solely responsible for all import duties, taxes, customs charges, brokerage fees, clearance costs and any other government-imposed fees applicable in the destination country. These charges are not included in the purchase price or shipping cost unless expressly stated otherwise

17. EFFECTIVE DATE

These Terms and Conditions are effective as of 26 November 2025 and supersede all previous versions