Merchant Agreement Terms & Conditions WEX Australia Pty Ltd ABN: GPO Box 5342, Melbourne, VIC 3001

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1 1. 1. In this Definitions Agreement: Accountholder means a person with whom we have agreed open an account enable In this Cardholders Agreement: buy goods and services on credit using Cards; Accountholder Agreement means se a person Terms and with Conditions, whom we have Application agreed Form open and an account Merchant Operating Procedures; enable Application Cardholders Form means buy goods application and services form completed on credit by using you when Cards; you applied become one Agreement of our merchants; means se Terms and Conditions, Application Form and Merchant Operating Approved Procedures; Account accordance with clause 12.1; Application Bearer Card Form means means a Card issued application by us form an Accountholder completed by which you does when not you on its applied face identify or become name one of person our merchants; who is authorised use Card and has no signature panel on its reverse side verify signature of person authorised use Card; Approved Card means Account a card means issued by us account an Account specified Holder by you which in includes Application a Bearer Form Company or name notified and may us include accordance a signature with panel, clause vehicle 12.1; registration or product restrictions; Cardholder means a person whom a Card has been issued and who is authorised by us use Bearer that Card Card; means a Card issued by us an Accountholder which does not on its face identify Commencement or name Date person who is authorised use Card and has no signature Form or, if later, date your application be one of our merchants is approved by us; panel Data on its Receipt reverse Date side means, verify in relation signature a sale: of person authorised use Card; Card (a) means if a Payment card issued Period by is one us (1) an day, Account business Holder day which on which includes details a Bearer of sale or have been Company received name and and processed may include by us; a signature and panel, vehicle registration or product (b) if Payment Period is 9, 23 or 37 days, Wednesday on which, or following day on restrictions; which, details of sale have been received and processed by us or, if that Wednesday is Cardholder not a means business a person day, previous whom business a Card has day. If been details issued of a sale and are who received is authorised by us after by 7 am on a day, y will be deemed have been received by us on following business day; us EFTPOS use that means Card; electronic funds transfer at point of sale; Commencement EFTPOS Receipt Date means means a receipt printed date specified by an EFTPOS as commencement that records a date sale; in EFTPOS Terminal Hire Agreement means an agreement under which you agree hire an EFTPOS Application Form from or, us; if later, date your application be one of our merchants is approved EFTPOS by Terminal us; Purchase Agreement means an agreement under which you agree purchase an Data EFTPOS Receipt Date means, from us; in relation a sale: Floor Limit means maximum dollar value of any sale that you may make a Cardholder without (a) if Payment Period is one (1) day, business day on which details of GST sale has have meaning been received given in section and processed of by A New us; and Tax System (Goods and Services Tax) Act 1999 (C th); (b) Intellectual if Payment Property Period means is any 9, copyright, 23 or 37 days, trade mark, Wednesday design, format, on logo, which, know-how or following or or intellectual day property on which, right owned details by of us, wher sale have registered been or received unregistered, and and processed provided by us you; Licence us or, Fee if means that Wednesday a monthly fee is not at a business rate determined day, by us previous from time business time which day. If you must pay details us for using of a sale Software received if you have by us not after entered 7 am in on an a day, EFTPOS y Terminal will be Hire deemed Agreement or an EFTPOS Terminal Purchase Agreement with us; Merchant have been received by us on following business day; means you; EFTPOS Merchant means Card electronic means a card funds issued transfer by us at you for point purpose of sale; of identifying your sales; EFTPOS Merchant Receipt Copy means an a receipt EFTPOS Receipt printed or by copy an of EFTPOS a Sales Voucher that that you records are required a sale; keep in accordance with Merchant Operating Procedures; EFTPOS Merchant Terminal Operating Hire Procedures Agreement means means an document agreement entitled under Merchant which you Operating agree Guide hire and an EFTPOS any or document from that us; explains our procedures for processing sales and payments you and or operating procedures relating use of Cards (including procedures relating use of EFTPOS EFTPOS Terminal s Purchase or Sales Vouchers) Agreement issued means by us an you agreement from time under time and which which you form agree part of purchase this Agreement; an EFTPOS from us; Merchant Service Fee means a fee equal dollar amount of sales multiplied by Merchant Floor Limit means maximum dollar value of any sale that you may make a Service Fee Rate; Cardholder Merchant without Service our Feespecific authority. The initial Floor Limit is specified in Application Application Form; GST Form; has meaning given in section of A New Tax System Merchant Summary means any form we provide you summarise sales using Sales Vouchers; (Goods Payment and Services Period Tax) Act 1999 (C th); Intellectual (in section Property headed means Proposed any copyright, Payment Plan ) trade after mark, relevant design, Data format, Receipt logo, Date know-how within which we must make payment you for that sale; or or sale intellectual means a sale property or supply right of goods owned or services by us, by wher you a registered Cardholder or using unregistered, a Card; and provided PIN by us you; Sales Voucher means stationery supplied by us you record manually details of a sale and Licence Fee means a monthly fee at rate determined by us from time time which which must be signed by Cardholder and bear an imprint of Cardholder s Card; you must Site pay us for using Software if you have not entered in an EFTPOS Terminal Hire Agreement or an EFTPOS Terminal Purchase Agreement with us; Site Establishment Fee Merchant payable means by you you; us for each new Site at which Cards are accepted in accordance with terms of Merchant this Agreement; Card means a card issued by us you for purpose of identifying your Software means any software in which we own copyright that is required enable you sales; process sales using your EFTPOS and has been downloaded on your EFTPOS ; Merchant Taxes Copy means an EFTPOS Receipt or copy of a Sales Voucher or WEXPAY goods and services tax, consumption tax or similar tax; Sales Terminal Voucher Establishment that you are Fee required keep in accordance with Merchant Operating Procedures; Form that is payable by you us each time we provide you with an EFTPOS for hire at a Site under an EFTPOS Terminal Hire Agreement; Merchant Operating Procedures means document entitled Merchant Operating us means WEX Australia Pty Ltd ABN ; Guide Warning and any Bulletin or or document Hot Card List that explains our procedures for processing sales and payments use that we you give and you or in writing operating or by procedures electronic means relating on a monthly, use interim of Cards or special (including basis or orwise; and procedures you means relating person named use of as EFTPOS Merchant s your or Application Sales Vouchers) Form. issued by us you 2. from Interpretation time time and which form part of this Agreement; In se Terms and Conditions: Merchant (a) words Service denoting Fee means singular a fee include equal plural dollar and vice amount versa; of sales multiplied by Merchant (b) business Service day Fee means Rate; a day on which we are open for business in Melbourne; (c) a reference a person includes a company, trust, partnership, unincorporated body or or Merchant entity; Service Fee Rate means percentage specifiedd as Merchant Service Fee Rate (d) a in reference Application a clause Form; is a reference a clause of se Terms and Conditions; (e) a gender includes all genders; and Merchant Summary means any form we provide you summarise sales using Sales (f) a reference a party this Agreement or anor agreement or document includes Vouchers; party s successors and permitted substitutes or assigns. Payment 3. Your obligations Period means, in relation a sale, number of days specified in 3.1 You must: Application (a) all Form times (in comply section with your headed obligations Proposed under this Payment Agreement; Plan ) after relevant Data (b) Receipt accept Date all valid within Cards which presented we must by Cardholders; make payment you for that sale; (c) supply goods and services a Cardholder at prices at which you would supply goods Sale means and a services sale or supply Cardholder of goods for or cash; services by you a Cardholder using a Card; PIN means (d) at all Personal times act Identification in good faith when Number; processing a sale and making representations about us, a Card or services provided by us; Sales (e) Voucher use only means authorised stationery Sales Vouchers, supplied imprinters by us and you equipment record provided manually or approved details by us and of a sale correctly and which record must be information signed by on m Cardholder as required and by bear Merchant imprint Operating of Procedures; (f) not advance cash a Cardholder; Cardholder s card; or in case of WEXPAY WEXPAY cusmer invoice which has (g) establish a fair policy for exchange or return of goods and give credit upon each return, not been signed by Cardholder; Site means (h) obtain a site, prior branch authorisation outlet from at us which for any you sale carry which, on ger business with as all specified or sales in over last 24 hour period, would be in excess of Floor Limit applicable in respect of a particular Card schedule and not Application split sales which Form would or as orwise notified be by in you excess us of during limit; period of this Agreement; (i) not reveal any Cardholder Floor Limit or any or restriction on your authority process sales; Site Establishment (j) perform all obligations Fee means a Cardholder Site Establishment in connection Fee with a specified sale prior in processing Application sale; Form (k) that send is payable Sales by Voucher you and us for a Merchant each new Summary Site at which including Cards details are of accepted sale in us within seven (7) business days after sale, if a sale is made using a Sales Voucher; accordance (l) settle with recorded terms transactions of this Agreement; with us every day you are open for business in accordance with Software means Merchant any Operating software Procedures, in which we if own a sale is made copyright using an that EFTPOS is required ; enable (m) process a Sale in accordance with procedures for Sales Vouchers if your EFTPOS is not operating; (n) send all sales refund information and credit vouchers us within seven (7) business days after refund or credit transaction; (o) if less than full purchase price of a sale is paid using a Card, obtain payment in full in cash for Merchant Agreement Terms & Conditions WEX Australia Pty Ltd ABN: GPO Box 5342, Melbourne, VIC balance due at time sale is completed. However, where Cardholder uses a Card you process pay a deposit sales for using goods your or services, EFTPOS you ; may (subject always terms of this Agreement) accept Card on a subsequent occasion for payment of outstanding balance of Taxes purchase means all price stamp due duty, you; financial institutions duty and any or duties or taxes including (p) not, a eir goods directly and services or indirectly, tax, process consumption any transaction tax or similar or present tax; any voucher us using a Card which was not originated as a result of a sale pursuant which you actually supplied Terminal goods Establishment or services which Fee means Card was used Terminal buy; Establishment Fee specified in Application (q) not process, Form or that attempt is payable process, by you any transaction us each pursuant time we provide this Agreement you with in any EFTPOS currency or for than hire Australian at a Site under dollars; an EFTPOS Terminal Hire Agreement; (r) not sell, purchase, provide or exchange Cardholder or Accountholder account number us means information WEX Australia in form Pty of Sales Ltd ABN Vouchers, carbon 970 copies 570; of Sales Vouchers, mailing lists, tapes Warning or any Bulletin or media or Hot obtained Card List by reason means of a Card flag transaction. or notice listing However, Cards you that are not are prohibited no from providing account number information in form of Sales Vouchers or any or media longer valid your for agent use solely that we for give purpose you in of writing facilitating or by electronic processing means of Card on transactions a monthly, us on interim your or special behalf; basis or orwise; and (s) pay us: WEXPAY (i) means such charges online and fees payment (including processing Merchant functionality Service Fee, that we Site may Establishment make Fee available for use by You process transactions; you means (ii) full person amount named of all sales as refunds Merchant processed in your by you Application pursuant Form. this Agreement, less 2. Interpretation any charges referred in sub-paragraph (i) already paid by you in respect of relevant sales; (iii) In any se overpayments Terms and made Conditions: by us in respect of sales due errors or omissions; (a) (iv) words any credits denoting made singular your account include by us in respect plural and of sales vice which versa; are not valid; (v) any amount we are entitled charge back you under clause 5.2; (b) (vi) business all amounts day due means and a payable day on by which you under we are each open EFTPOS for business Terminal Agreement in Melbourne; and each (c) a reference EFTPOS Terminal a person Hire Agreement; includes a company, trust, partnership, unincorporated (vii) Licence Fee; and (viii) body any or or or moneys entity; due and payable by you us under this Agreement, an EFTPOS (d) a reference Terminal Purchase a clause Agreement is a reference or an EFTPOS a Terminal clause of Hire se Agreement; Terms and Conditions; (t) not make any warranty or representation that may bind us or misrepresent services (e) provided a gender by us includes Cardholders all genders; or our and responsibilities; (f)(u) use a reference reasonable care a party in each this sale Agreement detect or forged anor or unauthorised agreement or signatures document or unauthorised includes use party s of a Card; successors and permitted substitutes or assigns. (v) permit us inspect and examine your books of account and records relating any Card 3. transactions; Your obligations (w) keep securely copies of all records of sales, including Merchant Copies, and or transactions 3.1 under You this must: Agreement for 6 years from date of relevant sale or transaction; and (a)(x) notify at all us times immediately comply of with damage your obligations, or loss of, under property this provided Agreement; you by us, insure property for its replacement value and maintain property at all times in a good state of (b) repair accept (fair all wear valid and Cards tear excepted). presented by Cardholders; 3.2 (c) supply goods and services a Cardholder at prices at which you would we notify you that you are authorised accept and in respect of which we have not subsequently supply goods and services Cardholder for cash; 3.3 (d) You must: at all times act in good faith when processing a sale and making representations (a) provide about us us, with a Card such assistance or services as we may provided reasonable by us; require relating our promotional and marketing activities; (e)(b) not use use only any authorised advertising or Sales promotional Vouchers, material including relation WEXPAY Cards, Vouchers, except as imprinters authorised by us; and equipment provided or approved by us and correctly record information (c) not refer Cards in information or statements relating eligibility for, or availability on m of, as any required goods or by services Merchant supplied Operating by you; Procedures; (f)(d) advertise not advance in a prominent cash a place Cardholder; at each Site, and in a manner no less conspicuous than manner in which you advertises or charge or credit cards, acceptance of Card; and (g)(e) place establish in a prominent a fair policy position for at each exchange Site promotional or return and of goods marketing and material give credit (including upon Card each decal return, insignia) not and in cash merchandising but by means provided of a by credit us voucher you from as time specified time; and in (f) not encourage Cardholders use or credit cards or charge cards held by Cardholders in preference Merchant Operating a Card buy Procedures; goods or services from you. 3.4 (h) You acknowledge obtain prior that authorisation you have no from right, us title for any interest sale in which, Intellectual ger Property with all or than sales right over use Intellectual last 24 hour Property period, as would authorised be in by excess us in writing of from Floor time Limit time applicable and right use Software for purpose of processing sales during term of this Agreement for a Licence in Fee. respect of a particular Card and not split sales which would orwise be in 3.5 You must excess indemnify of us limit; from and against all losses, damages, liabilities, costs and expenses that we (i) (a) your not negligence; reveal any Cardholder Floor Limit or any or restriction on your (b) any authority damage process property supplied sales; you by us; (c) any failure by you perform any of your obligations under this Agreement; (j) (d) any perform dispute all between obligations you and a any Cardholder Cardholder in connection or Accountholder with a about sale prior supply, use or quality processing of goods or sale; services; (e) any claim by a Cardholder or Accountholder against you or us for damages recover an (k) amount send from Sales you or Voucher us for misrepresentation, and a Merchant breach Summary of contract including or failure details of of consideration sale relating us within goods seven or (7) services business bought days from after you; sale, if a sale is made using a Sales (f) Taxes Voucher; now or in future assessed, levied, imposed or collected by any governmental, semi settle use of recorded a Card buy transactions goods or services with us from every you day or any you charge are open or any for transaction business under, in or (l) contemplated accordance by, with this Agreement; Merchant oroperating Procedures, if a sale is made using an (g) outages, failures or delays in any of your computer systems or any infrastructure or systems connected EFTPOS ; your computer systems or any corruption of data caused by, or in any way (m) attributable process a, Sale use in accordance by a Cardholder with of a Card. procedures for Sales Vouchers if your 3.6 You will promptly and carefully examine your statement issued pursuant clause 4(d) of Agreement EFTPOS ensure that all is transactions not operating, have or been if you properly are using and WEXPAY, correctly recorded. in accordance You will notify process us within a 60 Sale days in of accordance date payment with is due procedures of any errors for or Sales discrepancies. Vouchers If you if your do not notify us within that 60 day period, you accept that statement is valid and correct. EFTPOS is not operating, or if you are using WEXPAY, in accordance 4. Our obligations We will: with procedures for Sales Vouchers if your EFTPOS is not operating, (a) accept or if you all valid are sales using and WEXPAY, sales refunds in accordance processed by with you under procedures this Agreement; for WEXPAY (b) subject this Agreement, credit your Approved Account within Payment Period full amount Sales of Vouchers; all valid sales processed by us less: (n) (i) send an amount all sale equal refund information Merchant and Service credit Fee vouchers calculated in respect us within of such (7) business sales; and (ii) any amount you are required pay us under clause 3.1(r) that has not been paid; (c) supply days you after with Sales refund Vouchers, or credit equipment, transaction; promotional material and or items that we (o) agree if less supply than you full from purchase time time; price of a sale is paid using a Card, obtain payment (d) send you each calendar month a statement showing amount of all sales, refunds, credits, charges in full and for cash fees processed using by us under this Agreement during previous month; and (p)(e) use not, reasonable eir directly endeavours or indirectly, process process sales data any received transaction from you or in present a timely any manner. voucher 5. Invalid sales us using a Card which was not originated as a result of a sale pursuant which 5.1 For purposes of this Agreement, a sale is not valid if: (a) it you is illegal; actually supplied goods or services which Card was used buy; (q)(b) it not is made process, using or a Card attempt that has process, a signature any panel transaction and panel pursuant has not been this Agreement signed by in Cardholder; (c) it any is made currency using a or Card that than has Australian a signature dollars; panel and Sales Voucher or EFTPOS Receipt (r) recording not sell, purchase, sale is not provide signed or or exchange sale is not Cardholder authorised by or Accountholder Cardholder entering account correct PIN; (d) it number is made using information a Card that in has form a signature of Sales panel Vouchers, and signature carbon copies on of Sales Sales Voucher or EFTPOS Vouchers, Receipt mailing recording lists, tapes sale is or forged any or or unauthorised media obtained and you by should reason have of a known Card or could reasonably have detected that signature was forged or unauthorised; (e) transaction. particulars inserted However, in you Sales are not Voucher prohibited or EFTPOS from Receipt providing recording account number sale are not identical information with in particulars form of inserted Sales in Vouchers copy or given any or Cardholder; media your agent solely (f) Card used for sale is not current at time of transaction; (g) for Card used purpose for of sale facilitating is listed on any processing Warning Bulletin of Card or transactions Hot Card List at us on time your of sale; behalf; (s) (h) pay price us: charged Cardholder for any item of goods or services is in excess of price at which you would supply item Cardholder for cash; (i) (i) amount such of charges sale, when and fees added (including amount Merchant of or sales Service made Fee, by you in Site any 24 hour period and charged a particular Card, was in excess of Floor Limit applicable that Card, unless: (i) you obtained authorisation from us and an authorisation number given by us for that sale has been noted on Sales Voucher; or (ii) you could not reasonably be expected be aware that Floor Limit has been breached;

2 Establishment Fee and Terminal Establishment Fee) as specified in Application Form or set by us from time time and notified you; (ii) full amount of all sales refunds processed by you pursuant this Agreement, less any charges referred in sub-paragraph (i) already paid by you in respect of relevant sales; (iii) any overpayments made by us in respect of sales due errors or omissions; (iv) any credits made your account by us in respect of sales which are not valid; (v) any amount we are entitled charge back you under clause 5.2; (vi) all amounts due and payable by you under each EFTPOS Terminal Agreement and each EFTPOS Terminal Hire Agreement; (vii) Licence Fee; and (viii) any or moneys due and payable by you us under this Agreement, an EFTPOS Terminal Purchase Agreement or an EFTPOS Terminal Hire Agreement; (t) not make any warranty or representation that may bind us or misrepresent services provided by us Cardholders or our responsibilities; (u) use reasonable care in each sale detect forged or unauthorised signatures or unauthorised use of a Card; (v) permit us inspect and examine your books of account and records relating any Card transactions; (w) keep securely copies of all records of sales, including Merchant Copies, and or transactions under this Agreement for 6 years from date of relevant sale or transaction; and (x) notify us immediately of damage, or loss of, property provided you by us, insure property for its replacement value and maintain property at all times in a good state of repair (fair wear and tear excepted). (y) notify us immediately of loss of computer or processing equipment required access WEXPAY in order for Us decommission access. You will be liable for transactions processed on your computer equipment via WEXPAY up until date at which you notify us that it has been lost or slen; 3.2 You are only authorised accept those types of Cards specified in Application Form or which we notify you that you are authorised accept and in respect of which we have not subsequently notified you that we have withdrawn your authority. 3.3 You must: (a) provide us with such assistance as we may reasonable require relating our promotional and marketing activities; (b) not use any advertising or promotional material in relation Cards, except as authorised by us; (c) not refer Cards in information or statements relating eligibility for, or availability of, any goods or services supplied by you; (d) advertise in a prominent place at each Site, and in a manner no less conspicuous than manner in which you advertises or charge or credit cards, acceptance of Card; and (e) place in a prominent position at each Site promotional and marketing material (including Card decal insignia) and merchandising provided by us you from time time; and (f) not encourage Cardholders use or credit cards or charge cards held by Cardholders in preference a Card buy goods or services from you. 3.4 You acknowledge that you have no right, title or interest in Intellectual Property or than right use Intellectual Property as authorised by us in writing from time time and right use Software for purpose of processing sales during term of this Agreement for a Licence Fee. 3.5 You must indemnify us from and against all losses, damages, liabilities, costs and expenses that we may suffer or incur as a result of or in connection with: (a) your negligence; (b) any damage property supplied you by us; (c) any failure by you perform any of your obligations under this Agreement; (d) any dispute between you and any Cardholder or Accountholder about supply, use or quality of goods or services; (e) any claim by a Cardholder or Accountholder against you or us for damages recover an amount from you or us for misrepresentation, breach of contract or failure of consideration relating goods or services bought from you; (f) Taxes now or in future assessed, levied, imposed or collected by any governmental, semi-governmental, administrative, fiscal or judicial body, department or authority in respect of use of a Card buy goods or services from you or any charge or any transaction under, or contemplated by, this Agreement; or (g) outages, failures or delays in any of your computer systems or any infrastructure or systems connected your computer systems or any corruption of data caused by, or in any way attributable, use by a Cardholder of a Card. 3.6 You will promptly and carefully examine your statement issued pursuant clause 4(d) of Agreement ensure that all transactions have been properly and correctly recorded. You will notify us within 60 days of date payment is due of any errors or discrepancies. If you do not notify us within that 60 day period, you accept that statement is valid and correct. 4. Our obligations We will: (a) accept all valid sales and sales refunds processed by you under this Agreement; (b) subject this Agreement, credit your Approved Account within Payment Period full amount of all valid sales processed by us less: (i) an amount equal Merchant Service Fee calculated in respect of such 2 (c) (d) (e) sales; and (ii) any amount you are required pay us under clause 3.1(r) that has not been paid; supply you with Sales Vouchers, equipment, promotional material and or items that we agree supply you from time time; send you each calendar month a statement showing amount of all sales, refunds, credits, charges and fees processed by us under this Agreement during previous month; and use reasonable endeavours process sales data received from you in a timely manner. 5. Invalid sales 5.1 For purposes of this Agreement, a sale is not valid if: (a) it is illegal; (b) it is made using a Card that has a signature panel and panel has not been signed by Cardholder; (c) it is made using a Card that has a signature panel and Sales Voucher or EFTPOS Receipt recording sale is not signed or sale is not authorised by Cardholder entering correct PIN; (d) in case of payments processed using WEXPAY, if WEXPAY Sales Voucher is not signed by Cardholder, regardless of wher Card has a signature panel or not; (e) it is made using a Card that has a signature panel and signature on Sales Voucher or EFTPOS Receipt recording sale is forged or unauthorised and you should have known or could reasonably have detected that signature was forged or unauthorised; (f) particulars inserted in Sales Voucher or EFTPOS Receipt recording sale are not identical with particulars inserted in copy given Cardholder; (g) Card used for sale is not current at time of transaction; (h) Card used for sale is listed on any Warning Bulletin or Hot Card List at time of sale; (i) price charged Cardholder for any item of goods or services is in excess of price at which you would supply item Cardholder for cash; (j) amount of sale, when added amount of or sales made by you in any 24 hour period and charged a particular Card, was in excess of Floor Limit applicable that Card, unless: (i) you obtained authorisation from us and an authorisation number given by us for that sale has been noted on Sales Voucher; or (ii) you could not reasonably be expected be aware that Floor Limit has been breached; (k) Sales Voucher, WEXPAY Sales Voucher or EFTPOS Receipt used record sale is incomplete or illegible; (l) you failed observe this Agreement in relation sale; (m) Card used for sale was used without authority of Cardholder or, in case of Bearer Cards, Accountholder and unauthorised use could reasonably have been detected; (n) Sales Voucher or or record of sale is received by us more than thirty (30) days after sale ok place; (o) unless sale was authorised by Cardholder entering correct PIN, you are not able provide us Merchant Copy recording sale within 7 days if we ask for it; (p) Card used for sale has a designated vehicle registration number printed or embossed on Card and goods or services purchased are not for designated vehicle; (q) Card used for sale has restrictions on type of goods or services which may be purchased using Card or or restrictions printed or embossed on it and sale contravenes those restrictions; (r) it is processed using an EFTPOS and Card number or truncated Card number appearing on EFTPOS Receipt is not consistent with Card number of Card which is produced; (s) Card used for sale belongs you; (t) Cardholder or Account holder refuses pay all or any amount charged for sale because goods or services were defective, returned, not delivered or provided, or not as promised, or for any or reason; (u) a payment we receive from a Cardholder or Accountholder in respect of sale is wholly or partly avoided, or a claim is made avoid it and that claim is upheld, conceded or compromised under any law (including any law relating bankruptcy or liquidation); (v) Cardholder or Account holder asserts a claim of set-off or a counterclaim against you or us in connection with amount charged for sale; or (w) it is orwise treated as an invalid sale under this Agreement. 5.2 We may refuse accept or, having accepted, may charge back any sale if sale is not a valid sale. 5.3 A sale can be an invalid sale even if it has been authorised by us or if we have paid you an amount in respect of sale. 5.4 If we ask you anything about a sale (including asking you provide copies of any document), you must promptly help us with our enquiry and provide information requested. If you do not answer our enquiry our satisfaction within 7 days of date of enquiry sale which enquiry relates will be treated as an invalid sale. 6. Warranties Each time you process a sale, or you provide us a Sales Voucher, WEXPAY Sales Voucher or or record of a sale, you warrant that: (a) all statements of fact or data entered in EFTPOS or recorded in

3 (b) (c) Sales Voucher are true; sale is valid; and sale in not subject any dispute, set-off or counterclaim. 7. Interest You must pay us on demand interest on any amount that you are required pay us under this Agreement, including interest under this clause. Interest will be calculated from day that amount is due and on daily balance of unpaid amount at average rate charged from time time by us Accountholders. Interest will be payable on demand and, if not demanded, on last day of each calendar month. 8. Retention We are entitled retain any moneys that are orwise payable by us you in any of following circumstances: (a) Where moneys are payable you with respect a transaction or series of transactions where we suspect upon reasonable grounds: (i) that Accountholder, Cardholder and/or you have acted fraudulently; or (ii) that transaction or transactions are not bonafide. We may in our discretion retain whole or any part of those moneys for a period reasonably necessary enable transaction or transactions in question be properly investigated. (b) Where moneys are payable you in respect of a period in which volume of transactions is considered by us be exceptional, having regard volume of transactions that we would reasonably have expected for period in question, we may in our discretion retain in a retention account such proportion of those moneys (not exceeding excess) as we think fit for a period of not more than 60 days. (c) On termination of this Agreement we may retain an amount equal 20% of average monthly amount of valid sales transactions over 6 complete calendar months prior date of termination or such or sum as we may reasonably consider necessary be retained by us in order meet: (i) transactions which may be disputed by Cardholders or Accountholders; or (ii) amounts that we reasonably believe you may become liable pay us under terms of this Agreement (wher by way of indemnity or orwise) after date of termination. Without prejudice any of our rights under this Agreement, we may only retain amounts retained under this paragraph (c) for 90 days from date of termination of this Agreement. All moneys held in a retention account shall be placed on interest bearing deposit and any moneys paid out of a retention account you will be paid ger with interest accrued on amount paid out. 9. Term and termination 9.1 This Agreement starts on Commencement Date and continues unless terminated in accordance with clause This Agreement may be terminated: (a) by us at any time with immediate effect by written notice you; (b) by you by giving 30 days written notice us; or (c) in case of a breach of any term of this Agreement by us that we fail remedy within 14 days of being given notice by you specifying breach and asking us remedy it, by you with immediate effect by written notice us. 9.3 Termination of this Agreement will not affect obligations incurred prior termination. We will not be obliged accept any sales or sales refunds processed by you after notice has been given by you or us under clause You must promptly return us any equipment, Sales Vouchers,Card decals, promotional material or or items supplied by us upon termination of this Agreement. 10. Credit worthiness To extent that any representation or assurance concerning credit worthiness of a Cardholder or an Accountholder may be inferred from issue of a Card a Cardholder or an Accountholder, you waive those rights (if any) which you may have against us by reason of representation or assurance. 11. Goods and services tax 11.1 Except as orwise provided by this clause, all Consideration payable under this Agreement in relation any Supply is exclusive of GST To extent that any Supply by us under this Agreement constitutes a Taxable Supply, Consideration payable by you us will be increased by applicable amount of GST (GST Amount), which will be calculated by multiplying amount upon which GST is payable by prevailing rate of GST Any GST Amount must be paid by you us at same time and in same manner as relevant Consideration is paid or given under this Agreement, without any right of set-off or deduction (unless orwise provided in this Agreement) If this Agreement requires you pay, reimburse or contribute any expense, loss or outgoing suffered or incurred by us (Relevant Expense), amount which you must pay, reimburse or contribute will be amount net of any Input Tax Credits which we are entitled in respect of Relevant Expense, 11.5 We must provide a valid Tax Invoice you at or prior time of payment of any GST Amount To extent that any Adjustment occurs in relation a Taxable Supply by us, we must issue an Adjustment Note you within 28 days of becoming aware of Adjustment and any payment necessary give effect such Adjustment must be made within 7 days after date of receipt of 3 Adjustment Note In this clause 11, Adjustment Event, Adjustment Note, Consideration, Supply, Taxable Supply and Tax Invoice have meanings given those terms in section of A New Tax System (Goods and Services Tax) Act 1999 (C th). 12. Recipient Created Tax Invoice Agreement 12.1 You may make Taxable Supplies us in accordance with this Agreement We may issue Recipient Created Tax Invoices in respect of such supplies (RCTI) You must not issue Tax Invoices in respect of such supplies You acknowledge that you are registered for GST when you enter in this Agreement. You must immediately notify us if you cease be registered We acknowledge that we are registered for GST when we enter in this Agreement. We must immediately notify you if we cease be registered We will issue a copy of an RCTI you within 28 days of you making any Taxable Supply under this Agreement We will not issue a document that would orwise be a RCTI on or after a date when we or you have failed comply with any of requirements of A New Tax System (Goods and Services Tax) Act 1999 Classes of Recipient Created Tax Invoice Determination (No.1) 2000 ( Determination) You must immediately notify us if you fail comply with any requirement of Determination To extent that any Adjustment occurs in relation a Taxable Supply by you, we must issue an Adjustment Note you within 28 days of becoming aware of Adjustment and any payment necessary give effect such Adjustment must be made within 7 days after date of receipt of Adjustment Note In this clause 12, Adjustment, Adjustment Note, Recipient Created Tax Invoice, Taxable Supply and Tax Invoice have meanings given those terms in section of A New Tax System (Goods and Services Tax) Act 1999 (C th). 13. Your Approved Account 13.1 If you change your Approved Account, you must give us at least 7 days prior written notice of change and details of your new account. We are not liable for any loss, liability, cost or expense you incur or are required pay as a result of us transferring funds an Approved Account that is no longer current If we ask you do so, you must complete, sign and promptly return us a direct debit authority in form provided you by us authorising us : (a) debit your Approved Account correct any error relating any payment that we make your Approved Account; and (b) debit from your Approved Account an amount equal amount of any invalid sale. 14. You must notify us of certain matters 14.1 You must promptly notify us in writing if: (a) you sp carrying on business at a Site or start carrying on business or than at a Site; (b) you cease carry on business or transfer your business anor person; (c) you restructure your business (for example, change of owner or Direcr) or register your business under a new ABN; (d) (if you are a company) an administrar, receiver, receiver and manager, liquidar or similar officer is appointed or an order is made for your administration, winding-up or dissolution or steps are taken wards this (for example, a resolution is passed or an application is made a court); or (e) (if you are a natural person) you commit an act of bankruptcy or enter in an assignment, arrangement or composition with any credirs. 15. Notices 15.1 Any notice under this Agreement must be legible and may be posted, faxed or sent by A notice is treated as given you: (a) if faxed you at fax number set out in Application Form or fax number last notified by you us, on receipt by us of confirmation of successful transmission of notice; (b) if posted in a prepaid envelope addressed you at your address specified in Application Form or address last notified by you us, 2 business days after date it is posted; or (c) if sent by you at address set out in Application Form or address last notified by you us, when sent your computer system or your account, but if delivery or receipt is on a day which is not a business day or is after 5 pm (your time), it is treated as given you at 9 am on next business day A notice is treated as given us: (a) if faxed us at fax number set out below or fax number last notified by us you, on receipt by you of confirmation of successful transmission of notice; (b) if posted in a prepaid envelope addressed us at our address set out below or address last notified by us you, 2 business days after date it is posted; or (c) if sent by us at our address set out below or address last notified you by us, when received by us, but if delivery or receipt is on a day which is not a business day or is after 5 pm (Melbourne time), it is treated as given us at 9 am on next business day. Our current address and fax number are:

4 Level 3, 293 Camberwell Road CAMBERWELL, Vic 3124 Fax: (03) Assignment 16.1 You may not assign or transfer any of your rights or obligations under this Agreement without our prior written consent You must not sub-contract performance, or appoint an agent perform, all or any of your obligations under this Agreement without our prior written consent You will remain fully responsible for performance of all your obligations under this Agreement and all costs incurred in relation any sub-contracr or agent you engage We may assign or transfer this Agreement without your prior consent. 17. Matters outside our control Neir party will be liable or for any delay in performance of its obligations under this Agreement if delay in performance is caused by industrial action, accident or or acts or circumstances outside control of party concerned. Each party undertakes use all reasonable endeavours remove cause of delay as quickly as possible. 18. Confidentiality 18.1 The terms of this Agreement and all information provided by a party or party under this Agreement ( Confidential Information ) are confidential and each party must keep all Confidential Information confidential and must not disclose Confidential Information any person or than: (a) an employee whose duties require such disclosure; (b) if required by law, judicial order or in accordance with rules of any relevant sck exchange; or (c) a potential assignee of disclosing party who has entered in a deed in favour of or party undertaking keep Confidential Information confidential on terms no less onerous than terms of this clause Without limiting generality of clause 16.1, you must keep Merchant Service Fee confidential and must ensure that Merchant Service Fee is not disclosed any person or than an employee whose duties require such disclosure and who has entered in a deed in favour of us undertaking keep Confidential Information confidential on terms no less onerous than terms of this clause Joint and several liability Where you consist of two or more persons, your obligations under this Agreement are joint and several. 20. Variation We may vary terms of this Agreement (including Merchant Operating Procedures) at any time by giving you written notice that an amendment Terms and Conditions of Agreement will be made full particulars of which are set out at Set-off 21.1 We may set-off any amounts that you owe us under this Agreement or any law or regulation against any amounts due and payable by us you under this Agreement If re is no amount against which we can set-off an amount due and payable by you us under this Agreement, you must pay amount you owe us within 2 Business Days of demand. 22. Our certificate is conclusive Any statement or certificate specifying amount you owe us under this Agreement signed by one of our employees is conclusive evidence of amount of your liability us at date of statement or certificate, unless re is an obvious error. 23. Severability of provisions Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction is ineffective in that jurisdiction extent of prohibition or unenforceability. That does not invalidate remaining provisions of this Agreement nor affect validity or enforceability of that provision in any or jurisdiction. 24. No Waiver No failure exercise or delay in exercising any right under this Agreement by eir party will operate as a waiver of that right, nor will any single or partial exercise of any right prevent any or or furr exercise of that or any or right. 25. Governing Law This Agreement is governed by and must be construed in accordance with laws of Vicria. You submit non-exclusive jurisdiction of courts exercising jurisdiction re. WEX Australia Pty Ltd ABN: GPO Box 5342, Melbourne, VIC 3001 Tel: , Fax: (03) , 4

5 Merchant Operating Guide PO Box 5342 Melbourne VIC 3001 WEX Morpass & WEX ACCOUNT CARD WEX Morpass & WEX ACCOUNT CARD WEX Morpass Cards are national charge cards WEX Morpass Cards are national charge cards accepted accepted by any Merchant who displays WEX by any Merchant who displays WEX Morpass symbol. Morpass Any cards symbol. where Any WEX cards Morpass where symbol WEX appears, WEX Morpass Merchants symbol should accept. appears, WEX Merchants should accept. WEX Account Cards are charge cards designed be used at a nominated Merchant s outlet. Or merchants should not accept it. WEX Account Cards are charge cards designed be used at a nominated Merchant s outlet. Or IMPORTANT TELEPHONE NUMBERS merchants should not accept it. Authorisation Centre: IMPORTANT TELEPHONE 113 NUMBERS Authorisation Stationery Orders: Centre: Stationery WEX Merchant Orders: Services: WEX Merchant Support: POINT OF SALE TERMINALS 1300 Where 130 a Point 113 of Sale Terminal (POS) is installed by your Oil Company or Bank accept transactions for this company s cards, Operating Guide or Procedures relating this POINT Terminal OF must SALE be TERMINALS adhered. Where Where a Point installed, of Sale transactions Terminal (POS) must be is installed processed by by your Oil Company merchant or through Bank accept point transactions of sale. for this company s cards, If your Operating is down Guide for or an Procedures extended period, relating you may this Terminal use vouchers must be provided adhered. you by us - however, following Where procedures installed, must transactions be followed: must be processed by merchant through point of sale. If your FLOOR LIMIT is down AND for AUTHORISATION an extended period, you may use vouchers provided $ All or you Transactions by us - however, Diesel Transactions $ following procedures must be followed: period you must obtain authorisation. 2. Under no circumstances should your cusmers be made FLOOR LIMIT AND AUTHORISATION 1. $ All or Transactions $ Diesel Transactions 3. approved at time of transaction. period you must obtain authorisation. 4. Ring Authorisation Centre and quote your merchant 2. Under number no circumstances obtain authority should number, your cusmers which must be n made be written in appropriate section of sales voucher If you have already obtained an authorisation number and approved cusmer at decides time of transaction. purchase furr items, you must re-obtain authorisation. 4. Ring Authorisation Centre and quote your merchant 6. number obtain an authority number, which must n be limit written and in no authorisation appropriate number section has of been sales allocated, voucher. voucher will be rejected and you will not be paid for 5. If you transaction. have already obtained an authorisation number and cusmer decides purchase furr items, you must re-obtain authorisation. 6. HOT limit CARD and no LIST authorisation number has been allocated, The voucher Hot Card will be List rejected is a confidential and you listing will not of invalid be paid cards for distributed transaction. monthly or on an interim basis. If a card is handed you and card number is on Hot Card List you should: WARNING BULLETIN 1. Retain card; 2. Refuse credit on card; distributed monthly or on an interim basis. 3. If a card 5342, is handed Melbourne you VIC and 3001, with card a number note quoting is on your name, Warning merchant Bulletin number, you should: and reason for returning card. 1. A Retain reward of card; $100 will be given for return of cards that are on Hot Card List. 2. Refuse credit on card; If you process a transaction with a card that is on Hot Card 3. List, it will be rejected and you will not be paid for this transaction. 5342, Melbourne VIC 3001, with a note quoting your name, SALES merchant VOUCHERS number, and reason for returning card. A reward of $100 will be given for return of cards that are Procedure process WEX sales vouchers: on Warning Bulletin. 1. Check Hot Card List; If you process a transaction with a card that is on Warning 2. Check expiry date on card; Bulletin, it will be rejected and you will not be paid for this 3. Place card in imprinter; transaction. 4. Place voucher over card in imprinter and imprint; 5. Remove and discard cover sheet and carbon; SALES 6. Complete VOUCHERS voucher in full (date, litres, product, value); Procedure 7. Obtain process cardholder s WEX sales signature vouchers: - 1. Check i. Check Warning against Bulletin; signature on back of card. (Note - 2. Check company expiry bearer date cards on which card; have no signature strip). 3. Place ii. Where card a designated in imprinter; vehicle registration number is embossed on card, check goods and/or services 4. Place are voucher supplied over designated card in vehicle. imprinter and imprint; 5. Remove iii. Where and restrictions discard on cover goods sheet and/or and services carbon; are printed on card, check that goods and/or services supplied 6. Complete conform se voucher restrictions. in full (date, litres, product, value); Obtain If sale cardholder s is equal or signature over your - Floor limit - phone for i. authorisation. Check against signature on back of WEXPAY of vehicle/ SALES company VOUCHERS bearer cards which have no signature strip). Procedure process a sale using WEXPAY ii. Where a designated vehicle registration number 1. Login in WEXPAY system is embossed on card, check goods and/or 2. Select services PURCHASE are supplied option designated vehicle. 3. Enter in Card details as prompted on screen iii. Where restrictions on goods and/or services are 4. Select printed required on PRODUCTS card, check that or SERVICES goods in and/or full (product, quantity, unit price) and submit transaction services supplied conform se restrictions. 5. Obtain cardholder s signature when prompted 8. If sale is equal or over your Floor limit - phone for 6. Check against signature on back of card (Note: authorisation. bearer cards which have no signature strip). 7. Where a designated vehicle registration number is embossed on card, check goods and/or services 5 Continued over...

6 are supplied designated vehicle. 8. Where restrictions on goods and/or services are printed on card, check that goods and/or services supplied conform se restrictions. 9. and provide copy of receipt cusmer. 10. Please ensure copies of all records of sales processed in WEXPAY are securely kept for 6 years from date of relevant sale or transaction 11. Where WEXPAY system is not available refer Sales Voucher process. CREDIT AND REFUNDS PAPER VOUCHERS For returned merchandise purchased from you on one of our charge cards, or correct an overcharge through a POS, please fax or send following WEX Morpass Merchant Services: A copy of Voucher be reversed. Your WEX Morpass Merchant Number. Your Name and contact details (i.e. phone, fax, etc.). The reason for reversal. Fax Number: (03) WEX Morpass Merchant Services GPO Box 5342 MELBOURNE VIC 3001 PROCEDURE TO PROCESS A RETURN SALE USING WEXPAY 1. Login in WEXPAY system 2. Select REFUND option 3. Enter in Card details as prompted on screen 4. Select required PRODUCTS or SERVICES in full (product, quantity, unit price) and submit transaction 5. Obtain cardholder s signature when prompted 6. Check against signature on back of card (Note: bearer cards which have no signature strip). 7. and provide copy of receipt cusmer. 8. Please ensure copies of all records of sales processed in WEXPAY are securely kept for 6 years from date of relevant sale or transaction 9. Where online portal system is not available refer paper voucher in credit and refunds section in this document. UNCERTAINTY OVER A SALE TRANSACTION If you have reason suspect fraud or that person is using a slen card: 1. Try obtain card; 2. Call authorisation centre for furr advice. If card is lost or slen and is being used fraudulently, a reward of $100 will be paid upon return of card GPO Box 5342, Melbourne VIC 3001, and be sure include a note with your name, address, merchant number and reason for return. restriction embossed on card (eg Fuel & Oil Only). Purchases outside product restriction will be charged back your account. THE MERCHANT CARD merchant. It carries your unique merchant number, your business name and ABN. Your Merchant Card is be used in conjunction with Merchant Summary vouchers. The details of Merchant Card which you imprint on Merchant Summary vouchers will identify you us and allow us pay you for sales vouchers CARDS LEFT BEHIND / STOLEN OR LOST CARDS Any cards left on your premises should be forwarded 1. Enclose your Merchant Summary Voucher with your Sales Vouchers in pre-addressed envelope provided you by us. Use se envelopes only for your WEX batched vouchers. Do not pin or staple vouchers. This will help us process vouchers quickly. 2. All vouchers must be forwarded for processing within 30 days of date of transaction. Vouchers dated over 30 days prior receipt by Company will be rejected and you will not be paid for transaction. 3. Batches must not contain more than 45 vouchers. 4. Ensure that batch tal has been correctly added and that Merchant Summary Voucher is clearly imprinted with details of your merchant card. 5. Do not include invoices and green vouchers in batch. RETENTION OF RECORDS In accordance with requirements of Merchant Terms and Conditions, it is you responsibility keep Merchant Copy of a transaction for a period of not less than 6 (six) years from date of transaction. You may be called upon produce such a voucher for any reason should it become necessary do so. Failure supply a copy of voucher will result in transaction being charged back you. MERCHANT TERMS AND CONDITIONS This document forms part of contractual agreement made between each merchant and Company and should be read in conjunction with Merchant Terms and Conditions or (where applicable) Merchant Agreement entered in between Merchant and Company. In event of any breach of procedures set out in this Merchant Operating Guide, Company reserves all of its rights set out in Merchant Terms & Conditions or (where applicable) in Merchant Agreement including, but not limited, IMPORTANT ADDRESSES Postal Address for Batches GPO Box 2959 Melbourne VIC 3001 WEX Merchant Services GPO Box 5342 Melbourne VIC 3001 PRODUCT RESTRICTIONS Purchases on WEX cards must comply with product 6