AUTOMATE-X MILLION-DOLLAR EFFICIENCY TERMS AND CONDITIONS

In this Million-Dollar Efficiency Guarantee (Guarantee):
We, us, or our means Automate-X Limited (NZCN 7938922) and our contact details are set out at the end of this Guarantee;
You, or your means the individual purchaser or the original end-user of the System;
System means the G+ goods-to-person automated warehouse system supplied to you by us, including any viable system configuration.

1 Guarantee

1.1 We provide this Guarantee to you in addition to any rights or remedies you have under our agreement with you in relation to
the supply of the System.
1.2 We Guarantee that the System will deliver efficiency improvements that result in a return on investment of up to $1,000,000
(one million dollars) over the 10-year period following its installation at your premises, subject to you:
(a) meeting the eligibility requirements stated in clause 2 ;
(b) maintaining and operating the System for its full intended lifetime of 10 years from installation;
(c) using the System as intended in accordance with our specifications, training materials and recommendations
throughout the guarantee period;
(d) participating in all required workshops and qualification meetings as determined by us;
(e) providing all necessary business data, operational information and access required for us to assess the performance and
provide ongoing support; and

1.3 If, after 18 months of operation, verified performance data demonstrates that the System is not on track to deliver $1,000,000
return on investment to you over a 10-year period, we will work with you at no extra cost to find areas where you can make
savings using the System.
1.4 You acknowledge and agree that the calculation of the value of the Guarantee is based on our modelling of a business which
meets the criteria in clause 1.2 using the System and making cost savings and efficiencies in areas such as:
(a) reduced labour costs through automation;
(b) increased picking accuracy and reduced error costs;
(c) improved order processing speed and throughput;
(d) reduced operational overhead costs; and
(e) increased customer satisfaction and retention value,
and that such cost savings and efficiencies may be affected by factors unique to your business and outside of our control.
1.2 We reserve the right to amend or cancel the terms of this Guarantee without notice.

2 Eligibility and Participation

2.1 The Guarantee is only open to corporations, companies, body corporate bodies, groups, organisations and any other corporate
bodies and non-corporate bodies who are based in New Zealand.
2.2 To be eligible for this Guarantee, your business must meet the following minimum requirements at the time of purchase:
(a) annual revenue of at least $12 million (New Zealand Dollars);
(b) employ a minimum of 3 warehouse pickers;
(c) and a minimum of 800 product lines picked per day; and
(d) manage at least 3,000 product lines in your warehouse operations.
2.3 To be eligible under this Guarantee, you must have purchased our System between [insert date] and [insert date] (Purchase
Period) from us.

3 Exclusions

3.1 This Guarantee does not apply where:
(a) the System failure or underperformance is due to your failure to maintain adequate network infrastructure, power
supply, or environmental conditions;

(b) you have modified, tampered with, or used non-approved third-party components with the System;
(c) the System has been damaged by misuse, negligence, accident, or force majeure events;
(d) you have failed to implement software updates or maintenance as recommended by us;
(e) your business operations, product mix, or volume has changed significantly from the original assessment parameters; or
(f) the underperformance is attributable to factors outside the System's control (staff training issues, process changes,
etc.).

4 General

4.1 This Guarantee is only valid and enforceable in New Zealand and is governed by the laws of New Zealand.
4.2 No third-party reliance: The benefit of this Guarantee is for you only, and no other person or third party can rely on or make a
claim under this Guarantee.
4.3 No Assignment or transfer: This Guarantee or the benefit under this Guarantee cannot be assigned or transferred to any other
person or third party.
4.4 Nothing in these Terms and Conditions, limits, excludes or modifies or purports to limit, exclude or modify any legislation which
cannot lawfully be excluded or limited.
4.5 You agree and represent that you are acquiring and using the System for the purposes of trade. The Parties agree that:
(a) to the maximum extent permitted by law, the Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the New
Zealand Fair Trading Act 1986 do not apply to the Guarantee; and
(b) it is fair and reasonable that the Parties are bound by this clause.
4.6 Severance: If any provision (or part of it) under this Guarantee is held to be unenforceable or invalid in any jurisdiction, then it
will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) under this
Guarantee cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of
it) must be severed from this Guarantee and the remaining provisions (and remaining part of the provision) of this Guarantee
are valid and enforceable.
4.7 Disputes: A Party may not commence court proceedings relating to any dispute arising from, or in connection with, this
Agreement (Dispute) without first meeting a representative of the other Party within 10 Business Days of notifying that other
Party of the Dispute. If the Parties cannot resolve the Dispute at that meeting, either Party may refer the Dispute to mediation
administered by the New Zealand Disputes Resolution Centre.

Contact us for further details:
Automate-X Limited
24 Railway Street West, Papakura, Auckland, 2110, New Zealand
info@automate-x.nz
+64 9 886 4884