Sci-Tech Credit Card Agreement

The Sci-Tech Credit Cards, in their various versions, are issued by Sci-Tech Management, Inc. In this disclosure statement, “we”, “us”, and “our” mean Sci-Tech Management, Inc.; “you” and “your” means all persons who we approve to the use the account; and “card” means the Sci-Tech Gold, Premier, Select or Basic Credit card. “Dealer” means the affiliates who accept Sci-Tech Gold, Premier, Select or Basic Credit cards in payment for goods and services you may purchase. You may use your card to purchase parts and the required labor to install your purchases on a vehicle that you own or legally are authorized to possess. Your card may not be used to obtain cash advances.

PERIODIC FINANCE CHARGES

The total periodic Finance Charge imposed in a billing period (“Current Billing Period”) is total of daily periodic Finance Charges on the ending balance of the previous billing period, plus the accrued interest from the date of purchase, of expired but not paid deferred interest programs. The periodic Finance Charges imposed in the Current Billing Period on purchases for the current period is determined by multiplying the Periodic Rate for the Current Billing Period times the Daily Balances of Purchases in the Current Billing Period to determine the daily periodic Finance Charges, and adding together those daily periodic Finance Charges for each day in the Current Billing Period. The daily periodic Finance Charges imposed on new purchases are calculated from the date of purchase but are held in a deferred status until paid in full, at which time the deferred interest amount is cancelled, or, if unpaid, upon expiration of the period of deferment, the deferred interest amount is added together with the total periodic Finance Charge being imposed upon the Current Billing Period.

PERIODIC RATES

The Periodic Rate for your account is the standard rate, unless the delinquency rate applies as described below. There are different standard rates for each type (“class”) of card issued under the Sci-Tech Credit Card Program. The standard rate for the Gold card is 9.99% Annual Percentage Rate. The standard rate for the Premier card is 14.99% Annual Percentage Rate. The standard rate for the Select card is 19.99% Annual Percentage Rate. The standard rate for the Basic card is 21.99% Annual Percentage Rate. The daily period rate is calculated by dividing the standard rate for the various classes of cards by 365. The periodic rates for the various classes of cards are variable and at our option we may vary the Annual Percentage rate, ( our failure to do so will not inhibit our right to do so in the future) If we choose to vary the Annual Percentage Rate, it will be changed according to the following formula. The Adjustment rate that applies to each class of Credit Card issued under the Sci-Tech Credit Card program, will be added to the higher of the Variable APR listed above for each class of card or to the highest bank prime rate as published in The Wall Street Journal in its Money Rates Section on the 5th business day of the month. Should The Wall Street Journal cease to publish the above listed information, another publication may be substituted. The adjustment rate for Gold cards is 1%, Premier cards 3%, Select cards 7% and Basic cards 10%. In no occasion will the Annual Percentage Rate be less that the standard rate for each class of card listed above. If the periodic rate for your account changes, the new rate will apply to the entire balance. The minimum payment and/or number of payments may increase.

DELINQUENCY RATE

If you fail to make your required Minimum Payment by the Payment Due Date two times in any six consecutive billing periods, your account will become delinquent and the Delinquency Rate (rather than the Standard Rate) will apply to all existing balances on your account and all new transactions beginning with the first day of the billing period in which you missed you second Payment Due Date. The Delinquency Rate is a variable rate that is 5% over the highest rate (standard rate or adjusted rate) for any class of card issued under the Sci-Tech Credit Card Program, and as that highest rate changes, your Delinquency Rate will change with it. Once the Delinquency Rate applies, if you make 12 consecutive monthly payments by the Payment Due Date, the standard rate rather than Delinquency Rate will then apply to all existing balances on your account and all new transactions beginning with the first day of the billing period reflected on that statement.

DEFERRED INTEREST PROGRAMS

All existing balances as well as new transactions have interest imposed as set forth herein on a daily compounding basis, however the interest accrued from the first day of the Current Billing Period until the Payment Due Date within the Current Billing Period will not be imposed and will be cancelled if the entire new balance is paid on or before the Payment Due Date. New purchases that exceed $150.00, $300.00 and $500.00, (“qualifying purchase”)will have their accrued interest deferred for three, six or 12 statement periods respectively(“Deferment Period”). If at the end of the Deferment Period, the deferred interest purchase is paid in full, the daily compounding accrued interest will not be imposed and will be cancelled. During the Deferment Period, each minimum payment due must be paid on or before the Payment Due Date reflected on each statement, otherwise all Deferred Interest Programs then in effect will be terminated and the accrued interest thereof will be imposed on the balance and will be due and payable with the next monthly statement issued.

BALANCE SUBJECT TO PERIODIC FINANCE CHARGES

To calculate the Daily Balance of Purchases in the Current Billing Period, we take the beginning Daily Balance of Purchases not subject to Deferred Interest Programs in your Account each day in the Current Billing Period, add any purchases and interest from Deferred Interest Programs that have expired and fees that may have been assessed that day. We also add other debits assessed that day before subtracting payments received, and credits issued. We then multiply this Daily Balance by the Daily Periodic Rate to determine the Daily Periodic Finance Charge, which is then added to the Daily Balance to determine the new beginning Daily Balance for the next day. Any daily balance that is less than zero is treated a zero.

BALANCE NOT SUBJECT TO PERIODIC FINANCE CHARGES

The balance not subject to periodic finance charges is the sum of purchases that are subject to unexpired Deferred Interest Programs. The daily Periodic Finance charges on such balances are accrued but not applied to the account until the Deferred Interest Period has expired. Upon expiration of a Deferred Interest Period, if the balance is paid in full the deferred interest will be cancelled.

WHEN PERIODIC FINANCE CHARGES BEGIN TO ACCRUE

Purchases begin to accrue periodic Finance Charges from the day the charge is incurred and continues to accrue finance charges until paid in full. However you can avoid finance charges on new purchases in the current billing period if you pay your New Balance in full, including any fees, interest or Deferred Payment Plans, on or before the Payment Due Date. There is no period in which you can avoid periodic Finance Charges on fees.

PAYMENTS

You must pay at least the Minimum Payment on your billing statement by the Payment Due Date shown on your statement each month. You may pay more than the Minimum Payment at any time. Your Minimum Payment will be the greater of $25.00 or 15% of the New Balance, plus any past due amounts, and/or amounts over your credit limit. If your New Balance is less than $25.00 you Minimum Payment will be the New Balance. Payments are considered made when we receive them. We are not responsible for delays in the mail and post mark date will not be considered. Payments are applied to outstanding fees and interest and then to principal balances of purchases from oldest to newest or in the case of deferred interest programs, to whichever deferred program is scheduled to first expire. We may process any payment received without respect to payee or signature. No verbiage written upon the check or instrument such as “Paid in Full” or “Agreed Settlement” or any other phraseology that may limit our rights will be recognized. Checks or instruments received with such phraseology will be processed as if no such verbiage existed and you hereby authorize us to alter check or instruments to remove, change or ignore such phraseology including altering the payee line and signature line. Payments that are not honored upon first presentment with such alterations will be considered not received. We may report information about your account and your payment history to credit bureaus. Late payments, missed payments or other defaults may be reflected on your credit report.

FEES

You agree to pay the following fees:

LATE PAYMENT FEE - A Late Payment Fee of $39.00 will be assessed if we do not receive at least the Minimum Payment Amount by the Payment Due Date shown on your statement. Please allow sufficient time for mailed payments to reach us. We are not responsible for delays in the mail and post mark date will not be considered.

RETURNED ITEM FEE - A Returned Item Fee of $39.00 is assessed if any check or other instrument sent to us, or if any electronic payment authorization you provide is not honored upon first presentment for any reason, even if such check, instrument or electronic payment authorization is later honored.

OVER CREDIT LIMIT FEE - Each statement period where your New Balance exceeds your credit limit, an Over Credit Limit Fee of $39.00 will be assessed. We may assess the Over Credit Limit Fee even if we authorized the transaction on your account that caused you to exceed your credit limit, or if you exceeded your credit limit as a result of unpaid finance charges, the application of accrued interest and principal from expired Deferred Interest Programs, or unpaid Annual or other fees and debits that may be assessed.

ANNUAL FEE - Sci-Tech credit cards do not incur an annual fee.

SECURITY INTEREST

For each purchase made using your Sci-Tech Credit Card, you grant us a security interest in the form of a Mechanic’s Lien on the vehicle or vehicles on which parts were installed and labor was expended (“Repairs”), as evidenced by the Dealer’s invoice, to secure the amount of the Repairs thereto, until the unpaid purchase price in paid in full. Should your account become Delinquent, as defined herein, you grant us, irrevocably the right, subject to applicable law, to take possession of any vehicles on which there remains unpaid Repair balances. We may exercise the Right to take possession at any time, without notice, after your account becomes delinquent. Our failure or delay in exercising this right shall not affect such right, nor shall, redemption of the property after we have taken possession, affect our right to repossess the property again if the balance remains unpaid and your account again becomes delinquent. Should we take possession of a vehicle on which you have granted us a Mechanic’s Lien, you agree to pay all costs we have incurred in the taking of possession of the vehicle. You shall have 90 days redeem and reclaim the vehicle by paying all costs of repossession and any monies required to bring your account to a current status. Should you fail to redeem the vehicle in 90 days, the vehicle will be sold to satisfy the outstanding obligation. Should sale of the vehicle fail to yield a sum sufficient to satisfy the debt, you agree to immediately pay any shortfall due. Should the sale of the vehicle yield a sum in excess of the obligation due, the additional money will be applied to other sums due on your account, or if no such balance exists, returned to you.

ACCELERATION OF DEBT

Should one or more of any of following events occur, the entire balance of your account shall become immediately due and payable. We take possession of one or more vehicles as outlined above and you fail to redeem the property, you or we close your account, you file a petition of bankruptcy or a vehicle that we are seeking to take possession of, no longer exists, has be repossessed by another lien holder or is otherwise unavailable for us to take possession.

CHANGE IN TERMS

We may, at any time and subject to applicable law, change, add or delete provisions of the Agreement (“Terms Change”) or terminate your Account. Unless prohibited by applicable law, we may apply any Terms Change to any outstanding or future balances of your Account. Additionally, if as a result of a change in the credit file maintained by one or more consumer credit reporting agencies, we may increase your interest rate, shorten your term of repayment or terminate your Account, as we see fit.

Credit Reports

You authorize us to obtain your credit report for the purpose of account review, collection activity and/or for other purposes in connection with your account. If you ask, we will tell you if a credit report was obtained and the name and address of the credit reporting agency from which the report was obtained. This provision shall survive the closure of your account if there is an unpaid balance.

F.A.C.T NOTIFICATION

The Fair Credit Transactions Act of 2003 (F.A.C.T) requires us to notify you that unless you were issued a Sci-Tech Automotive Gold Credit card, that you have been granted credit under substantially less favorable terms than other customers, and this decision was based in whole or in part upon information contained in the files of one or more credit reporting agencies. If you have suffered this adverse decision, you have the right to a free copy of you credit report within 60 day of said decision. The name address of the credit reporting agency or agencies used in our decision will be disclosed upon request.

ARBITRATION PROVISION

This Arbitration Provision sets forth the circumstances and procedures under which a Claim or Claims (as defined below) may be arbitrated instead of litigated in court. This Arbitration Provision will apply to your use of the Sci-Tech Credit Card. This Arbitration Provision will apply to you, unless you notify us in writing that you reject the Arbitration Provision within 90 days of the date of the first use of your Sci-Tech Credit card account. Send your rejection notice to the correspondence address listed in the welcome letter or any monthly statement. Your notice must include your name and post office address, your Sci-Tech card account number. your email address (if any), and must be signed by you. Your rejection notice should not include any other correspondence. Calling us to reject the Arbitration Provision or providing notice by any other manner or format than as described above will not operate as a rejection of this Arbitration Provision and consequently this Arbitration Provision will apply to you and your Claim. Rejection of this Arbitration Provision does not serve as rejection of any other term or condition of the Sci-Tech Credit card Agreement or any other applicable agreement with us. This Arbitration Provision will not apply to Claims previously asserted, or which are later asserted, in lawsuits filed before the effective date of this Arbitration Provision or any prior arbitration provision between you and us, whichever is earlier.

As used in this Arbitration Provision, the word "Claim" or "Claims" means any claim, dispute, or controversy between you and us arising from or relating to the use of your Sci-Tech Credit card account, including, without limitation, the validity, enforceability, or scope of this Arbitration Provision or the Sci-Tech Credit Card Agreement. "Claim" or "Claims" includes claims of every kind and nature, whether pre-existing, present, or future. The word "Claim" or "Claims" is to be given the broadest possible meaning and includes, by way of example and without limitation, any claim, dispute, or controversy that arises from or relates to quality, completeness of suitability of any Products or Materials provided in connection with Sci-Tech Credit card use, and/or advertisements, promotions, or oral or written statements related to your Sci-Tech Credit Card account or agreement, or such Products, Materials or vehicles repaired using the Sci-Tech Credit card account. As used in this Arbitration Provision, the terms "we", "us" "our" refer collectively to Sci-Tech Management, Inc. and the dealers that accept the Sci-Tech Credit card in it’s various versions.

Any Claim shall be resolved, upon the election of you or us, by binding arbitration pursuant to this Arbitration Provision and the applicable rules of either J.A.M.S/Endispute or the National Arbitration Forum in effect at the time the Claim is filed (the "Arbitration Rules"). You may select one of these organizations to serve as the arbitration administrator if you initiate an arbitration against us or if either you or we compel arbitration of a Claim that the other party has brought in court. In addition, if we intend to initiate an arbitration against you, we will notify you in writing and give you twenty (20) days to select one of these organizations to serve as the arbitration administrator; if you fail to select an administrator within that twenty (20)-day period, we will select one. In all cases, the arbitrator(s) should be a lawyer with more than ten (10) years of experience or a retired judge. If for any reason the selected organization is unable or unwilling or ceases to serve as the arbitration administrator, you will have twenty (20) days to select a different administrator from the above list; if you fail to select a different administrator within the twenty (20)-day period, we will select one. In all cases, a party who has asserted a Claim in a lawsuit in court may elect arbitration with respect to any Claim(s) subsequently asserted in that lawsuit by any other party or parties.

IF ARBITRATION IS CHOSEN BY ANY PARTY WITH RESPECT TO A CLAIM, NEITHER YOU NOR WE WILL HAVE THE RIGHT TO LITIGATE THAT CLAIM IN COURT OR HAVE A JURY TRIAL ON THAT CLAIM, OR TO ENGAGE IN PRE-ARBITRATION DISCOVERY EXCEPT AS PROVIDED FOR IN THE APPLICABLE ARBITRATION RULES. FURTHER, YOU WILL NOT HAVE THE RIGHT TO PARTICIPATE AS A REPRESENTATIVE OR MEMBER OF ANY CLASS OF CLAIMANTS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION. EXCEPT AS SET FORTH BELOW, THE ARBITRATOR'S DECISION WILL BE FINAL AND BINDING. YOU UNDERSTAND THAT OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO NOT BE AVAILABLE IN ARBITRATION. THE FEES CHARGED BY THE ARBITRATION ADMINISTRATOR MAY BE GREATER THAN THE FEES CHARGED BY A COURT.

There shall be no authority for any Claims to be arbitrated on a class action or private attorney general basis. Furthermore, arbitration can only decide your or our Claim(s) and may not consolidate or join the claims of other persons that may have similar claims. There shall be no pre-arbitration discovery except as provided for in the applicable Arbitration Rules. Any arbitration hearing that you attend shall take place in the federal judicial district of your residence. At your written request, we will pay all fees up to $100.00 charged by the arbitration administrator for any Claim(s) asserted by you in the arbitration, after you have paid an amount equivalent to the fee, if any, for filing such Claim(s) in state or federal court (whichever is less) in the judicial district in which you reside. (If you have already paid a filing fee for asserting the Claim(s) in court, you will not be required to pay that amount again.) If you are required to pay any fees in excess of $100.00 to the arbitration administrator ("additional fees"), we will consider a request by you to pay all or part of the additional fees. To the extent that we do not approve your request, the arbitrator will decide whether we or you will be responsible for paying any such additional fees. If the arbitrator issues an award in our favor, you will not be required to reimburse us for any of the fees we have previously paid to the administrator or for which we are responsible. Each party shall bear the expense of that party's attorneys', experts', and witness fees, regardless of which party prevails in the arbitration, unless applicable law and/or the Sci-Tech Credit Agreement gives a party the right to recover any of those fees from the other party.

This Arbitration Provision is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. Sections 1 et seq. The arbitrator shall apply applicable substantive law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law and, at the timely request of any party, shall provide a brief written explanation of the basis for the award. In conducting the arbitration proceeding, the arbitrator shall not apply the federal or any state rules of civil procedure or rules of evidence. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. The arbitrator's decision will be final and binding, except for any right of appeal provided by the FAA and except that, if the amount in controversy exceeds $10,000.00, any party can appeal the award to a three-arbitrator panel administered by the arbitration administrator which shall reconsider de novo (i.e., without regard to the original arbitrator's findings) any aspect of the initial award requested by the appealing party. The decision of the panel shall be by majority vote. The costs of such an appeal will be borne by the appealing party regardless of the outcome of the appeal. You and we shall keep confidential any decision of an arbitrator made with respect to any Claim(s) arbitrated under this Arbitration Provision and, with the exception of disclosure to your or our attorneys, accountants, auditors, and other legal or financial advisers, shall not disclose such decision to any other person.

This Arbitration Provision shall survive the termination of your Sci-Tech Credit Card Account and any termination of the Sci-Tech Credit Card Agreement. If any portion of this Arbitration Provision is deemed invalid or unenforceable under any law or statute consistent with the FAA, it shall not invalidate the remaining portions of this Arbitration Provision or the Sci-Tech Credit Card Agreement. In the event of a conflict or inconsistency between the applicable Arbitration Rules and this Arbitration Provision, this Arbitration Provision shall govern.

Contacting Arbitration Administrators

If you have a question about the arbitration administrators mentioned in this Arbitration Provision or would like to obtain a copy of their Arbitration Rules or fee schedules, you can contact them as follows: J.A.M.S/Endispute, 222 South Riverside Plaza, Suite 1850, Chicago, IL 60606, www.jams-endispute.com, (800) 352-5267, Financial Services Arbitration Rules and Procedures, or National Arbitration Forum, P.O. Box 50191, Minneapolis, MN 55405, www.arbitration-forum.com, (800) 474-2371, Code of Procedure.

Survival of Arbitration Provision

The Arbitration provision of this agreement shall survive the closing of your account, any legal proceeding to collect money you owe, any bankruptcy by your and/or any sale of your account by us.