Terms and Conditions

3 – Payment

1. All payments shall be owing, due, and payable as per the Despatch Schedule (page 1).  No variations thereof shall be binding upon the Company unless reduced to writing and signed by both parties and attached as an annexure to this agreement.
2. A minimum 50% deposit shall be payable within seven (7) days of the Customer signing the Company’s quotation.  
3. Orders placed are irrevocable once a deposit has been paid.
   1. In the case of goods for which installation is being managed by the Company:
      1. A second payment (“Despatch Payment”) of 40% shall be payable on or before the date of despatch of the goods.  
      2. A final payment (“Installation Payment”) of 10% shall be payable by the Customer on the date that the installation has been completed (as confirmed by an Authorised Representative of the Company).  
   2. In the case of goods for which installation is not required and/or is not being managed by the Company:  
   3. A dispatch payment of 50% shall be payable by the Customer on or before the date of despatch of the goods.  
4. No goods shall be despatched from the premises of the Company without the required payment (s) being received and cleared in the Company’s bank account (approximately 48 hours) within the agreed payment period (s).
5. If the Company cannot despatch the goods due to a delay, for whatsoever reason, caused by the Customer then the Despatch Payment shall still be payable on or before the date of estimated despatch as per the Despatch Schedule (Item I, page 1).
6. Payment may not be withheld pending the settlement of any dispute and no set-off, deduction, or withholding of any payment is allowed by the Customer and all amounts must be paid as per the Despatch Schedule (page 1).
7. If any amount owed by the Customer to the Company in respect of any claim is not paid on the Due Date then all amounts owed to the Company by the Customer shall at once become due, owing, and payable and any discount which the Customer may have been entitled to claim shall be forfeited.
   1. All overdue amounts owing by the Customer to the Company shall bear interest at a rate of 2% compounded per day, calculated and payable weekly in advance on the first of every successive week, on the balance from time to time remaining owing by the Customer to the Company.

4 – Variation Order

1. Should the original quotation be varied in any manner and for whatever reason then the Company shall prepare an additional quotation (s).
2. Should this additional quotation be accepted by the Customer then it shall become a Variation Order (“VO”).
3. Should the net value of the VO be less than 10% of the original quotation value then no deposit shall be required and this amount shall be added to the final payment (whether the Despatch Payment or the Installation Payment as the case may be) to be made by the Customer.
4. Should the net value of the VO be greater than 10% of the original quotation value then a new agreement shall be signed with the Customer.
5. The VO shall be reduced to writing and signed by the Customer and the Company and shall be deemed an annexure to this agreement.

5 – Installation

1. Where goods are installed by the Company and/or are installed by a third party managed by the Company, then delivery shall be deemed to have been effected once the goods have been installed/commissioned at the agreed point of delivery, as confirmed by an Authorised Representative. 
2. Should the Company engage a third party (“the Installer”) to install/commission any goods for the Customer then the Company is authorized to engage such a third party on such terms and conditions as it deems fit.  
3. The Installer will receive payment for its services upon receipt of a completion certificate signed by the Authorised Representative.
4. We do not provide any warranty concerning the installation services. However, we will provide reasonable assistance (refer to Snags below) should you intend to claim the Installer.

6 – Delivery

1. The Company does not guarantee delivery on the date specified but will endeavor to give delivery on that date. 
2. Late delivery shall not invalidate any contract of sale between the parties nor render the Company liable for any damages whatsoever.
3. Where goods are delivered by the Company in the Company’s transport, then delivery shall be deemed to have been effected once it is tendered at the agreed point of delivery. Offloading shall be the responsibility of the Customer and at the Customer’s own risk, whether or not the Customer requires the Company’s employees to assist in offloading.
4. Should the Company engage a carrier to transport any goods for the Customer then the Company is authorised to engage a carrier on such terms and conditions as it deems fit.  Delivery/despatch to the carrier shall be deemed to be delivery to the Customer.  The Company accepts no responsibility for goods damaged or lost in transit and the Customer is responsible for lodging a claim with the carrier.
5. The risk of loss or damage in and to goods sold shall pass to the Customer on delivery.

7 – Ownership Of Goods

1. Notwithstanding anything herein to the contrary, ownership of goods sold to the Customer vests in the Company until the Company has received payment of the full purchase price, notwithstanding that goods may have been delivered and/or installed and/or purchased for resale and/or for construction and/or other purposes. 
2. The Customer will have the right to dispose of goods purchased in the ordinary course of business and, it is hereby expressly agreed and recorded in writing that, the claim to any right of recovery of the purchase price shall be ceded to the Company as security for payment of any amount outstanding.  Upon the termination of any contract of sale for any reason whatsoever, the Company may retake possession of any of the Company’s goods whether processed or not in respect of which ownership has not passed to the Customer.

8 – Cancellation of Contract

1. The Company reserves the right to cancel any contract with the Customer should its fulfillment be delayed or rendered impossible by war, invasion, insurrection, riot, order of any government, pandemic, government lockdown, municipal or civil authorities, breakdown, accidents, labor disputes or any other cause beyond the reasonable control of the Company and or the Company’s suppliers. 
2. The Customer shall not be entitled to cancel the contract because of any delay in the delivery however caused.
3. The Company may immediately cancel any contract between it and the Customer, or any uncompleted part of it if the Customer commits a breach of any of the terms and conditions hereof. 

9 – Goods

1. The Company gives no warranties and makes no representations as to the suitability of any goods sold for any specific purpose.
2. The Company shall be exempted from and shall not be liable under any circumstances whatsoever for;
   1. any indirect or consequential damages of any nature whatsoever, howsoever arising, including any loss of profit which the Customer may suffer as a result of breach beyond its control or reasonable cancellation by the Company of any of its obligations.
   2. Any innocent mistake on the part of the Company or that of its servants or agents in carrying out any of their obligations in terms of any agreement between the parties. 
3. The Company’s liability in respect of any claim based on defective goods and/or services is limited to replacing such goods and/or providing reasonable additional services as against the return to it of the defective goods and/or making good the service to the original state.

10 – General

1. If any claim against the Customer is placed by the Company in the hands of its attorneys, and whether or not action is instituted, and without prejudice to any other rights which the Company may have, the Company shall be entitled to recover all legal costs incurred by it, including, without departing from the generality of the foregoing, all attorney and own client charges, tracing fees and such collection commission as the Company is obliged to pay its attorneys, from the Customer.
2. No indulgence or relaxation of rights granted by the Company shall be prejudicial to or constitute a waiver of any of the Company’s rights under this agreement or at law and any waiver of rights by the Company shall not be construed as such unless such a waiver is reduced to writing and signed by the Company.
3. The parties hereby consent to the jurisdiction of the Magistrate’s Court notwithstanding that the amount claimed by any party may otherwise be beyond its jurisdiction. 
4. A certificate signed by a Member of the Company reflecting particulars of the amount owing by the Customer shall, upon the mere production thereof, be binding upon the Customer and be prima facie proof of the matters stated therein and of the fact that such amount is due and payable in any legal proceedings between the Company and the Customer and will be valid, inter alia, as a liquid document against the Customer in any competent court.
5. Every undertaking herein shall be capable of independent enforcement, thus enabling any court or other competent tribunal to enforce the remainder of this agreement should it adjudge any particular undertaking or portion thereof to be invalid.
6. The Customer chooses as its domicilium citandi et executandi for all purposes under this agreement the street/delivery address reflected above, which forms the first page of this agreement. Any notice to be given or which may be given by the Company to the Customer in terms of or under this agreement shall be given in writing and shall be deemed validly served if delivered personally or 7 (Seven) days after it shall have been posted by pre-paid registered post to the abovementioned address.
7. The Customer consents to the Company insuring the Customer’s indebtedness to the Company with a credit risk insurer and to the Company employing the services of one or more credit bureaux for, inter alia, performing credit checks on the Customer.
8. The Company shall in no circumstances be liable for or have any liability (including liability in negligence) for any form of damages (including but not limited to incidental, indirect, special, consequential, or general damages or loss, or otherwise due to circumstances beyond the Company’s reasonable control) in connection with or arising out of, or loss suffered or incurred as a result of or caused by (whether directly or indirectly), the supply, performance or use of any goods and/or services supplied or performed (as the case may be) by the Company or it’s contracted third party (as the case may be) to or for the Customer or any person, or any failure to supply goods or to perform any services over the limitation provided in clause 37. 
9. The terms and conditions in this document shall apply to all contracts entered into between the parties and no variations thereof shall be binding upon the Company unless reduced to writing and signed by both parties.
10. The Customer acknowledges and agrees that this agreement is not unfair, unreasonable, or unjust given the credit being extended by the Company to the Customer.

11 – Suretyship

1. The party/ies who has/have appended his/her/their signature/s hereto on behalf of the Customer:
   1. hereby interpose and bind himself/herself/themselves, jointly and severally, the one paying the other to be absolved as surety/ies and co-principal debtor/s in solid unto and in favor of the Company (as defined above) for the due and punctual payment and discharge by the Customer of all debts and obligations, from whatsoever cause and howsoever arising, which the Customer may in the past, or now, or from time to time hereafter owe or be obliged to fulfill to the Company  and/or the Company’s successors and assigns and shall extend also to the payment of damages whether there be cancellation or not of any relevant agreement; and
   2. agree that this suretyship shall remain of full force and effect until canceled by the Company in writing; and
   3. renounce the benefits of the legal exceptions of excussion and division, cession of action, and no value received: and 
   4. agree to be bound by all the terms and conditions of this Agreement; and
   5. hereby cede/s, assigns transfers, and makes over unto and in favor of the Company his/her/their claims and/or entire loan account against the Customer until all amounts owing by the Customer to the Company have been paid in full.

12 – Cession