Terms & Conditions
STANDARD TERMS AND CONDITIONS OF SALE, SERVICE AND REPAIR
1.
TERMS OF SALE, SERVICE AND REPAIR
The
Customer in placing an order upon Technocity CC accepts the terms and
conditions of sale, service and repair below, as read with any terms
recorded on Technocity CC invoices / delivery notes not withstanding
that the Customer’s order/s and invoices may themselves contain
terms and conditions of trade, or that the Customer may have it’s
own standard terms and conditions for trade. The Customer
acknowledges that the terms and conditions herein contained shall
supercede and replace all and any of it’s own said terms and
conditions of conduct of business.
2.
ORDERS
Orders
for goods ought to be placed upon Technocity CC in writing; however
Technocity CC reserves the right to accept oral orders. Technocity CC
reserves the right to increase prices to allow for fluctuations in
the exchange rate, the cost of labour and/or materials, import
tariffs, taxes and imposts, duties and import costs including but not
limited to carriage, insurance and international and/or local freight
costs without prior notice. Prices quoted are inclusive of value
added tax, except where stated to the contrary.
3.
PAYMENT
The
purchase price for the goods, plus a handling fee in all instances
other than where Technocity CC services, maintains and repairs
equipment shall be paid by the Customer directly to Technocity CC, by
way of electronic funds transfer, directly into the banking account
of Technocity CC without deduction or set-off, upon date of delivery
of the goods purchased, or as otherwise agreed in writing, in
accordance with these terms and conditions, all of which are
material. Should the Customer make payment by way of cheque or any
other means, the cheques are to be crossed and marked “Not
Transferable”, and payable to Technocity CC. Notwithstanding
anything to the contrary herein contained, or by virtue of past
conduct, payment will only be deemed to have been made once payment
is credited and cleared by Technocity CC bankers. All risk of
whatsoever nature attaching to payment, whether by means of a cheque
or otherwise, whether arising from theft, fraud, and/or
counterfeiting shall vest with the Customer.
4.
PAYMENT TERMS
The
obligations of Technocity CC in respect of any order, whether for the
purchase of goods, or servicing and/or repairs of any unit is wholly
suspensive upon the payment by the Customer of a deposit to be
determined Technocity CC in it’s sole and absolute discretion.
Where credit terms are provided to the Customer, payment shall be
made strictly within 30 days of date of statement, failing which
Technocity CC shall be entitled to suspend, delay and/or cancel any
outstanding order and suspend all work under and in terms of any
order and terminate the Customer’s credit terms, in which event all
amounts then outstanding will immediately become due, owing and
payable, interest will be charged on all overdue accounts at the rate
as Prevailing by the Minister of Finance in terms of the Prevailing
Rate of Interest Act per month, compounded monthly in arrears from
the date upon which payment fell due, to the date of full and final
payment.
5.
CONDITIONS OF DELIVERY
Time
shall not be of the essence insofar as an accepted order relates to
deliveries, and Technocity CC does not guarantee delivery of the
goods on any specific date. If the Customer defers and/or postpones
delivery when Technocity CC is ready to deliver or tenders delivery,
the Customer shall be liable for payment of the goods as if
acceptance had not been deferred or delivery had not been postponed,
and in addition thereto the Customer shall be liable for all
resultant costs and / or expenses, including where appropriate,
storage and insurance costs.
6.
RESERVATION OF OWNERSHIP AND RISK
Ownership
in and to any goods and/or products sold by Technocity CC to the
Customer shall remain vested in Technocity CC until the full purchase
price in respect thereof has been paid in full. All risk of loss
and/or damage howsoever caused or arising, including but not limited
to loss and/or damages sustained to the goods as a result of fire,
theft, pilferage, willful, reckless and/or negligent acts or
omissions on the part of Technocity CC, it’s agents, and employees
or any other person, acts of God, force majeure or accident of any
nature, shall pass to the Customer upon tender of delivery at the
premises of Technocity CC, or in the event that the goods are to be
delivered to the customer or its nominee at any address other than
that of Technocity CC, immediately upon the goods being released from
Technocity CC stores for loading and dispatch to the Customer or its
nominee. Under no circumstances will Technocity CC be liable for any
loss or damage howsoever caused or arising whilst the goods are being
loaded, or whilst the goods are in transit to the Customer or its
nominee.
7.
HANDLING FEE, DELAYED DELIVERY AND CANCELLATION CHARGES
Technocity
CC shall be entitled to charge an inspection, storage and handling
fee for inspecting and assessing the nature and extent of damage
sustained to goods and the repair costs thereof in all instances
where the Customer declines to place a repair order upon Technocity
CC equivalent to 10% of the aggregate quoted repair cost. Should the
Customer fail, refuse or neglect to collect any goods upon being
notified to do so, Technocity CC shall be entitled to levy a storage
and handling fee of R50,00 (Incl VAT) per day if no response is
received on repair estimate during the repair estimate validity
period of seven (7) days to the date upon which the goods are
collected. Should the Customer cancel any order for goods, Technocity
CC shall be entitled, without prejudice to any other rights it may
have at law, to levy a cancellation fee equivalent to 100% of the
purchase value.
8.
LIMITATION OF LIABILITY
If
Technocity CC cannot deliver some or all the goods for any reason
beyond Technocity CC’s control, including and without being limited
to lack of instruction/s from the purchaser, stock shortage/s,
industrial dispute or breakdown, government action, state of war,
riot, civil disturbance or any other act of God, Technocity CC may in
its sole discretion, cancel the whole or any part of any order
forthwith. In the event of such cancellation, Technocity CC shall not
be liable to the Customer for any loss and/or damage whether in
contract or in delict, (including, without being limited thereto, any
loss of profits) thereby caused. Technocity CC shall under no
circumstances whatsoever be liable to the Customer for any loss
and/or damage [consequential or otherwise] as a result of any act or
omission on Technocity CC’ behalf howsoever arising.
9.
LIMITED WARRANTY
Technocity
CC is the appointed distributor of goods which are sold with the
manufacturer’s standard warranty against defects. Technocity CC
warrants its services and repairs will be free of defects for a
period of three months, provided that written notice of such defect
is provided to Technocity CC within three days of the defect arising.
In all instances, the warranties aforementioned shall be voided in
the event that the customer should tamper with or attempt to repair
any goods themselves, or interfere with the services and repairs
carried out by Technocity CC to the goods, and where such goods have,
in the sole and absolute discretion of Technocity CC determined to
have been used for a purpose other than that intended by the
manufacturer or abused in any way. In no instance will Technocity CC
be liable for any damages suffered or sustained by customer or any
third party as a result of any defects, its liability shall be
limited, at its sole and absolute discretion, to repairing and/or
replacing the defective goods, services or repair. The customer
acknowledges that no warranties are made that the goods will be
suitable to the purpose intended by the customer. The customer
further acknowledges that all descriptive literature and
illustrations given are intended as a general guide of the goods
described and nothing contained therein shall form part of the order
nor shall any provision contained therein be deemed to be a
representation or a warranty term, or a condition or constitute a
collateral contract.
10.
INDEMNITY
The
Customer hereby indemnifies Technocity CC against all or any claims,
action, harm, losses and/or damages of whatsoever nature which may be
made against Technocity CC by any person/s whomsoever whether in
contract and/or delict or otherwise and whether for loss of profits,
loss and/or damage to person and/or property, injury and/or loss of
life and/or limb and/or otherwise arising as a result of the supply
of any goods, services, and or repair to any goods, the acts or
omissions of its staff whether wilful, reckless or negligent. This
indemnity shall include the payment by Technocity CC of legal fees to
its attorneys on an attorney and client scale in contesting any such
action. This indemnity shall extend to cover Technocity CC against
any loss and/or damage which it may suffer or sustain by virtue of
Technocity CC supplying goods to any person in the employ of the
Customer or purporting to represent the Customer, notwithstanding
that the person so acting is without authority to do so.
11.
SUSPENSION, VARIATION, AMENDMENT AND CANCELLATION OF
ORDERS
Technocity
CC at its sole and absolute discretion shall be entitled, at any
time, to revoke, suspend, amend, vary and/or cancel any order placed
upon it by the Customer, in which event, subject to the provisions of
clause 7 above, all and any amounts paid by the Customer to
Technocity CC shall immediately be refunded to the customer. The
customer shall have no other remedy against Technocity CC in such
event.
12.
USE OF CONTRACT DOCUMENTS AND INFORMATION INSPECTION
The
Customer shall not, without Technocity CC prior written consent,
disclose any specification, plan, drawing, pattern, sample, or
information furnished by and on behalf of Technocity CC in connection
with the goods. The Customer shall not, without Technocity CC’
prior written consent, make use of any document or information
disclosed to it by Technocity CC or which might relate to the goods.
All documents and information to which the Customer becomes privy
shall remain the property of Technocity CC and the Customer shall
acquire no rights thereto.
13.
GOOD FAITH
In
the execution of the Agreement, the Customer undertakes to observe
the utmost good faith and warrant in its dealings with Technocity CC
that it shall neither do anything nor refrain from doing anything
which might prejudice or detract from the rights, assets or interests
of Technocity CC.
14.
EXCLUSIVITY AND NON-VARIATION
The
terms and conditions contained in this credit application form and/or
standard terms and conditions of trade, shall constitute the entire
agreement between Technocity CC and the Customer and no variation,
amendment, consensual cancellation or otherwise shall be of any force
or effect unless agreed to by both the Customer and Technocity CC in
writing.
15.
NO NOVATION
No
indulgences, latitude, extension of time or the like granted by
Technocity CC to the Customer shall in any way whatsoever constitute
a novation or waiver of any rights which Technocity CC may have
against the Customer nor may it operate as an estoppel against
Technocity CC.
16.
SOUTH AFRICAN LAWS APPLICABLE
This
agreement shall be governed by and interpreted in accordance with the
laws of the Republic of South Africa.
17.
CERTIFICATE OF INDEBTEDNESS
The
Customer confirms that a certificate signed by a credit manager of
Technocity CC setting out the amount owing by the Customer to
Technocity CC shall constitute prima facie proof that the said amount
is due, owing and unpaid, and sufficient for the purposes of
obtaining summary judgment or provisional sentence. Where the quantum
of Technocity CC’ claim is thereafter disputed by the Customer, the
Customer shall bear the onus of disproving that the said amount is
due, owing and payable.
18.
ARBITRATION
In
the event that a dispute should arise between the parties, Technocity
CC shall be entitled to require, by written notice to the Customer,
that the dispute be submitted to arbitration in terms of this clause.
Subject to the provisions of this clause, arbitration shall be held
under the provisions of the arbitration laws of the time in force in
the Republic of South Africa, provided that the arbitrator shall be a
practising attorney of not less than 10 (ten) years standing, agreed
upon by the parties, or failing agreement within five days after the
date on which the arbitration is demanded, appointed by the
Chairperson of the Law Society of the Northern Provinces. The
arbitration shall be held at Sandton, at a venue and in accordance
with formalities and/or procedures determined by the arbitrator, and
may be held in an informal and summary manner, on the basis that it
shall not be necessary to observe or carry out the usual formalities
and/or procedures, pleadings and/or discovery, or strict rules of
evidence. The arbitrator shall be entitled:- (i) to investigate or
cause to be investigated any matter, fact or thing which he/she
considers necessary or desirable in connection with the dispute and
for that purpose shall have the widest powers of investigating all
the books and records of either party to the dispute, and the right
to take copies or make extracts therefrom and the right to have them
produced and/or delivered at any reasonable place required by him/her
for the aforesaid purpose, (ii) to interview and question under oath,
any representative of either of the parties, (iii) to decide the
dispute according to what he/she considers just and equitable in the
circumstances, (iv) to make such award, including an award for costs,
specific performance, an interdict, damages or a penalty or otherwise
as he/she in his discretion deems fit and appropriate, provided that
should the arbitrator fail to make an award with regard to costs, the
costs shall be borne equally by the parties. The arbitration shall be
held as quickly as possible after it is demanded with a view to its
being completed within thirty days after it has been so demanded.
Immediately after the arbitrator has been agreed upon or nominated in
terms of this clause either party shall be entitled to call upon the
arbitrator to fix a date and place when and where the arbitration
proceedings shall be held and to settle the procedure and manner in
which the arbitration proceedings will be held. Any award made by the
arbitrator: (i) shall be in writing and shall include reasons
therefore, (ii) shall be final and binding, (iii) will be carried
into effect; and (iv) may be made an order of any Court to whose
jurisdiction the parties to the dispute are subject. This clause
constitutes an irrevocable consent by the parties to any proceedings
in terms hereof and no party shall be entitled to withdraw therefrom
or to claim in any such proceedings that it is not bound by this
clause.
This clause shall not preclude any party from obtaining
relief by way of motion proceedings on an urgent basis from a Court
of competent jurisdiction pending the decision of the arbitrator.
This clause shall be severable from the rest of this agreement and
shall remain effective notwithstanding that this agreement shall for
any reason whatsoever, be terminated.
19.
WARRANTIES OF CUSTOMER
The
Customer warrants that the information submitted above is true and
correct, and that it has disclosed to Technocity CC all information
which would reasonably be considered to be material in the
consideration of and granting of a credit facility.
20.
SEVERABILITY
The
provisions contained in this agreement are severable, the one from
the other. In the event that any one or more of the terms contained
herein should be found to be invalid or unenforceable, to the extent
of the invalidity or unenforceability that term shall be severed from
the rest of this agreement which shall continue to be of full force
and effect
21.
SOCIAL MEDIA
Technocity
CC reserves the right to use all recorded materials on site(s) for
advertising / social media purposes unless otherwise agreed in
writing.
22.
PROPERTY DISCLAIMER
You,
the client acknowledge that Technocity CC is not responsible for and
that you, the client will not hold Technocity CC Liable for the loss,
damage and/or destruction of any property brought onto the Technocity
CC premises arising from theft, wilful, reckless and/or negligent act
or omission on the part of Technocity CC’ staff and invitees. You,
the client furthermore waive all and any claims against Technocity CC
for personal injury and/or death suffered or sustained in or about
the Technocity CC premises from whatsoever cause arising. You, the
client furthermore agree to indemnify Technocity CC and hold it
harmless against all and any claims, demands and actions by any
person whomsoever as a result of any loss, damage and/or destruction
of property, injury and/or death of any person.