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Terms & Conditions
All contracts for the supply of goods by the Company to the Customer shall incorporate and be governed by these terms and conditions, as amended from time to time by the Company and notified to the Customer in writing. References herein to
shall be references to a contract concluded between the Company and the Customer upon these terms and conditions for the supply of goods pursuant to the acceptance by the Company of any order placed on it by the Customer.
In these conditions "goods
means the goods indicated on any Company forms, price lists, quotations, delivery notes, orders or invoices.
All goods are sold in accordance with these terms and conditions. No variation from these conditions as may be stipulated by the Customer and no contrary stipulation by the Customer shall be valid unless specifically accepted by a duly authorised representative of the Company in writing.
These terms and conditions apply to the sales by the Company to the Customer of all goods whether or not such sales are pursuant to orders placed by the Customer with the Company by telefax, telephonically, electronically or otherwise, or orders placed with representatives or agents on behalf of the Company.
The price of the goods shall be the Company′s list price current at the time of acceptance of the order less any deals formally agreed with the Company′s principals in writing.
Subject to Clauses 5.1. and 5.2 of these terms and conditions, the Company shall have the right, from time to time, for any reason and without notice to the Customer, to change the prices of its goods.
Payment is to be made 30 (thirty) calendar days from date of the Company′s monthly statement unless otherwise agreed in writing between a duly authorised representative of the Company and the Customer. Such payment must be received in sufficient time to be banked on due date and should be accompanied or followed up with a remittance advice.
In all cases where the Customer uses a postal, banking, electronic or similar such service to effect payment, such services shall be deemed to be the agent of the Customer.
The Company′s preferred form of receiving payment from the Customer for the latter′s purchases is by way of Electronic Funds Transfer into the Company′s nominated bank account, the use of which will be at the Customer′s risk.
Should any amount not be paid by the Customer on due date then the whole amount in respect of all purchases by the Customer (whether or not then due and payable) shall become immediately due, owing and payable irrespective of the dates when the goods were purchased and the Customer shall be liable to pay interest in respect of amounts unpaid as at the due date at the compound rate of 2% above the annual prime overdraft lending rate of the Company′s Bankers from due date until date of payment, calculated and payable monthly in advance and should the said interest not be paid in full as aforesaid, the same shall be added to the principal sum, and the total shall form the principal debt which shall then bear interest in the manner as set out above. The Customer shall not be entitled to claim set off or deduction in respect of any payment due by the Customer to the Company for goods supplied. A certificate signed by any manager of the Company′s bankers shall be sufficient proof of the applicable interest rate.
The Company shall have the right to suspend deliveries and, at its discretion, to exercise its rights in terms of paragraph 7.1 if any amount due by the Customer is unpaid.
The Customer agrees that the Company′s decision to grant credit facilities to the Customer is at the sole discretion of the Company.
The Company shall have the right from time to time to reassess the Customer′s creditworthiness. The Customer agrees, on demand, to furnish the Company with such financial and other information as may be required by the Company.
The Company reserves the right to withdraw or vary any credit facilities granted to the Customer at any time without prior notice and the nature and extent of such facilities shall at all times be in the Company′s sole discretion.
Despite the fact that the Company may grant the Customer a credit limit or a credit facility up to a certain amount, the Company reserves the right to increase (if so requested by the Customer) or decrease this amount at its sole discretion. The credit limit shall not be deemed to be the limit of a Customer′s indebtedness to the Company.
Written orders shall constitute irrevocable offers to purchase goods from the Company at the list price of the Company, as at the date of acceptance of the order and shall be capable of acceptance by the Company by the delivery of the goods or by the written acceptance or confirmation of the order.
Oral orders shall similarly be capable of acceptance by the Company, but the Company will not be responsible for any errors or misunderstandings occasioned by the Customer′s failure to place orders in writing or electronically.
The Customer shall provide the Company with an order number when placing any order with the Company, but failure to do so shall not prevent the enforceability of the order.
Orders accepted by the Company shall not be varied or cancelled by the Customer, except with the written consent of the Company.
DELIVERY AND RISK
If the Company itself transports the goods to the Customer, delivery and passing of the risk in the goods, shall be deemed to have taken place when the goods are off-loaded at the Customer′s premises. The signature of any employee of the Customer on a Company delivery note or invoice shall be prima facie proof of the proper delivery of the goods.
If the Customer collects the goods at the Company′s premises, the risk shall transfer to the Customer on collection of the goods by the Customer.
Should the Company, at the Customer′s request, agree to engage a carrier to transport goods to the Customer, such carrier shall be the Customer′s agent and the Company shall engage the carrier on such terms and conditions as it deems fit. The Customer indemnifies the Company against all demands and claims that may be made against it by the carrier so engaged and all liability that the Company may incur to the carrier arising out of the transportation of the goods. Delivery of the goods and risk therein shall be made and pass to the Customer on loading the goods onto such carrier′s transport.
Delivery of goods to any delivery address stipulated by the Customer, shall constitute proper delivery of the goods, despite the fact that such address may not be the address or premises of the Customer.
Whilst every effort will be made to deliver the goods as per the relevant order, the Company does not guarantee delivery on any specific date and shall not be liable for any damages for failure to effect delivery timeously for any reason beyond the Company′s reasonable control, including but not limited to, inability to secure transport, labour, power, materials, equipment or supplies or by reason of an act of God, war, civil disturbance, riot, state of emergency, strike, lockout or other labour disputes, fire, flood, drought or legislation. The Customer shall not be entitled to cancel any order by reason of such delay.
In the event that the Company makes delivery to the Customer in instalments each instalment shall be deemed to be the subject of a separate contract and non-delivery or delay in delivery of any instalment shall not affect the contracts in respect of the other instalments or entitle the Customer to cancel the contract or any of the other contracts relating to such instalments.
If the Customer fails to take delivery of the goods ordered, or in any way delays the delivery of goods ordered, then the risk in the goods shall pass to the Customer upon them being tendered for delivery by the Company and the Customer shall, without prejudice to such other rights which the Company may have at law, be liable to pay the Company the reasonable costs of storing, insuring and handling the goods, until delivery takes place.
Unless the Customer gives the Company written notice of any defect with the goods within three (3) days of date of delivery thereof, the goods shall be deemed to be correct, and in accordance with the Customer′s order.
Ownership in all goods sold and delivered shall remain vested in the Company until the full purchase price in respect thereof and interest (if any) accrued thereon has been paid. In the event of a breach of these terms and conditions by the Customer, or if the Customer is sequestrated or placed under liquidation or judicial management or commits any act of insolvency or enters into any compromise with its creditors or fails to satisfy a judgment granted against the Customer within 7 (seven) days of the date of judgment or the structure of the ownership of the Customer changes, or the Customer is placed into business rescue, the Company shall be entitled, in its own discretion, to take possession of the goods without prejudice to any further rights vested in the Company.
The Customer shall have no claim against the Company for damages suffered, whether due to loss of profits or otherwise, occasioned by the removal of goods from the Customer′s premises as aforesaid.
Goods in the possession of the Customer bearing the name, trademarks and labels of the Company′s principals shall be deemed to be those for which payment has not yet been made, and should any breach of these terms and conditions occur, may be repossessed by the Company in terms of paragraph 7.1.
The Customer shall fully insure the goods purchased from the Company against loss or damage for an amount equal to the amount owing by the Customer to the Company in respect of such goods, until the Customer has paid the full purchase price for such goods. Pending payment to the Company for goods purchased, all benefits in terms of the insurance policy relating to such goods are ceded to the Company.
The Company shall be entitled to identify goods sold to the Customer merely by way of packaging and other distinguishing marks. The Company shall not be obliged to identify its goods by way of serial numbers or any other form of identification.
Specifically, the Company shall be entitled to remove all goods of whatsoever nature owned by it from the Customer′s premises notwithstanding that certain of such goods removed may have been paid for. The rationale for permitting the Company to act in this manner is due to the fact that the Customer′s account is in debit and after a reconciliation thereof, should it emerge that with the recovery of all goods on the premises of the Company, the Customer is due a credit, such credit shall be passed.
Regardless of the place of execution or performance under these terms and conditions or the location where the Customer is domiciled, these terms and conditions and all modifications and amendments hereof and the sale and purchase of goods in terms hereof, shall be governed by and decided upon and construed under and in accordance with the laws of the Republic of South Africa.
The Company shall, at its option and notwithstanding that the amount of its claim exceeds the jurisdiction of the Magistrate′s Court, be entitled to institute action arising out of any contract, out of such court and the Customer hereby consents and submits thereto. Similarly, in the event of the Customer having a claim against the Company, it shall, at its option and notwithstanding that the amount of its claim exceeds the jurisdiction of the Magistrate′s Court, be entitled to institute action out of such Court and the Company consents and submits thereto. The provisions of this clause shall not prevent the Company from instituting proceedings in terms hereof out of any other court having jurisdiction.
A certificate issued and signed by any director or Credit Manager of the Company, whose authority need not be proved, in respect of any indebtedness of the Customer to the Company or in respect of any other fact, including the fact that such goods were sold and delivered, shall be prima facie evidence of the Customer′s indebtedness to the Company and prima facie evidence of such other fact and prima facie evidence of the delivery of the goods.
The Customer′s physical address as given on the front page of this document at Section A Clause 4, shall be the address which the Customer has chosen for all purposes in terms of any contract with the Company, whether in respect of the serving of any court process, notices, documents, forms or communications of whatever nature on the Customer (i.e. the Customer′s chosen domicilium citandi et executandi).
The Company′s address is at 20 Lepus Road, Crown Mines, Extension 8, Gauteng is the address that the Company has chosen for all purposes in terms of any contract, whether in respect of the serving of any court process, notices, the payment of any amount or communications of whatever nature (i.e. the Company′s chosen domicilium citandi et executandi).
The Customer agrees to pay all legal costs, including attorney and client costs, tracing agent′s fees and collection charges which the Company may incur in taking any steps pursuant to any breach or enforcement of these terms and conditions by the Customer whether or not legal proceedings are instituted.
Goods sold by the Company to the Customer are not returnable save at the sole discretion of the Company. Should the Company in its absolute discretion elect to accept the return of any goods, the following shall apply:
All goods returned must be complete, clean, saleable, undamaged and in their original packaging.
The value of credit given for goods returned will be calculated at the invoice value when the goods were purchased.
The Credit Control Department of the Company must be notified of the relevant invoice, packing slip and batch numbers before any claim for the return of goods will be considered.
All goods are to be returned at the Customer′s expense and the risk in the goods remains with the Customer until the Company receives the goods.
All goods returned to the Company by the Customer for credit or otherwise shall be at the Company′s discretion and, other than goods in respect of which the Company has a claim, shall be received and subject to a handling fee of 10% of the value of the goods concerned.
WARRANTIES & INDEMNITY
Warranty on the goods is limited to the manufacturer′s warranty. All other warranties, either express or implied, including any warranty that the goods are fit for a particular purpose are expressly excluded. The Company′s liability for any breach of warranty shall be limited to and fully discharged by the Company when it supplies, free of charge, goods replacing those found to be defective, having regard to the use already or previously obtained from them. The Company′s decision as to whether goods are defective or not shall be binding on the Customer and any enduser or purchaser thereon. The Company disclaims all liability to the Customer in connection with the Customer′s use of the goods supplied and in no event will the Company be liable to the Customer for special, indirect or consequential damages or loss, including but not limited to, loss of profits.
Any liability of the Company for breach of any contract will not exceed the total price paid by the Customer for the goods supplied.
The Company gives no warranty and makes no representation, express or implied, written or oral, that the goods sold by the Company are suitable for the purposes for which they have been ordered.
The correctness or validity of any advice or opinion given by the Company′s employees is not warranted and any such advice or opinion is given to the
Customer only and the Company accepts no responsibility for any damages that the Customer or any other party may incur as a result of the Customer or such other party relying upon such advice or opinion.
DISCLOSURE OF INFORMATION
The Customer understands that the information given in this document is to be used by the Company for the purposes of assessing his/its creditworthiness and it is intended to induce the Company to consider and accept this application. The Customer confirms that the information given in this document is accurate and complete. The Customer further agrees to update the information supplied, as and when necessary, in order to ensure the accuracy and completeness of the information contained herein is maintained.
The Company has the Customer′s consent at all times to contact and request information from any persons, credit bureaus or businesses, including those mentioned in the credit application form and to obtain any information relevant to the Company′s credit assessment of the Customer, including but not limited to, information regarding the amounts purchased from suppliers per month, length of time Customer has dealt with such supplier, type of goods purchased and manner and time of payment.
The Customer agrees and understands that information given in confidence to the Company by a third party in respect of the Customer will not be disclosed to the Customer.
The Customer hereby consents to and authorises the Company at all times to furnish credit information concerning the Customer′s dealings with the Company to a credit bureau and to any third party seeking a trade reference regarding the Customer in his dealings with the Company.
The Company reserves the right in its sole discretion to vary or amend these terms and conditions from time to time and any such amended or varied terms and conditions shall be binding on the Customer from the time that the Customer is notified thereof in writing. Any dealings subsequent to such notification shall be on the Company′s amended terms and conditions.
Each contract represents the entire agreement between the Company and the Customer in relation to the subject matter thereof.
12.3 No amendment and/or alteration and/or variation and/or deletion and/or addition and/or cancellation of these terms and conditions, or this clause 12.3, whether consensual or unilateral or bilateral shall be of any force and effect unless reduced to writing and signed by the duly authorised representative of the Company.
No warranties, representations or guarantees have been made by the Company or on its behalf, which may have induced the Customer to sign this document.
No relaxation or indulgence which the Company may give at any time in regard to the carrying out of the Customer′s obligations in terms of any contract shall prejudice or be deemed to be a waiver of any of the Company′s rights in terms of such contract.
The Customer shall not cede its rights nor assign its obligations in terms of any contract.
The Company shall at any time in its sole discretion be entitled to cede and assign all or any of its rights or obligations in terms of any contract to any third party without prior notice to the Customer.
The Customer undertakes to notify the Company within a period of 7 (seven) days of any change of address or any changes in the information as set out in this document. In the event of the Customer being a corporate entity, it undertakes to ensure that it maintains its CIPC registration and that, to the extent that it fails to do so (which affects the existence of the entity) or fails to advise the Company of any change thereof (which would affect the type of entity) within the said period, the Company will be entitled to withhold deliveries to the Customer.
The headings in this document are included for convenience and are not to be taken into account for the purpose of interpreting these terms and conditions.
Each of the terms contained in this document, shall be a separate and divisible term and if any such term becomes unenforceable for any reason whatsoever, then that term shall be severable and shall not affect the validity of the other terms.
Truco South Africa
Hose Fittings & Accessories
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Industrial / Mining Hose
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