a. "The Supplier" shall mean Lectro-Tech (Pty) Ltd.
b. "The Customer" shall mean the party to whom the quotation is addressed.
c. "Goods" shall mean all equipment, parts, materials and/or consumables referred to in the quotation.
d. "Order" shall mean the placing of an Order either in writing or telephonically by the Customer with the Supplier in terms of which the Customer orders from the Supplier any of the Goods.
2. TERMS AND CONDITIONS
a. The Customer acknowledges that it does not, and will not at any stage in the future, rely on any representations and/or guarantees made by the Supplier in regard to the Goods or any of its qualities, other than those contained in these Terms and Conditions or in any written document signed by a Director of the Supplier. Any recommendation, formula, advice, dimension, weight, specifications, price list, performance figure, advertisement, brochure and other technical data furnished by the Supplier in respect of the Goods, is approximate and for information only and will not form part of these Terms and Conditions in any way, with it being the sole responsibility of the Customer to determine that the Goods ordered are suitable for the purposes of their intended use.
b. Any Delivery date undertaken by the Supplier shall be estimation only and the Supplier shall not be bound to make Delivery on such estimated date; with time not being of essence in respect of these Terms and Conditions. Accordingly, any such Delivery date so undertaken by the Supplier will not constitute a binding undertaking or guarantee in that regard made by the Supplier and no liability shall attach to the Supplier in respect of any direct or consequential losses arising from delay in the Delivery of any Goods, irrespective of the cause of such delay, and the Customer shall not be entitled to cancel its Order with the Supplier in respect of such Goods, nor vary the terms thereof, in the event of the Supplier not Delivering the Goods by or on the date in question and/or within a reasonable period of time.
c. Payment by the Customer, in circumstances where it has approved credit facilities by the Supplier to it (the approval of which is entirely within the discretion of the Supplier) shall be required to be made by the Customer to the Supplier by the end of the month following the month appearing on the invoice in respect of the Goods Ordered, with such payment to be made by cash or cheque or bank transfer, delivered to the Supplier or deposited directly into the Suppliers banking account, free of bank charge or commission. A Customer with approved credit facilities as aforesaid furthermore hereby undertakes to ensure that any credit limit approved by the Supplier in respect of such Customer is never exceeded. No Orders of the Customer will be executed by the Supplier while any such credit limit is exceeded or any payment is overdue beyond the payment period set out above.
d. The Supplier shall charge interest on any overdue amount/s owing by the Customer to the Supplier at the rate of 5% (five percent) per annum above the rate of interest charged by First National Bank to its most favoured clients in respect of overdraft facilities.
e. Any credit facility granted by the Supplier to the Customer may be withdrawn at any time by the Supplier upon written notice top the Customer, in the sole discretion of the Supplier and for any reason whatsoever, whereupon the Customer shall be required to make payment to the Supplier on a Cash-On-Delivery basis in respect of Goods Ordered.
f. The Customer shall not be entitled to return any Goods to the Supplier without the Supplier's prior written consent thereto. No claim in respect of shortages, damage and/or defects in and to the Goods shall be entertained unless made in writing by the Customer and received by the Supplier within 48 (forty eight) hours from date of Delevery of the Goods. Failing such notification the Goods will be deemed to be operating satisfactorily in all respects and the Customer shall have no claim whatsoever in respect thereof against the Supplier. In the event of shortages, damage and/or defects in the Goods being proved to the Suppliers satisfaction, and upon being properly notified as aforesaid, the Supplier shall at its option, but subject to clause (g) hereof below:
i. Either exchange the Goods for similar Goods: or
ii. Take back such Goods and refund the purchase price thereof (if same has already been paid) or pas a credit thereof (if the purchase price in respect thereof has not been paid).
No further claims of whatsoever nature shall be entertained by the Supplier in respect of such Goods, with the Customer hereby agreeing to waive any such further claims.
g. The Supplier reserves the right, in its own discretion, not to accept any Goods returned and/or exchanged if they are not in the original condition as Delivered, complete with all manuals, accessories, and cables and/or packing (as the case may be).
h. Risk in and to any Goods supplied by the Supplier to the Customer shall pass on Delivery, however, ownership in such Goods shall remain vested in the Supplier until the entire purchase price in respect thereof and any overdue interest and/or associated costs and/or charges payable thereon and/or in respect thereof have been paid by the Customer to the Supplier in full.
i. The Customer hereby authorises, and consents to, the Supplier entering the Customer's premises in the event of the Customer breaching any terms of these Terms and Conditions, for the purposes of repossessing Goods for which no payment has been received and in respect of which ownership vests in the Supplier in terms hereof.
j. Any legal proceedings between the Supplier and the Customer, a certificate of any Manager or Director of the Supplier, whose designation need not be proved, as to which Goods on the Customer's premises are the Suppliers property, shall be prima facie evidence of facts stated therein.
k. The Customer agrees that if any amount owing by it to the Supplier is not paid in full or at all by it to the Supplier on or before the due date of payment thereof in terms of these Terms and Conditions; or if the Customer commits a breach of any of the terms of these Terms and Conditions, or being an individual, is provisionally or finally sequestrated or surrenders his estate, or being a partnership, is dissolved, or being a company or close corporation is placed under a provisional or final order of judicial management or liquidation, or compromises or attempts to compromise generally with its creditors or if an order in terms of section 65 of the Magistrates Court Act, No 32 or 1944, as amended, is issued against the Customer, or if it commits or permits any such act that may prejudice the rights of the Supplier; then in any of these events the Supplier may either institute action against the Customer for specific performance in terms hereof or cancel any agreement concluded between the Supplier and the Customer and take possession of any Goods delivers to the Customer, in both instances without prejudice to the Supplier's right to claim any and all money then owing by the Customer to the Supplier (regardless of whether the due date for payment thereof has arrived) as well as damages suffere4d by the Supplier as a result of such breach. Further more and in such event, the Supplier shall be entitled immediately to suspend any delivery of Goods to the Customer.
l. In the event of the Supplier having to instruct an attorney to enforce any rights against the Customer in terms of these Terms and Conditions or otherwise, the Customer agrees to be liable for pay to the Supplier the attorney and own client costs incurred by the Supplier in connection therewith, including, where applicable, collection commission and tracing agent's charges.
m. Other than in written warranties that are given by the manufacturer of any Goods Ordered, the Supplier makes no warranties whatsoever, whether express or implied, in respect of any such Goods Ordered, whether relating to their marketability, quality and/or fitness for any particular use and/or purpose. In addition, the Supplier will not be liable for any damages whatsoever in respect of any warranty relating to the Goods, with the Customer hereby indemnifying and holding the Supplier harmless in respect of any claim for any such damages from any party whomsoever.
n. The Customer shall ensure that Goods are operated in accordance with their instruction manuals supplied with the Goods and/or their specifications and/or their usual accepted use (as the case may be) and shall provide appropriate training in this regards to relevant personnel who come into contact with the Goods. The Customer hereby indemnifies the Supplier against any claim made against the Supplier, as a result of the Customer being in breach of any part of this clause.
o. The Customer shall not at any time impart or (apart from the operation of the Goods) use any confidential information of the Supplier as to the methods of manufacture, plans, formulae, drawings, price lists, documents or other information relating to the Goods of the Supplier.
p. These Terms and Conditions represent the entire agreement between the Customer and the Supplier in respect of the subject matter hereof and no alterations or additions to these Terms and Conditions shall be of any force and effect unless agreed to by both parties, reduced to writing and signed by the Customer and the Supplier.
q. No indulgence, extension of time, relaxation or latitude which the Supplier may show, grant or allow to the Customer shall constitute a waiver by the Supplier of any of its rights not act as an estoppel against the Supplier in respect of any of its right and/or remedies.
r. The Supplier may cede and/or assign any of its rights and/or obligations in terms of this Agreement to any third party, with the Customer hereby giving its prior consent thereto.