The Seller guarantees that the products manufactured by it will be free from defects in material and workmanship for the following periods:
- Taylor Shutterguard and Hurricane Aluminium Shutters for a period of 10 (ten) years from date of delivery;
- Taylor Thermowood Shutters for a period of 3 (three) years from date of delivery;
- Taylor Durodor Security Door for a period of 5 (five) years from date of delivery.
- Taylor Window Blinds for a period of 2 (two) years from date of delivery;
The guarantees given above are subject to:
- The Sellers product being installed by an installer authorised by the Seller;
- The Sellers products consisting exclusively of the Sellers materials and component.
- The Sellers products being used for a purpose for which it was not designed;
- The Sellers products were not misused, altered or repaired by an installer not authorised by the Seller;
- The Sellers products were regularly cleaned and maintained according to the Sellers product care instructions;
- The guarantee excluding fair wear and tear.
TERMS AND CONDITIONS FOR THE SALE OF GOODS
In this document the following words shall have the following meanings;
1.1 “Buyer” shall mean the person reflected as such on the reverse side hereof;
1.2 “The Goods” shall mean the articles manufactured and supplied by the Seller to the Buyer;
1.3 “Intellectual Property Rights “ shall mean all patents, registered and unregistered designs, copy right, trademarks, know-how and all other forms of intellectual property wherever in the world enforceable;
1.4 “Seller” shall mean Taylor Blinds (Pty) Ltd.
2.1 These Terms and Conditions shall apply to sales of Goods by the Seller to the Buyer to the exclusion of all other terms and conditions referred to, offered or relied on by the Buyer whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer;
2.2 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall not be of any force or effect unless agreed to in writing by the Seller.
All orders shall be placed by the Buyer in writing, including fax and e-mails, to the Seller. Only once an order has been confirmed in writing by the Seller shall an agreement come into being.
The price of the goods supplied by the Seller to the Buyer shall be as reflected on the confirmation of order form.
5.1 Credit terms may be offered subject to satisfactory credit vetting of the Buyer by the Seller. The offer of credit will be at the sole discretion of the Seller;
5.2 The Seller reserves the right to withdraw any credit facilities at any time without prior notice and the nature and extent of such facilities shall at all times be in the Sellers sole discretion.
6.1 Where credit is offered payment of the price and VAT and any other applicable costs shall be due within 30 days of the date of the invoice supplied by the Seller, unless otherwise agreed in writing.
6.2 In cases where credit is not offered payment will be made on confirmation of the order by the Seller or at the sole discretion of the Seller, COD;
6.3 The Seller will require a 50% (Fifty Percent) deposit on all COD orders in excess of R25 000.00 (Twenty Five Thousand Rand);
6.4 The Seller shall be entitled to charge interest on overdue invoices calculated from the date when payment becomes due until date of payment both days included at a rate of 2% (Two Percent) per annum above the prime lending rate of the Standard Bank of South Africa Limited and in addition a late payment fee of R350.00 (Three Hundred and Fifty Rand) to cover additional administration cost, will be payable by the Buyer;
7 MULTIPLE DELIVERIES
If the order for Goods by the Purchaser is to be executed in more than one delivery then failure by the Buyer to make payment for an order already delivered shall entitle the Seller at its election;
7.1 To require payment in advance for all orders not yet delivered and;
7.2 refuse to make delivery of any order not yet delivered without incurring any liability whatsoever to the Buyer for non-delivery or any delay in delivery.
8 DESCRIPTION OF GOODS
The Goods ordered shall be described by the Buyer with reference to the Seller’s standard catalogue and no other identification shall be binding on the Seller.
9.1 As soon as practicable after receipt of orders for the supply of goods, the Seller shall either;
9.1.1 deliver the goods to the Buyers premises; or 9.1.2 make the goods available at the Sellers premises as determined in the order form.
9.2 Delivery of the Goods shall take place once they are discharged or unloaded from the Sellers vehicle at the Buyers premises or discharged or loaded unto the Buyers vehicle at the Seller’s premises.
9.3 On delivery of the goods;
9.3.1 The Buyer shall satisfy itself that the Goods delivered are correct and the Goods ordered;
9.3.2 The entire responsibility for quality of the Goods and compliance with all laws shall become the sole and absolute responsibility of the Buyer.
9.4 If the Seller is unable to deliver the Goods because of actions or circumstances under the control of the Buyer, then the Seller shall be entitled to place the Goods in storage until such times as delivery may be effected and the Buyer shall be liable for any expense associated with such storage;
Risk in the Goods shall pass from the Seller to the Buyer upon delivery as specified in paragraph 9 above. 11 OWNERSHIP
11.1 Ownership in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods and any other expenses that may be payable. Until such time as the full purchase price has been received by the Seller, then the Buyer shall hold such Goods as detentor on behalf of the Seller.
11.2 In the event of any breach of the contract by the Buyer the Seller shall be entitled to take possession of the Goods delivered without prejudice to any further rights vested in the Seller.
12 RETURN OF UNUSED GOODS
12.1 All goods are sold on a firm sale basis, i.e. the Seller will not take back any goods not required by the Buyer, unless otherwise agreed, in which case the following terms apply.
12.1.1 Any returns must be authorised by a representative of the Seller before any credit will be given;
12.1.2 Where the Seller agrees to accept the return of goods the Buyer will be responsible for the cost of carriage and will ensure that the Goods are carefully packaged to avoid any damage in transit. The Seller will not be obliged to accept any Goods that are damaged in any way.
12.1.3 The Seller will only accept returned Goods that appear in the Sellers current Catalogue.
12.1.4 Credit of amounts due or paid in will only be given for Goods that are in saleable condition.
13 LIMITATION OF LIABILITY
In the event of any of the Goods being defective then the Seller shall not be liable for any all loss or damage suffered by the Buyer in excess of the contract price and the Seller’s liability shall be limited to either refund of the purchase price or replacement of the Goods.
14 FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside the Seller’s reasonable control, including but not limited to, acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials, the disruption in electricity supply, insurrection, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on his part terminate the contract. In this event it shall refund any payments made by the Buyer for the Goods.
15 RELATIONSHIP OF PARTIES
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
The contract between the Buyer and Seller for the sale of Goods shall not be ceded, delegated or assigned by the Buyer to a Third Party, without the prior written consent of the Seller being had and obtained.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
19 GOVERING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of South Africa.
20.1 All measurements are metric and in millimetres and presumed as such unless otherwise specified;
20.2 It is recorded that the first measurement is the width and the second the length unless otherwise agreed to in writing by the Seller.
21 CANCELLATION OF ORDERS
Orders may only be cancelled if no material has been ordered for the Goods purchased.
22 BREACH OF CONTRACT
In the event of breach of contract by the Buyer, or if the Buyer fails to pay amounts when due; and/or being an individual, should the Buyer die or be provisionally or finally sequestrated or surrender or make application to surrender his estate or commit any act of insolvency; and/or being a partnership, the partnership is terminated; and/or being a registered Seller or closed corporation, is placed under a provisional or final order of liquidation of judicial management, and/or has a judgement recorded against it which remains unsatisfied for 7 (seven) days, compromises or attempts to compromise with any of its creditors; or enters into any transaction which has the effect of changing the beneficial ownership of the Buyer’s business or if the Buyer enters in to any transaction which has the effect of a change in the effective control of the Buyer, then without prejudice to any other rights which the Seller may have, the Seller shall be entitled to demand that the whole amount due by the Buyer from whatsoever cause arising, be paid immediately; and Seller shall be entitled to exercise its rights in terms of paragraph 11.2; and the Seller shall be entitled to cancel any agreement which exists between the Seller and the Buyer and to suspend the carrying out of any further deliveries, in which event, the Buyer shall have no claims of whatsoever nature against the Seller arising out of such cancellation, or the suspension by the Seller, and the Seller shall also have the right to claim damages from the Buyer.
23. LEGAL PROCEEDINGS:
23.1 Regardless of the place of execution or performance under these terms and conditions or domicile of the Buyer, these terms and conditions and all modifications and amendments hereof, shall be governed by and decided upon and construed under and in accordance with the laws of the Republic of South Africa.
23.2 The Seller shall, at its option and notwithstanding that the amount of its claim or the nature of the relief sought by it exceeds the jurisdiction of the Magistrates Court, be entitled to institute action out of such court.
23.3 A certificate issued and signed by any director or manager of the Seller, whose authority need not be proven, in respect of any indebtedness of the Buyer to the Seller or in respect of any other fact, including but without limiting the generality of the aforegoing, the fact that such goods were sold and delivered, shall be prima facie evidence of the Buyer’s indebtedness to the Seller and of the delivery of the goods.
23.4 The Buyer’s address as given in the credit application form, shall be regarded as the Buyers chosen address for all purposes in terms of the agreement, whether in respect of the serving of any court process, notices, the payment of any amount and communication of whatsoever nature. This will be the Buyer’s domicilium citandi et executandi (domicilium) address.
23.5 The Buyer agrees to pay all legal costs including attorney and client costs and collection commission should any legal action be instituted against the Buyer for any amount due.
24 NON PREJUDICE:
The Buyer records that it was not moved to purchase the Goods from the Seller by any representations made by the Seller or any of its agents or representatives, and that the Buyer has inspected samples of the Goods which the Buyer acknowledges is fit for the purpose for which it has been purchased.