MANEX POWER AND MARINE (PTY) LTD
(Registration no. 2018/275300/07)
GENERAL CONDITIONS OF SALE
1.1. In these General Conditions of Sale, unless the context otherwise indicates:
1.1.1. “the Company” means Manex Power and Marine (Pty) Ltd (Registration no 2018/275300/07) and its successors or assigns;
1.1.2. “the Customer” means any party to whom goods are sold, supplied or delivered and includes any party to whom the Company has given a quotation or any party to whom the Company has rendered any services of whatsoever nature;
1.1.3. “goods” mean any goods, equipment or other item sold, delivered or supplied by the Company to the Customer or to such other party as the Customer may direct;
1.1.4. words importing the singular shall include the plural and vice versa, and words importing any gender shall include all other genders, and words importing persons shall include partnerships and bodies corporate or incorporate.
2.1 All contracts entered into with the Company and all quotations given by the Company shall be subject to the terms, conditions and exceptions contained in these General Conditions.
2.2 Unless otherwise stated by the Company in writing, all quotations shall remain open and valid for 7 days from the date thereof, and the Company shall at its own discretion not be bound by any acceptance received after such period.
3.1 Unless otherwise agreed in writing, all prices quoted for goods or at which goods are sold by the Company shall be the net prices and shall be exclusive of any Value Added Tax or any other taxes applicable to the sale thereof which shall be payable by the Customer.
3.2 All prices are based on the cost of the goods to the Company as at the date of quotation or the sale (as the case may be), and in the event of such cost increasing at any time after the relevant date, the Company shall be entitled to increase such prices by the same percentage as such cost increases.
3.3 Unless otherwise agreed in writing, all prices shall exclude the cost of delivery which shall be borne by the Customer.
4.1 Unless otherwise agreed in writing, delivery of the goods shall take place at the premises of the Company.
4.2 Where the Company has agreed to deliver the goods elsewhere, all risk in the goods shall pass to the Customer from the time that the goods leave the premises of the Company.
4.3 The customer agrees that the signature of an employee or agent on a delivery or waybill of the Company or carrier of the goods shall constitute due and proper delivery thereof.
4.4 The Company shall not be liable for any goods not delivered or shortages or breakages unless the Company has been notified thereof immediately upon delivery thereof and the same has been confirmed in writing by the Company within 7 days after delivery.
4.5 Unless otherwise agreed in writing, the Company shall not be responsible for the installation or assembly of goods.
5. Ownership and Payment
5.1 Unless otherwise agreed in writing, the price of the goods and the cost of delivery shall be payable on the date of sale thereof.
5.2 Ownership of all goods shall remain vested in the Company until all amounts payable thereof have been paid to, and received by, the Company in full.
5.3 Ownership of the Goods shall be reserved in favour of the Company and shall not pass to the Customer until such time as the purchase price has been paid in full.
5.4 The goods are sold voetstoots and all representations whether expressed or implied are specifically excluded.
5.5 All amounts payable to the Company shall be paid to the Company free of bank commissions or exchange and without deduction or set off at its principal place of business for the time being or at such other place as the Company may direct.
6.1 The Company gives no warranty or undertaking (whether implied in law or otherwise) that any goods are fit for any purpose or that goods will be of a merchantable quality.
6.2 The Company shall at its sole discretion consider repairing, without obligation, any defective goods or replace same with goods of a similar kind provided the Company receives a written notice of the defect within 90 days after the date of the sale of such goods.
6.3 The liability of the Company to repair or replace any defective goods in terms of 6.2 shall not apply –
6.3.1 where parts are supplied by the Customer or any other person for embodiment of the goods;
6.3.2 to any damage caused by accident or misuse of the goods or failure to follow the instructions or manuals supplied by the Company or manufacturer regarding the installation or use thereof;
6.3.3 where the goods have been used in connection or in conjunction with equipment which has not been approved by the Company;
6.3.4 to goods not manufactured by the Company provided that in such instance the Company shall extend to the Customer the benefit of rights the Company may have against the supplier thereof.
6.4 Save as aforesaid, the Company shall not be liable for any defects in the goods, whether latent or patent.
7. Exclusion of liability
The Company shall not be liable for, and the Customer shall indemnify the Company against any liability, claim or proceedings arising from any loss or damage of whatsoever nature, including but not limited to death and/or injury, (whether direct, indirect, consequential or otherwise) sustained by the Customer or any third party, howsoever arising out of or in connection with the goods or the use thereof or otherwise, whether due negligence of the Company, its servants, employees or agents of however otherwise. In view hereof, the Customer is advised to ensure their interests.
8. Credit facilities
Any credit facilities extended by the Company and granted to the Customer from time to time may be withdrawn by the Company at any time and without prior notice and the Company reserves the right to review the extent, nature and duration of such facilities at all times, without assigning any reason therefor.
The provisions of these General Conditions shall apply mutatis mutandis to any services rendered by the Company to the extent that such provisions are capable of being applicable to such services.
10.1 Should the Customer fail to pay any amount due to the Company on the date due or commit a breach of any the provisions of any contract with the Company, then in either such event the Company shall be entitled, without prejudice to any of its other rights or remedies, to cancel such contract or to claim immediate payment of all amounts owing by the Customer to the Company, whether payment of such amounts are due or not.
10.2 The Customer shall pay to the Company interest on all overdue amounts at the prime rate of the bankers of the Company from time to time calculated from the due date for payment thereof.
10.3 A certificate signed by the Company or any director or manager of the Company (whose appointment, qualification or authority need not to be proved) reflecting the amount of the indebtedness of the Customer to the Company and the fact that the same is due and payable shall be conclusive proof for the purposes of the Company obtaining provisional sentence or any judgement against the Customer or any further particulars and any action instituted against the Customer.
10.4 In terms of Section 45 of the Magistrate’s Court Act, No.32 of 1944 (as amended), the Customer shall be deemed to have consented to the jurisdiction of the magistrate’s court in respect of any action or proceedings which may be instituted by the Company against the Customer.
10.5 Notwithstanding clause 10.4, the Company shall be entitled in its discretion to institute any action or proceedings which may be instituted against the Customer in the Supreme Court having jurisdiction and the Customer shall be deemed to have consented to and submitted itself to the jurisdiction of the Western Cape Division of the Supreme Court of South Africa.
10.6 The Customer shall pay to the Company or its attorneys on demand all tracing fees, legal costs on an attorney and own client scale and collection commission payable by the Company in respect of any action or proceedings which may be instituted by the Customer against the Customer.
11. Notices and Domicilia
The Customer shall be deemed to have chosen domicilium citandi et executandi for all purposes arising from any contract with the Company at the last known address of the Customer according to the records of the Company.
12. General Provisions
12.1 No alteration, cancellation, variation of or any addition to any quotation or contract concluded with the Company shall be binding on the Company unless reduced to writing and signed by the duly authorised representative of the Company.
12.2 The Company shall not in respect of any contract concluded with the Customer be bound by any undertakings, representations, warranties, promises or the like not agreed to in writing by the Company or its duly authorised representative.
12.3 No indulgence, leniency or extension of time which the Company may grant or show to the Customer shall in any way prejudice the Company or preclude it from exercising any of its rights in future.
12.4 All quotations given by the Company and all contracts entered into with the Company shall be governed by and construed according to the laws of the Republic of South Africa.