South Active Trading CC – Reg: 2010/085728/23 t/as
- DEFINITIONS
1.1 “The Company” and/or “the Seller” means South Active Trading CC t/as South Active Solar.
1.2 “The Purchaser” and or “Buyer” means the party who has placed an order with the Company, or any person with whom the Company contracts as a result of any offer to purchase Product(s) or Service(s) from the Company, and includes the Purchaser’s representatives, successors and permitted assigns.
1.3 “Contract” or “Order” means any contract or agreement arising out of the acceptance of any offer to purchase
Product(s) or Service(s) from the Company, whether such Contract arises as a result of:
1.3.1 an offer made by the Company and accepted by the Purchaser; or
1.3.2 an offer made or order placed by the Purchaser and accepted by the Company; or
1.3.3 an offer made or order placed by the Purchaser in response to a quotation from the Company.
1.4 “Goods”, “Product(s)” and/or “Service(s)” means the subject matter of the Contract, as supplied or to be supplied by the Company.
1.5 “List Price” – is the latest official price of the Product(s) as quoted in the companies price list and/or website
www.southactivetrading.co.za
- ORDERS AND ACCEPTANCE
2.1 These terms and conditions shall apply to any Contract in terms of which the Company agrees to sell Product(s) and/or Service(s) to the Purchaser, to the exclusion of any terms and conditions which the Purchaser may seek to make applicable.
2.2 The acceptance of any order is subject to the availability of the Product(s) at date of acceptance.
2.3 A Contract shall come into existence when the Company accepts an order placed by the Purchaser for delivery of Product(s) and/or Service(s) or when the Purchaser accepts any offer to sell, or requests a quotation for delivery Product(s) and/or Service(s) marketed by the Company by conveying such acceptance, whether verbal or written, to the Company.
2.4 In the event of any offer, order, acceptance of an offer or order by the Purchaser being made or given on the
Purchaser’s official order form, the Purchaser shall be estopped from denying the validity thereof, notwithstanding the fact that such official order form may have been given or signed by a person not authorised thereto by the Purchaser.
2.5 Any typographical, clerical, or other error or omission in any sales literature, quotation and price list, acceptance of offer, invoice, other document or any other information issued by the Seller shall be subject to correction without any liability.
- Delivery
3.1 Carriage: Normally carriage will be for the Purchaser’s account. Until further notice however, the Company will pay normal goods railage to the Customer of any consignment of over R6000.00 provided that it is to the Purchaser’s own premises and that this is within a Radius of 50km from any of the cpmpany’s offices/warehouse.
3.2 Should the Company be requested by the Purchaser to deliver the Product(s) and/or Service(s) by an alternative method, or to a destination outside the 50km radius as listed in 3.1, any increase in the cost of such an alternative method of delivery shall be for the Purchaser’s account.
3.3 Notwithstanding any provision in the Contract to the contrary, the Company’s obligation to deliver the Product(s)s and/or Service(s) shall in all cases be subject to:
3.3.1 the availability of the Product(s)s;
3.3.2 the timely receipt by the Company of any and all instructions required by the Company for the execution of the Contract.
3.4 The Seller accepts no liability for any loss or damage resulting from delay in supplying Goods or Service(s) or for their non-supply, and any dates agreed for delivery or performance shall be regarded as estimated only, and the Buyer shall not be entitled to refuse acceptance of such late deliveries.
3.5 Short-delivery of materials must be reported within 7 (seven) days of consignment/invoice date to allow for
recovery. Failure to comply with this clause will imply that the Goods were delivered to the Purchaser and that the Risk has passed to the Purchaser.
3.6 Where the seller is required to perform work at or on (pursuant to its obligations to provide the Service(s) or
otherwise) or deliver goods to the Purchaser’s premises or premises specified by the Purchaser, the Seller shall be given uninterrupted access and reasonable facilities during normal working hours for performance of the contract and the Buyer shall accept delivery of, unload, provide suitable protection for and keep secure all materials and goods delivered from time to time.
3.7 The Buyer agrees that the signature of themselves, any agent, contractor, sub-contractor or employee of Buyer on the Seller’s official delivery note/invoice/job card/waybill, or the delivery note of any authorised independent carrier will constitute valid delivery of the goods purchased.
- Risk
4.1 The risk of the Goods shall pass from the Seller to the Buyer upon delivery of the Goods to the Buyer.
4.2 Notwithstanding delivery and the passing of risk in the Goods to the Buyer, the title and property in the Goods, including full legal and beneficial ownership, shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full for all Goods delivered to the Buyer under this and all other contracts between the Seller and the Buyer for which payment of the full price of the Goods there under has not been paid.
4.3 Payment of the full price of the Goods shall include the amount of any interest or other sum payable under the terms of this and all other contracts between the Seller and the Buyer under which the Goods were delivered.
4.4 Until such full payment, the Buyer acknowledges that they are in possession of the goods as the Seller‘s bailee. The Buyer shall store the Goods separately from their own goods or those of any other person and in a manner which makes them readily identifiable as the Seller‘s Goods and shall endorse a memorandum on the Buyer‘s accounts referring to the Sellers title in the goods.
4.5 If payment is overdue the Seller may (without prejudice to any of their other rights) recover and/or resell the Goods and the Buyer hereby irrevocably licenses the Seller or their agents to enter upon any premises where they are stored or where they are reasonably thought to be stored for the purpose of such recovery and/or resale.
4.6 Payment shall become due immediately upon the commencement of any act or proceedings in which the Buyer‘s solvency is involved.
4.7 In the event of the Buyer purporting to sell the goods to a third party before payment has been made to the Seller any such proceeds of sale shall be received and held by the Buyer as the Seller‘s agent. The Buyer therefore acknowledges and agrees to stand in a fiduciary relationship to the Seller and must strictly account to the Seller the proceeds thereof.
4.8 In the event of deliveries being effected by a recognised carrier, then the risk in and to the Product(s) shall pass to the Purchaser upon delivery thereof by the Company to such recognised carrier/depot.
4.9 If more than one delivery is to be made in terms of a Contract, then the provisions of this clause 6 apply to each delivery.
4.10 Should the Purchaser elect to have delivery by an alternative method in terms of clause 6.1 then the risk in and to the Product(s) so delivered shall pass to the Purchaser upon despatch of such Goods from the Company’s premises
- Warranties and Claims.
5.1 Should a product supplied to the Buyer by the Seller be faulty or require return for credit and where a warranty is applicable, the Buyer shall contact the seller within seven (7) days from the goods becoming defective and arrange for the goods to be returned to the seller, where
5.1.1 New goods are guaranteed according to the original Manufacturer Warranties for sourced products, and
warranty claims are subject to the approval upon inspection by the manufacturer.
5.1.2 certain goods may be sold to the Buyer on the basis of the seller not accepting any responsibility for latent
defects in which case any product warranties are specifically excluded.
5.1.3 Liability under a warranty claim is restricted to the cost of repair or replacement of faulty goods or granting of a credit to the value of such goods and any warranty/guarantee will exclude any resulting damage of such product failure in any way whatsoever.
5.1.4 Any Electrical Item, component, must be accompanied by a valid COC for the installation thereof where a
COC is required by law.
5.1.5 Due to the nature of GEL, AGM and Lead Acid Batteries and the range of use and abuse they are subject
to, the warranty shall not exceed 2 months on these items from the date of purchase.
5.2 All warranties and guarantees shall become immediately null and void should any equipment be tampered
with, seals be broken, or should the goods be operatedoutside their specifications and intended use.
5.3 Damage caused by lighting strikes, power surges, or other incidents beyond the control of the Seller are not covered in any warranties and guarantees.
5.4 Should the Company find no fault with the goods returned, this will be returned to the Purchaser carrying a
handling fee and cartage fee.
5.5 Goods returned due to incorrect ordering, will carry a 15 % handling fee.
5.6 All Contracts are executed by the Company without any warranty, express or implied, that the Product(s) and/or Service(s) will be suitable for use for any specific purpose, or under any specific conditions or under abnormal or unusual conditions or circumstances, notwithstanding the fact that such purpose, conditions or circumstances may be known to the Company. No representation is made nor warranty given to the Purchaser as to the performance of other qualities of the Product(s) sold.
5.7 The Company retains the right to vary or alter the specifications of the Product(s) without notice, save that such varied or altered specifications will not, without the Purchaser’s consent (which may not be unreasonably withheld) be applicable to Contracts already in existence.
5.8 The Purchaser shall have no claim of any nature whatsoever against the Company by reason of any delay by the Company in effecting delivery of Product(s) and/or Service(s) on any date or dates that may be specified in the Purchaser’s order, or within a reasonable time in those cases in which no such date is specified.
5.9 No objection or claim in respect of Product(s) and/or Service(s) delivered will be entertained unless:
5.9.1 it is endorsed on the delivery note or waybill at the time of delivery at the Purchaser’s place of business; and
5.9.2 it is made in writing to both the Company and the carrier effecting delivery within 7 (seven) days from the date of despatch of the Product(s)s.
5.10Should the Purchaser not have endorsed the delivery note of waybill in terms of 5.9.1 and objected in writing in terms of 5.9.2, then the Purchaser will be deemed to have received delivery of each and every item reflected on such delivery note or waybill.
- Suspension of the Company’s Obligations.
6.1 If any amount payable by the Purchaser is not paid on due date, then without prejudice to any other right which it may have in terms hereof, the Company may immediately suspend the carrying out of its then uncompleted obligations in terms of any Contract until payment is made in full by the Purchaser.
- Return of Goods
7.1 The Company does not accept the return of Product(s), other than Product(s) delivered in error or not
corresponding with the specifications in the Contract. Such Product(s) may be returned to the Company after
agreement by the Company in writing, at the Company’s expense within 15 (fifteen) days of receipt thereof by the Purchaser. Invoice/document numbers must always be quoted when a request for a credit for such Product(s) contemplated herein is made.
7.2 All goods returned will be in the same condition as when originally delivered by the Company. Failure to comply with requirement will nullify any further claims for credit against the Company
7.3 The Company may in its sole discretion and subject to such conditions or charges as it may impose, agree in writing to accept other returns. If it is determined that the returned Goods were returned without prior authorization or fault due to the Company, then a 15% (fifteen percent) handling fee will be charged.
7.4 Product(s) delivered in error or not corresponding with the specifications in the Contract will only be considered for credit to the Purchaser where such Product(s):
7.4.1 are returned undamaged to the Company within 15 (fifteen) days of receipt thereof by the Purchaser; and
7.4.2 are in their original packaging and have not been unpacked or used in part; and
7.4.3 are not defaced by price labels or other markings
- General
8.1 The Seller shall not be liable to the Buyer for any loss arising from or in connection with any representations, agreements, statements or undertakings made prior to the date of the Contract with the Buyer, other than those representations, agreements, statements and undertakings confirmed by a director of the Seller in writing
8.2 The Buyer shall not be entitled to assign the Contract and any obligations arising therein, without the specific
written consent of the Seller
8.3 The Buyer will use the goods for its intended use and as directed in the instructions, always take cognizance of and have regard to the warnings with respect to the use of the goods supplied/installed.
8.4 The Company has explained to me as the Buyer that due to the nature of battery power and capacity, the
duration of the charge of the Battery is dependant on the current that is drawn from the battery eg: a battery
that is rated as a 12v with 100ah capacity is equal to 1200watts of power and this will provide a current of
1200watts for 1 hour (less the minimum battery Depth of Discharge (DOD) which is 40% for Gel and 80% for
Lithium in general), so therefore will only provide in the case of the 12v 100ah gel battery (1200w – 40% =
720watts for 1 hour.) In another example, 2 x 12v 100ah batteries will supply 1440watts for 1 hour but will provide 720watts of power for 2 hours and provide 480watts of power for 3 hours. It was also explained to be
that as a battery goes through its natural life cycle, the ability to maintain these levels of discharge are reduced by a small percentage after every full charge and discharge cycle. The deeper the battery cycle used,
the fewer cycles the battery will be able to maintain.
8.5 The Company has explained to me as the Buyer that any SSEG (Small Scale Embedded Generator which is
classified as a small electricity generating/storage unit with or without solar panels less than 1MVA), both grid
tied and fully independent units, needs approval from the local municipality before installation. Whereas, the
company does offer this service at a fee to register and apply on behalf of the buyer, the buyer has the choice
to self apply or make use of the service from the company – the onus of this application is on the Buyer and as
the Buyer waive any rights or claims against the company if chosen to not make use of the Company’s service
to apply to the local municipality on the Buyers behalf.
- Responsibility for Losses, Damages and Delays
9.1 The Company will not be in any way responsible for losses, consequential losses, damages or delays sustained by the Buyer, irrespective of whether this is caused by or arising from any error, discrepancy, defect on
specifications, measurements or other instructions, natural disasters, unavoidable accidents of any kind, acts of the State’s enemies, riots, lockouts, cessation of labour, transport delays, shortened hours of labour, insurrection, war, the imposition of any trade boycotts or sanctions of trade restrictions by any government, authority, company or organisation or person or persons, whether within the Republic of South Africa or anywhere else, or any other cause of contingency whatsoever beyond the control of the Company.
9.2 The Company shall under no circumstances be liable for any loss of profit or any damages whether direct or indirect, consequential or otherwise, sustained by the Purchaser arising from any cause whatsoever, including any damages arising as a result of the negligence of the Company, its servants, agents and sub-contractors.
9.3 The Company provides no guarantees or warranties (whether express or implied) as to the suitability of any
goods for any purpose for which they are required.
- NON-WAIVER OF RIGHTS
10.1 No alteration or variation of these terms and conditions shall be of any force and effect, unless expressly agreed to in writing by the Company and signed by an authorised representative of the Company and the Purchaser
10.2 Any latitude allowed by the Company shall not be construed as a relaxation or waiver of the Company’s rights to enforce its rights at any stage
10.3 No waiver by the Seller of any breach shall be treated as a waiver of any subsequent breach of the same or any other provision.
10.4 If any provision of the Conditions is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Conditions and the remainder of the provision in question shall not be affected.
- GOVERNING LAW
11.1 This Contract is governed by the laws of the Republic of South Africa.
11.2 In terms of Section 45 of the Magistrates Court Act, No. 32 of 1944, (as amended), the Purchaser hereby consents to the jurisdiction of the Magistrates Court having jurisdiction in terms of Section 28 of the said Act in respect of any action to be instituted against the Purchaser by the Company in terms of the Contract. It shall nevertheless be entirely within the discretion of the Company as to whether to proceed against the Purchaser in such Magistrates Court or any other court having jurisdiction.
- Entire Agreement
This contract contains the entire agreement between the parties and any other terms thereof whether express or implied or excluded therefrom and any variations, cancellations or additions to this contract shall not be of any force or effect unless reduced to writing and signed by the parties or their duly authorised signatories.