Standard Terms and Conditions of Sale
- No variations from the terms and conditions herein contained, and no contrary stipulation unless provided for in the terms and conditions by THE BUYER in writing, shall be valid and binding unless confirmed by Directel Communications (Pty) Ltd (THE SELLER) in writing.
- Any discount which THE SELLER may have granted to THE BUYER shall be forfeited by THE BUYER if payment is not made to THE SELLER on due date.
- Orders, after acceptances, may not be cancelled in whole or in part or varied unreasonably, unless confirmed by THE SELLER in writing, whereupon THE BUYER shall be liable to pay to THE SELLER a cancellation fee amounting to 20% (TWENTY PERCENT) of the total order.
- THE SELLER guarantees the delivery, installation & handover of whole completed project on the site no later than 2 months after signing of the “acceptance of proposal” by THE BUYER. THE BUYER may however extent / delay the installation & delivery of products to the site for a longer period than the 2 months given to THE SELLER due to delay in building works and will communicate the new date in writing to THE SELLER. THE SELLER agrees that after the delivery of the products on site, the installation and complete handover of the system will be done within 1 week by THE SELLER. If the above deadlines aren’t met by THE SELLER, THE BUYER is entitled to cancel the whole order, all payments made by THE BUYER must be refunded to THE BUYER and no cancellation fee will be payable by THE BUYER.
- THE SELLER shall not be liable under any circumstances for any loss or any damage, direct or indirect, consequential or otherwise, sustained by THE BUYER as a result of non-delivery or non-performance of the products or services or late delivery or late performance of the products or services or due to any other cause whatsoever. THE BUYER however would be entitled to cancel the whole order due to non-delivery or non-performance of the products according to manufacturing specifications, all payments made by THE BUYER must be refunded to THE BUYER and no cancellation fee will be payable by THE BUYER. Subject to the aforesaid, THE SELLER will make every reasonable effort to deliver the products and render the services promptly and within the time required by THE BUYER.
- Notwithstanding anything to the contrary herein contained, ownership in and to the products sold shall only pass to THE BUYER upon the full purchase price therefore having being paid.
- All risk in and to the products shall pass to THE BUYER upon delivery thereof.
- THE SELLER shall not be required to deliver any products or render any services to THE BUYER for so long as THE BUYER is in arrears with any payment owing to THE SELLER from any cause or debt. In the event of THE BUYER committing an act of insolvency, or being placed under provisional or final judicial management, liquidation or sequestration, THE SELLER reserves the right to cancel any sale contract or order and to stop further deliveries and performance.
- No claim in respect of shortages or damage to the products sold or licensed shall be entertained unless made in writing and received by THE SELLER within 7 (SEVEN) days from date of complete handover of the project. No claim regarding quality of products shall be entertained by THE SELLER unless made in writing and delivered to THE SELLER within 12 (TWELVE) months from date of handover of the project. In the event of material defects or shortages in the products proved to THE SELLER’S satisfaction, and upon being properly notified, THE SELLER shall at its option: a.) either exchange the products for similar products, or b.) take back such products and refund the purchase price therefore.
- No further claims of whatsoever nature shall be entertained and in particular THE SELLER shall not be liable for any damages or for any direct or consequential loss of any nature after the 12 (TWELVE) month period.
- THE BUYER shall effect payment for the products, licences and services within 7 (SEVEN) days from date of invoice unless otherwise agreed in writing, subject to the conditions agreed on in point no 4 and that the invoice date would not be earlier as the payment terms set out above. Interest shall be charged and paid on all outstanding amounts at the rate of 2% (TWO PERCENT) above the publicly quoted prime overdraft rate. In the event of THE BUYER failing to effect payment of the purchase price of any products or licence fees for any software within 7 (SEVEN) days from date of demand for such payment, THE SELLER shall be entitled, at its option, and notwithstanding any indulgence or relaxation granted to THE BUYER, to cancel the agreement of sale or licence and repossess the products, the software or the balance thereof.
- THE SELLER shall be entitled to resell such products either by auction or by private treaty, and THE BUYER shall be passed a credit for all amounts received in excess of the expenses of recovery and resale, and shall be liable for any shortfall.
- These terms and conditions apply to all contracts for the sale of products, the licensing of software and services rendered, entered into by THE SELLER, whether or not such sales are pursuant to orders by telephone or telegram or orders placed with its agents or representatives on their behalf, and supersede any terms and conditions of sale laid down by THE BUYER. Any and all alterations or amendments to these terms and conditions shall be in writing and signed by both parties.
- All software delivered to THE BUYER shall be licensed for use by THE BUYER strictly in accordance with the terms and conditions of the standard licence applicable to the specified Software licensed and acceptance of delivery by THE BUYER or acceptance of any proposal or quotation shall constitute acceptance by THE BUYER of such terms and conditions, even if a written licence is not signed by THE BUYER. A copy of the standard licence terms and conditions for each Software product is available from THE SELLER upon request.
- Subject to clause 9, THE SELLER reserves the right (at it’s own discretion) not to accept any products returned if they are not in original condition and complete with all manuals, accessories, cables and packaging. Products may be returned within 12 (TWELVE) months from date of handover of the whole completed project should the product be defective or not conform to specifications.
- Subject to clause 9, in the case of software, once the package has been opened and/or the seal has been broken, the product is not returnable under any circumstances.
- Save where the manufacturer/ licensor (“manufacturer”) of the products sold or licensed to THE BUYER (“products”) gives warranties directly to THE BUYER, THE SELLER will give to THE BUYER the same warranties, with equivalent disclaimers and limitations of liability, in respect of the products which THE SELLER in turn receives from the manufacturer