STANDARD TRADING TERMS AND CONDITIONSOF SALE AGREEMENT

1. Credit
   1. Unless specifically arranged, the PURCHASER acknowledges that the credit facilities granted are payable strictly 30 (Thirty) days from date of statement.
   2. Failure of the part of the PURCHASER to object to any item appearing on the COMPANY’S Statement of Account within fourteen (14) days of date of despatch of such statements, shall deem the account to be in order.
   3. A certificate by the COMPANY showing the amount due and owing by the PURCHASER to the COMPANY at any given time, shall be sufficient “Prime Facie” proof of the facts therein stated for the purposes of all legal proceedings against the PURCHASER for the recovery of the said amount.
   4. The PURCHASER nominates as it’s “Domicilium Citandi Et Executandi” the registered office address as reflected on the face hereof for the service upon it of all notices and processes in connection with any claim for any sum due to the COMPANY arising out of the credit granted by the COMPANY to the PURCHASER and undertakes to notify the COMPANY forthwith in writing of any change of address.
   5. Signature by the PURCHASER or by any representative of the PURCHASER of the COMPANY’S delivery note, shall be regarded as acceptance by the PURCHASER that the goods reflected in such delivery note have been properly and completely delivered.
   6. Until such time as the PURCHASER has paid the full purchase price in respect of any purchase of goods, the ownership in and to all such goods shall remain vested in the COMPANY. The COMPANY shall, in its sole discretion, without notice to the PURCHASER, be entitled to take possession of any such goods which have not been paid for and in respect of which payment is overdue, in which event the PURCHASER shall be entitled to a credit in respect of the goods so returned being the price at which the goods were sold or the value thereof as determined by the COMPANY.
   7. In the event of any order being given to the COMPANY on an order form reflecting the PURCHASER’S name as the entity from which the order emanates, such order shall be deemed to have emanated from the PURCHASER, not withstanding the fact that such order may have been given or signed by a person not authorised by the PURCHASER and such order will be deemed to constitute valid delivery.
   8. It is agreed that set-off shall operate automatically as a matter of Law at the moment reciprocal debts between the COMPANY and the PURCHASER come into existence and independently of the will of the parties and it shall not be necessary for either the COMPANY or the PURCHASER to specifically raise set-off. Upon the operation of an automatic set-off aforementioned, the debts shall be mutually extinguished to the extent of the lesser debt.
   9. The PURCHASER undertakes to notify the COMPANY, in writing, within seven (7) days of change in ownership of the PURCHASER’S business, or should the PURCHASER be a company, any share transaction where the majority shareholding is affected, failing which notice the entire balance owing, whether due or not, will immediately be deemed to be due and payable by the PURCHASER. In addition to the aforegoing, the PURCHASER acknowledges that immediately upon any change of ownership in the PURCHASER, any outstanding amount whether due or not, shall be deemed to be forthwith payable by the PURCHASER to the COMPANY.
   10. The COMPANY shall, at any time, in its sole discretion, be entitled to cede all of its rights in terms of this application for credit facilities and deed of suretyship to any third party, without prior notice to the PURCHASER.
   11. Goods received may under no circumstances be returned for credit without prior arrangements being made and are subject to a 15% handling fee. All goods for which arrangements have been made and which have been received into our store, are subject to inspection before any credits will be passed and must be returned in their original packaging and in an original condition, as was supplied.
   12. Credit facilities may be withdrawn by the COMPANY at any time without prior notice having been given and the COMPANY reserves the right to review the extent, nature and duration of such facilities at all times.
   13. If any amount owing by the PURCHASER is not paid within SIXTY days from date of statement, the PURCHASER shall be liable for interest at the rate of 2 % above prime over-draught rates of The Standard Bank of South Africa, from time to time, per month, on the overdue amount from due date to date of payment, calculated and payable monthly in advance, and if the said interest is not paid as aforesaid, the said interest shall be added to the principal sum and the whole amount shall form the principal debt which shall bear interest as aforesaid.
   14. In the event of the COMPANY instructing attorneys to collect from the PURCHASER any amount owing to the COMPANY, the PURCHASER agrees to pay all costs and collection fees on an attorney and client scale.
   15. The PURCHASER further consents to the jurisdiction of either the magistrate or the Supreme Court of South Africa notwithstanding that the claim by THE COMPANY exceeds the normal jurisdiction of the magistrates court as to amount. The COMPANY may however, institute proceedings, notwithstanding the aforegoing consent, in any other court of competent jurisdiction, at its own discretion.
   16. The PURCHASER acknowledges that in the event of it being a proprietorship, partnership, a company or closed corporation and converting from a proprietorship, partnership, or company to closed corporation or from a proprietorship, partnership or closed corporation to a company at any time hereafter, as the case may be, any surety / signatory in terms of this application for credit shall nevertheless still remain bound as a surety.
   17. In the event of the PURCHASER being a Company or Closed Corporation, then the signatory hereto for and on behalf of such Company/Closed Corporation, binds himself as surety and co-principal Debtor, in solidum, with the PURCHASER in respect of all the duties and obligations of the Company/Closed Corporation to and in favour of the COMPANY and hereby renounces the legal exceptions non Causa debiti errore calculi, revision of accounts, no value received and excussion the meaning, force and effect whereof the signatory declares himself to be fully aquainted.
2. PRICE VARIATIONS
   1. Prices are exclusive of VAT.
   2. Prices are based on the cost to the COMPANY of material, labour, transport, customs, excise and other duties, landing charges, if any, insurance and the rates of exchange ruling at the date of sale. In the event of there being any increase which affects any such costs prior to delivery, the prices will be subject to variation proportionally and without prior notice, at the discretion of the COMPANY.
3. RISK AND WARRANTY
   1. Goods to be dispatched to the PURCHASER by rail or other carriers shall be at the PURCHASER’S risk from time delivery is made by the COMPANY to the carrier, whether or not such railage or other charge is paid by the COMPANY.
   2. Claims for shortages or damages must be notified in writing within 48 hours after delivery of goods, failing which no claim will be recognised.
   3. The COMPANY will repair or at its discretion replace, at point of original delivery, any goods sold which are proved within twelve months from delivery, not to conform to specification or to be defective due to faulty workmanship or materials. Save as aforesaid no warranty, guarantee or representation of any nature is given or implied by the COMPANY and any other warranty, guarantee or representation is expressly excluded. Under no circumstances shall the COMPANY be responsible for loss of the PURCHASER’S profit or for any consequential or indirect or any damages of any nature whatsoever and from whatever cause arising.