BESPOKE HOROLOGY, A DIVISION OF ZOONGLA BRANDS (PTY) LTD
General Terms and Conditions of Sale
- “The Seller” means Bespoke Horology, a division of Zoongla Brands (Pty) Ltd
- “The Purchaser” means the party purchasing the goods.
- “The Parties” means the Seller and the Purchaser collectively.
- “The Contract” means each individual transaction of Sale concluded between the parties read together with these General Terms and Conditions of Sale.
- “The goods” means the subject matter of the Contract.
- Delivery of the goods by the Seller to the Purchaser:
- shall be effected at the Purchaser’s nominated address at which point the risk in and to the goods shall pass to the Purchaser; or
- may be effected in such other manner as the parties may agree to in writing.
- The Purchaser agrees that the signature of his, or any agent, contractor, subcontractor and/or employee of his, on the Seller’s, or the Seller’s duly appointed agent or an authorised independent Carrier’s, official delivery note/invoice/waybill will constitute delivery of the goods purchased and in an acknowledgment of receipt of the goods by the Purchaser in good working order.
- If within 7 (seven) days after the date of notification by the Seller that the goods are ready for despatch, the Purchaser does not provide the seller with delivery instructions, the Seller shall be entitled to arrange storage either at its own warehouse at a rate of storage which rate is reasonble and/or market related, or elsewhere, on the Purchaser’s behalf and at such Purchaser’s sole risk and expense, and to invoice the Purchaser immediately for the goods.
- An additional surcharge may be levied for delivery to various regions at the Seller’s discretion, the value thereof shall be communicated to the Purchaser, in writing.
- Delivery dates are based on the Seller’s prevailing stock situation and are subject to change and to the Purchaser carrying out all its obligations which will include the supplying of all the necessary information to carry out the relevant order after receiving it timeously.
- Irrespective of the date stipulated for delivery, the Purchaser records that such date shall not be of the essence of the Contract. Consequently, any failure by the Seller to deliver in terms of the Contract, shall not entitle the Purchaser to cancel the Contract or any part thereof, or to claim any loss or damages, whether consequential or otherwise. The Seller shall however make every endeavour to effect delivery timeously and inform the Purchaser of any impending delays as soon as is reasonably possible.
- Whenever any delay is caused by any instruction, or the lack thereof, by the Purchaser or as a result of industrial dispute or force majeure or any other cause whatsoever beyond the reasonable control of the Seller, the time for delivery shall be extended by a reasonable period, which will me reasonable having regard to the aforementioned circumstances.
- The full Contract price plus the cost of packing and delivery, unless specifically stated as being included, will be payable without any other deduction or set off at the Seller’s premises, or its nominated bank account, to the Seller by the Purchaser free of exchange.
- Unless otherwise stated, full Contract price is in South African Rands and is based as at the date of the Contract on the prevailing cost with regard to wage rates, cost of materials, freight, applicable insurance, coastal and landing charges, customs, dock and import duties, cartage and railage, rates of exchanges and all other such similar disbursements and/or costs.
- In the case of C.O.D. (Cash on Delivery) (if specifically agreed to in writing by the parties): The Purchaser shall make and provide written proof of all payments to the Seller simultaneously with the date of delivery of the goods to the Purchaser.
- In the case of Credit Terms (if specifically agreed to in writing by the parties): All payments shall be made by the Purchaser to the Seller within 30 days from date of delivery of the goods to the Purchaser or date on which the Seller invoices the Purchaser, whichever is the earlier date. In the event of delivery of the goods being delayed upon the Purchaser’s written request, it is agreed that payment shall be effected 30 days from date of invoice which shall be deemed to be the date the goods are ready for delivery to the Purchaser and subject to storage fees as outlined in clause 8 above. The Seller also reserves the right to suspend delivery of outstanding goods or demand full payments cash on delivery when the Purchaser has not complied with any of its obligations of any kind in favour of the Seller or any of its holding, subsidiary and fellow subsidiary companies from whatsoever cause arising.
- In the case of Deposit or Full Prepayment: A deposit or full prepayment may be required prior to goods either being ordered and/or delivered. The Seller shall communicate this requirement, in writing, to the Purchaser, if deemed necessary.
- partial delivery made by the Seller or its Agents; or
- delivery before a fixed due date,
- In the event of any:
the Purchaser shall nevertheless be obliged to accept delivery and be liable to make payment as stated in this main clause.
- Each product is subject to the terms of a manufacturer’s warranty in relation to each particular product, the details of which warranty (if such warranty is applicable) are available on sevenfriday.com; www.bomberg.ch; www.bausele.com; www.dalucastraps.com and store.madebyberg.com and are incorporated herein by reference.
- The Purchaser acknowledges that he has acquainted himself with such further specific terms and agrees that such further specific terms are binding on him.
- The Purchaser may not return goods without the prior written consent of the Seller. Such consent may be withheld at the sole and absolute discretion of the Seller if the goods have been in the possession of the Purchaser for an unreasonable period of time or is in such condition that the goods cannot be resold. All goods approved for return shall be subject to a handling fee as determined by the Seller from time to time. Original documentation must accompany the goods as proof of purchase by the Purchaser.
- The Seller shall not be liable under this warranty for:
- the goods that the Purchaser alleges are defective and have been repaired or altered by someone other than the Seller’s designated personnel or authorised representative, unless such repair or alteration was effected pursuant to prior written approval by Seller; or
- where the Purchaser fails to notify the Seller of any alleged defect within the period of warranty above; or
- where the goods have been altered or damaged in any way which the Seller reasonably determines to affect the performance and reliability, or where the goods has been subject to misuse, neglect or accident.
- The Purchaser shall have no claim against the Seller whatsoever in respect of any loss or damage of a consequential nature or otherwise which may be sustained by the Purchaser as a result of any defect in the good supplied.
- The Seller will not in any way be responsible for losses, damages or delays caused by or arising from natural disaster, an unavoidable accident or, industrial action, trade restrictions or any other cause whatsoever beyond the control of the Seller, whether eiusdem generis with the causes aforementioned or not.
- The Seller reserves the right to make any reasonable change to the design or form of any goods ordered during the execution of the Contract provided the stated performance, quality and specifications of the goods remain unaffected.
- The Seller will make every endeavour to fulfil its obligations. However, unless specifically accepted by the Seller, the Seller shall not be responsible for, and the Purchaser shall not be entitled to claim from the Seller any penalties, losses, expenses or damages whether consequential or otherwise from whatsoever cause arising.
- All goods delivered by the Seller to the Purchaser shall remain the sole and absolute property of the Seller until such time as the Purchaser pays to the Seller the purchase price thereof. The Seller expressly reserves the right at its discretion to repossess any goods for which full payment has not been received.
- Notwithstanding any of the provisions contained herein, the risk in and to the goods sold by the Seller to the Purchaser shall pass to the Purchaser on delivery.
- Should any amount payable by the Purchaser to the Seller not be paid on due date, or any payment by cheque be unpaid or dishonoured, or the Purchaser be liquidated, or be placed under Business Rescue Proceedings, or commit an act of insolvency or enter into a deed of arrangement or composition with any of its creditors, then the entire balance of all moneys outstanding by the Purchaser to the Seller, immediately and without notice become due and payable.
- The parties hereby consent to the jurisdiction of the Magistrate’s Court in respect of all amounts or causes of action arising out of the Contract even though the amount involved would normally exceed the jurisdiction of such a court.
- In the case of delivery by carrier, insurance coverage with the carrier is the responsibility of the Purchaser, unless otherwise agreed to in writing by the parties.
- A certificate signed by any authorised Manager or Director of the Seller (whose authority need not be proved) as to the amount of the Purchaser’s indebtedness to the Seller shall be conclusive proof and evidence for all purposes of the amount of such indebtedness and without limiting the generality hereof, including that of obtaining judgement or provisional sentence judgement against the Purchaser.
- The Purchaser shall not be entitled to deduct any amount or apply any set-off against payments due without first obtaining the Seller’s written consent.
- This Contract constitutes the entire agreement between the parties and any other terms, whether express or implied, are excluded from this Contract and any variations, cancellations and/or additions to this Contract shall not be of any force or effect unless reduced to writing and signed the parties or their duly authorised signatories.
- Each clause of the Contract is severable, one from the other, and if any one or more clauses are found to be invalid or unenforceable, such clause/s shall not affect the balance of the Contract which shall remained of full force and effect.
- The parties agree that this agreement shall be governed by and construed in accordance with South African law.
- Unless specifically stated otherwise, all goods supplied by the Seller will be to the manufacturer’s standard specifications, which may vary slightly from the basic International Specifications for similar goods.
- In the event of the Seller supplying to the Purchaser in accordance with the Purchaser’s order, the Seller shall not be responsible for the operational efficiency or quality of the goods so supplied or the required performance of work so carried out or the suitability of the goods for any purpose or for any other failure or defects in the goods or any aspects related to the works.
- No warranties, representations or undertakings of whatever nature have been made or given by or on behalf of the Seller otherwise than stated herein.
- In the event of the Seller instructing its attorneys to collect any overdue amount from the Purchaser, all legal fees, collection charges and tracing agents fees as between attorney and own client shall be borne by the Purchaser and all payments made shall firstly be allocated towards such fees and charges thereafter to interest and finally to capital.
- No relaxation or indulgence granted by the Seller to the Purchaser shall be deemed to be a waiver of any of the rights of the Seller hereunder and such relaxation or indulgence shall not be deemed a waiver and/or novation and/or compromise of any of these terms and conditions.
- Any rights, which may accrue to the Seller by virtue of the terms and conditions herein contained, shall be without prejudice to any other rights, which the Seller may have in law.
- Notwithstanding anything to the contrary herein contained, the Seller reserves to itself the right and shall in its sole discretion be entitled, without notice, to modify or withdraw the credit granted to the Purchaser at any time and without giving reasons therefore.
- It is agreed that the address of the Purchaser’s delivery address stated on the quotation and/or invoice and/or purchase order, shall be the Purchaser’s domicilium citandi et exuctandi for all purposes, whether in respect of court process, notices or other documents or communications, of whatever nature.