Terms And Conditions
The Client, hereby applies for credit facilities with Aveng Trident Steel (“Aveng Trident Steel “) a division of Aveng Africa (PTY) Ltd, on the terms and conditions contained herein. These terms and conditions will apply to the contract of goods sold and delivered by Aveng Trident Steel to the Client.
These terms and conditions read with the application for credit facilities will apply to the contractual relationship between Aveng Trident Steel (and any of its subsidiaries, affiliates, divisions, and holding company) on the one part, and the Client on the other part.
All quotations, orders and conditions are subject to the under mentioned terms and conditions which are binding throughout whether or not a quotation has been made and may not be varied or cancelled except by written consent by Aveng Trident Steel. All illustrations, drawings, specification, prospectuses, advertisements, schedules and documents of a like nature are for information only and not binding on Aveng Trident Steel, and are not part of these terms and conditions.
- 3.1 Prices of Aveng Trident Steel are based on cost of production, sales and delivery at date of quotation or when the order ids placed and should there be any increase in the cost of the material to Aveng Trident Steel prior to the delivery to the Client, Aveng Trident Steel shall be entitled to increase the price of the goods to the extent of the increase of such cost. A certificate from a manager for the time being of Aveng Trident Steel shall be conclusive proof of any price increase and shall be final and binding on the parties.
- 3.2 Prices of imported goods and material are based on the export prices plus rates of foreign exchange, ocean freight, railage, marine and war risk insurance and customs, clearing and dock charges, in addition to what is contained in 3.1 above should the cost of the item in clause 3.2 increase, Aveng Trident Steel shall be entitled to increase the price of the goods to the extent of such increase and the provisions of clause 2.1 shall mutatis mutandis apply.
- 3.3 Deliveries of imported material are subject to the grant of requisite import permits.
- 3.4 In respect of delivery of goods by road transport, prices are quoted and deliveries made at the premises of the Client provided that when the Client, or its agent, collects the goods from Aveng Trident Steel, than prices are quoted and deliveries are made at the warehouse or factory of Aveng Trident Steel.
- 3.5 A weighbridge certificate issued by Aveng Trident Steel or its agent is conclusive evidence of weight taken. Normal trade usage, tolerance, size or quality will apply.
- 3.6 In the event of any orders not collected by the Client within 30 days of date when made available, Aveng Trident Steel will be entitled to charge a storage fee of 0.5% of the value of the order, payable by the Client within a further 30 days. In such event Aveng Trident Steel will acquire a lien over the goods until payment in full is made by the Client, for the order and the storage costs.
- PAYMENT TERMS
- 4.1 Where Aveng Trident Steel, designates a sale as a cash purchase, payment must be made and cleared 3 (three) business days prior to the sale and or delivery. For all other sales payment must be made no later than 30 days from the date of statement.
- 4.2 The Client shall not claim the right to any rebates and/or discounts on any basis whatsoever unless a director or manager of Aveng Trident Steel shall have agreed to such rebates and/or discounts in writing, and further provided always that such amount shall not be allowed if any payments are overdue.
- 4.3 The Client shall not be entitled to claim set-off or deduction or exchange in respect of any payment due by the Client to Aveng Trident Steel.
- 4.4 Any disputes arising from invoices must be raised within seven working days of the date of invoice, failing which no such disputes will be entertained and the Client will be deemed to have accepted the condition of the goods as defect-free. Specs
- MATERIAL SPECIFICATION
- 5.1 Materials and goods are supplied in commercial quality unless a special quality stipulation is accepted.
- 5.2 The size and dimensions of the goods supplied by Aveng Trident Steel to the Client shall be presumed to be in accordance with the size and dimensions of the goods ordered by the Client from Aveng Trident Steel, unless the Client notifies Aveng Trident Steel in writing to the contrary within two days prior to delivery of the goods by Aveng Trident Steel to the Client. In the event of the Client failing to so notify Aveng Trident Steel in writing within two days or in the event of the Client at any time processing or fabricating the goods Aveng Trident Steel shall not be liable for any loss or damage howsoever arising which the Client may sustain or incur.
- 5.3 Where the material is shown by the Client not to comply with the required specification, to the satisfaction of Aveng Trident Steel, Aveng Trident Steel shall replace the said material provided that:
- 5.3.1 Aveng Trident Steel’s supplier of the goods will have confirmed in writing to Aveng Trident Steel that the goods are not according to the required specification and in good condition
- 5.3.2 The Client will have notified Aveng Trident Steel in writing within two days of delivery that the goods are not according to specification, and
- 5.3.3 Aveng Trident Steel’s liability shall not extend to any loss of profits or any other damage of whatsoever nature, whether consequential or otherwise.
- APPROPRIATION OF PAYMENTS
- 6.1 Aveng Trident Steel may appropriate all payments made by the Client to such accounts at its sole and absolute discretion .
- 6.2 Credit limits and payment terms shall at all times be at the sole discretion of Aveng Trident Steel who may alter or withdraw same at any time.
Should any amount not be paid by the Client on the due date then the whole amount then outstanding shall become due, owing and payable irrespective of the dates when the goods were sold and the Client shall be liable to pay interest in respect of amounts unpaid as at the due date at the rate of 2% per annum above the lending rate usually charged by the Reserve Bank of South Africa Limited, from time to time on all overdue amounts from due date until date of payment, calculated and payable monthly in advance and should the said interest not be paid in full as aforesaid, the same shall be added to the principal sum, and the total shall form the principal debt which shall then bear interest in the manner as set out above.
- 8.1 Aveng Trident Steel shall have the right to suspend the rendering of services and its obligations in terms of this agreement if any amount due by the Client is unpaid.
- 8.2 Whilst every effort will be made to deliver the goods ordered, Aveng Trident Steel does not guarantee the delivery of goods or the rendering of services on any specific date and shall not be liable for any damages for failure to deliver goods or to render services timeously for any reason beyond Aveng Trident Steel’s control, including but not limited to, inability to secure labour, power, materials, equipment or supplies or by reason of an act of God, war, civil disturbance, riot, state emergency, strike, lockout or other labour disputes, fire, flood, drought or legislation. The Client shall not be entitled to cancel any order by reason of such delay and time of performance shall not be a material term of this agreement.
- 8.3 Delivery of the goods by Aveng Trident to the Client may take place at the premises of Aveng Trident Steel, the Client’s business premises or any other premises agreed by Aveng Trident Steel and the Client. Aveng Trident Steel will be entitled, and the Client authorises Aveng Trident Steel, to deliver the goods to any employee, agent, representative or nominated transporter of the Client. A delivery note signed by the Client/s employee, agent, representative or nominated transporter shall constitute prima facie proof that the goods have been delivered to the Client.
- 8.4 The risk in and to the goods delivered by Aveng Trident Steel to the Client shall pass to the Client upon delivery. However ownership in and to the goods delivered by Aveng Trident Steel shall remain vested in Aveng Trident Steel and shall not pass to the Client until payment of the full purchase price has been made.
- 8.5 A 10% handling fee shall be levied in the event a customer fails to take delivery of material ordered by them.
- NEGOTIABLE INSTRUMENTS
Acceptance of a negotiable instrument by Aveng Trident Steel shall not be deemed to be a waiver of Aveng Trident Steel rights under this agreement. In relation to cheques furnished by the Client to Aveng Trident Steel, the Client waives its right to insist on notice of dishonour or protest being given to it in the event that the cheque is dishonoured.
Aveng Trident Steel shall, at its option and notwithstanding that the amount of its claim or the nature of the relief sought by it exceeds the jurisdiction of the Magistrate’s Court be entitled to institute action out of such Court. Aveng Trident Steel will however be entitled at its election to institute any claim in any High Court having jurisdiction, notwithstanding that the amount so claimed or the relief sought may fall within the jusrisdiction of the Magistrate’s Court, and the Client consents to such jurisdiction.
- ALTERNATE DISPUTE RESOLUTION Any dispute or claim between the parties shall be resolved in any Court of competent jurisdiction as mentioned above, alternatively, at the election of Aveng Trident Steel and to the extent allowed by law, be resolved in accordance with the Rules of the Arbitration Foundation of Southern Africa, by an arbitrator appointed by the Foundation. Aveng Trident Steel shall, at its option and notwithstanding that the amount of its claim or the nature of the relief sought by it exceeds the jurisdiction of the Magistrate’s Court, be entitled to institute action by way of arbitration and the Client hereby consents to same.
- LEGAL COSTS
In the event of the Client breaching any of its obligations and/or failing to timeously make payment of any amount owing to Aveng Trident Steel, the Client agrees to pay, and shall be liable to pay, all legal costs incurred by Aveng Trident Steel on the attorney and own client scale including collection charges and tracing agent’s fees as is permissible by law.
- CERTIFICATE OF INDEBTEDNESS
A certificate under the hand of any director or manager of Aveng Trident Steel (whose authority need not be proved), in respect of any indebtedness of the Client to Aveng Trident Steel or in respect of any other fact, including but without limiting the generality of the aforegoing, the fact that the goods were sold and delivered or the services were rendered, shall be prima facie evidence of the Client’s indebtedness to Aveng Trident Steel and prima facie evidence of such other fact and prima facie evidence of the goods delivered the services rendered by Aveng Trident Steel.
- WARRANTIES & INDEMNITY
- 14.1 No warranties, representations or guarantees have been made by Aveng Trident Steel or on its behalf which may have induced the Client to sign this agreement.
- 14.2 Any liability of Aveng Trident Steel for breach of contract will not exceed in the aggregate of damages, costs, fees and expenses capable of being awarded to the Client, the total price paid or due to be paid by the Client for the goods sold and delivered.
- 14.3 The Client shall have no claim for any injury, loss or damage of any kind, suffered by the Client and/or any other person by reason of Aveng Trident Steel failing to carry out its obligations in terms of this agreement and or by reason of any defect in the rendering of services or goods sold and delivered by Aveng Trident Steel to the Client.
- 14.4 The Client indemnifies and holds Aveng Trident Steel (including its employees, sub-contractors, or subsidiaries, affiliates, divisions and holding company) harmless against all claims of whatsoever nature that may be brought or threatened against Aveng Trident Steel or its employees by any third party arising from or in connection with any defect in any goods supplied by Aveng Trident Steel.
- ENTIRE AGREEMENT
This contract represents the entire agreement between Aveng Trident Steel and the Client and shall govern all future contractual relationships between Aveng Trident Steel and the Client and shall also be applicable to all debts which the Client may owe to Aveng Trident Steel prior to the Client’s signature hereto.
No amendment and/or alteration and/or variation and/or deletion and/or addition and/or cancellation of these terms and conditions, including this clause, whether consensual or unilateral or bilateral shall be of any force and effect unless reduced to writing and signed by a director of Aveng Trident Steel. No agreement, whether consensual, unilateral or bilateral, purporting to obligate Aveng Trident Steel to sign a written agreement to amend, alter, vary, delete, add or cancel these terms and conditions shall be of any force and effect unless reduced to writing and signed by a director of Aveng Trident Steel.
No relaxation or indulgence which Aveng Trident Steel may give at any time in regard to the carrying out of the Client’s obligations in terms of any contract shall prejudice or be deemed to be a waiver of any of Aveng Trident Steel rights in terms of any contract.
- CHANGE OF INFORMATION NON-WAIVER
The Client undertakes to notify Aveng Trident Steel within a period of ten (10) days of any change of address, changes in its type of business (e.g: conversion from a CC to a Company) or any changes in the information as set out in this agreement. Aveng Trident Steel agrees that in the event of any information set out above being not true and correct or should any information be altered by the Client or its representatives, all of which information is deemed to be material, and should the Client fail to advise Aveng Trident Steel in writing by prepaid registered post within ten (10) days of the said change and of the new details, then the signatories hereto will be jointly and severally liable with the Client for any amounts, interest and costs which may be outstanding.
Each of the terms herein, shall be a separate and divisible term and if any such term becomes unenforceable for any reason whatsoever, then that term shall be severable and shall not affect the validity of the other terms.
- DISCLOSURE OF PERSONAL INFORMATION
- 20.1 The Client understands that the personal information given in this credit application form is to be used by Aveng Trident Steel for the purposes of assessing its credit worthiness. The Client confirms that the information given by it in its credit application form is accurate and complete. The Client further agrees to update the information supplied as and when necessary, in order to ensure the accuracy of the above information, failing which Aveng Trident Steel will not be liable for any inaccuracies.
- 20.2 Aveng Trident Steel has the Client’s consent at all times to contact and request information from any persons, credit bureaus or businesses, including those mentioned in Aveng Trident Steel application form and to obtain any information relevant to the Client’s credit assessment or any credit information.
- 20.3 The Client hereby consents to and authorises Aveng Trident Steel at all times to furnish Aveng Trident Steel with information concerning the Client’s dealings with Aveng Trident Steel to a credit bureau and to any third party seeking a trade reference regarding the Client and its dealings with Aveng Trident Steel.
- WITHDRAWAL OF FACILITIES
The Client acknowledges that any credit facilities may be withdrawn at any time without prior notice at Aveng Trident Steel’s sole discretion.
The Client chooses as its domicilium citandi et executandi the physical business address as described in the application for credit facility, for all purposes including but not limited to the delivery of notices and processes and all communications.
The Client shall not be entitled to alienate or part with possession of the Client’s business to any person whether legal or otherwise, nor shall the Client being a company or a close corporation or other legal person, permit the disposal of any share/s or interests in such company/close corporation and/or other legal person, by the present holder thereof to any person without the prior written approval of Aveng Trident Steel.
The headings in this document are included for convenience and are not to be taken into account for the purpose of interpreting this agreement.
I/WE THE UNDERSIGNED DO HEREBY WARRANT THAT ALL THE INFORMATION RECORDED IN THIS APPLICATION AND IN THESE TERMS AND CONDITIONS IS TRUE AND CORRECT AND I/WE AGREE THAT ALL TRANSACTIONS CONCLUDED WITH AVENG TRIDENT STEEL SHALL BE SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED HEREIN AND AGREE TO BE BOUND BY ALL SUCH TERMS AND CONDITIONS.