COMMERCIAL TERMS AND CONDITIONS
1.1 No contract will come into existence between the parties until the customer accepts the quotation in writing and supplies Baymont Cape Projects Pty Ltd with its official order number and receives confirmation.
1.2 Baymont Cape Projects Pty Ltd reserves the right to make reasonable changes to the design or form of any goods ordered, provided that the stated performance, quality and specifications of the goods remain unaffected.
The quotation will remain valid for a period of 30 calendar days from the date of the quotation unless otherwise specified or subject to exchange rate fluctuations .
3.1 Payment will be effected as specified on quotation.
3.2 Without prejudice to any other right which Baymont Cape Projects Pty Ltd will have on breach of contract, any payment not made on due date shall attract interest at a rate two percentage points above the prime overdraft rate, as it fluctuates from time to time, charged by the bankers of Baymont Cape Projects Pty Ltd. Interest shall be calculated and paid from the due date of payment and shall be compounded monthly in advance.
3.3 In the event of a dispute between the parties on the interest rate charged by the bankers of Baymont Cape Projects Pty Ltd, a certificate under the hand of any internal auditor or branch manager shall constitute conclusive proof of the interest rates from time to time.
3.4 Irrespective of any provision to the contrary in any quotation, statement, invoice or delivery slip, payment through the postal services shall be at the customers risk and the postal authorities shall be deemed to be the customer's agent.
4. Time periods
4.1 Any delivery and completion date given by Baymont Cape Projects Pty Ltd is based on the following:
4.1.1 The delivery period shall run from the date on which Baymont Cape Projects Pty Ltd confirms the customer's order and has received the agreed credit guarantee or surety bond, whenever the latter applies.
4.1.2 Baymont Cape Projects Pty Ltd will confirm the order within one working week from the date on which the customer's written instructions, complete with all technical and commercial details to enable Baymont Cape Projects Pty Ltd to proceed without interruption, has been received.
4.1.3 The ability of Baymont Cape Projects Pty Ltd to deliver as agreed is dependent upon the availability of components.
4.2 Should the customer fail to adhere to the time limits, Baymont Cape Projects Pty Ltd will be entitled to an extension of delivery time and may claim compensation for additional costs occasioned thereby.
4.3 Baymont Cape Projects Pty Ltd shall in good faith attempt to perform within the stated or specified time in the quotation, but shall in no circumstances incur any liability of whatsoever nature to the customer in the event of a failure on the part of Baymont Cape Projects Pty Ltd to perform timeously.
The ownership in all goods sold, delivered or otherwise made available to the customer, shall remain vested in Baymont Cape Projects Pty Ltd until the contract price, together with interest if applicable, has been paid in full and is available to Baymont Cape Projects Pty Ltd in its banking account.
The risk in the goods shall pass from Baymont Cape Projects Pty Ltd to the customer upon delivery of the goods to the customer or its agent or from the date on which the same has been accepted by the customer, whichever occurs first.
7 . Limited warranty
7.1 The limited warranty provided by Baymont Cape Projects Pty Ltd runs from the date of delivery or the date on which the customer has accepted goods prior to delivery, whichever occurs first.
7.2 Baymont Cape Projects Pty Ltd warrants that the goods, repaired or supplied by it, will be free from defects, resulting from poor workmanship or faulty material, for a period of twelve (12) months.
7.3 It is clearly recorded that the liability of Baymont Cape Projects Pty Ltd in terms of this warranty is limited to the replacement or repair, in the sole discretion of Baymont Cape Projects Pty Ltd, of defective goods or components.
7.4 It is clearly recorded that the warranty is subject to the customer's installation, testing, adequate protection and use of the equipment supplied in accordance with generally accepted industry norms.
7.5 Baymont Cape Projects Pty Ltd records, without limiting the generality of the extent of its liability in terms of the above, that it shall not otherwise be liable, either contractually or in delict, towards the customer, its clients, its employees or any third party, for any damages, whether direct, indirect or consequential, which may flow or result from any act or neglect on the part of Baymont Cape Projects Pty Ltd, its employees, agents or representatives and irrespective of what has given or could give rise to any claim.
7.6 The customer shall hold Baymont Cape Projects Pty Ltd harmless against claims for which it is not, in terms of the foregoing, liable.
8. Occupational, Health and Safety Act
8.1 Baymont Cape Projects Pty Ltd undertakes to comply with the obligations of a supplier of the equipment supplied as dealt with in particularly section 10 of the Occupational, Health and Safety Act, 85 of 1993, prior to delivery of the equipment.
8.2 The customer undertakes to install, safeguard, use or allow the use of the equipment in accordance with acceptable norms of health and safety with regard thereto and in particular the requirements of the said Act and indemnifies Baymont Cape Projects Pty Ltd against any liability flowing from any act or neglect after delivery as defined herein.
In the absence of specific written provision to the contrary, the customer will not be entitled to retain any portion of the full purchase price after delivery.
10. Price variation
10.1 Baymont Cape Projects Pty Ltd confirms the quoted price as fixed and firm in respect of both the labour and component content of the product supplied and within the tender and envisaged delivery period.
10.2 Baymont Cape Projects Pty Ltd have though allowed for import and customs duties applicable at the date of tender. Any variation to these rates on the date of payment by Baymont Cape Projects Pty Ltd to its supplier(s) of imported components and material, shall be borne by the customer.
11. Applicable law
This agreement shall be governed and interpreted in accordance with South African law.
12. Repair work
12.1 Transformers and other equipment entrusted to Baymont Cape Projects Pty Ltd for repair work, shall be kept and handled at the plant of Baymont Cape Projects Pty Ltd at the sole risk of the customer.
12.2 The limited guarantee in paragraphs 7.2 and 7.3 above only applies to work which Baymont Cape Projects Pty Ltd performs in terms of its tender. Unless otherwise agreed to in writing, the customer shall carry the risk of any fault diagnosis.
This quotation is supplied on the express understanding that it is not to be used for any purpose other than for what it is intended. The quotation may therefore not be copied or its contents communicated to any other person, without the prior written consent of Baymont Cape Projects Pty Ltd.
Baymont Cape Projects Pty Ltd carries all normal risk insurance cover for the type of equipment and services offered. Details are available on application. This paragraph is not to be construed as any undertaking to extend the limited warranty given by Baymont Cape Projects Pty Ltd or to increase the liability of Baymont Cape Projects Pty Ltd in any manner whatsoever.
15. Force majeure
Force majeure shall include, for purposes of this agreement but without limiting the generality of the expression, any industrial action (both a strike and lock-out), temporary or extended shortage of labour or materials, fuel shortage, delays in transport, accidents of any kind, any default or delay by any sub-contractor or a supplier of Baymont Cape Projects Pty Ltd, riot, sabotage, terrorism, political or civil disturbances, secondary industrial action, the elements, any act of God, any act of any state or government or other authority or any factor which could negatively impact on the ability of Baymont Cape Projects Pty Ltd to perform according to its intention and over which it has no control.
Any claim against Baymont Cape Projects Pty Ltd cannot exceed the order value of the contract.