STANDARD TERMS AND CONDITIONS OF SALE, DELIVERY OF SERVICES AND RENTAL OF EQUIPMENT OF Rocket Audio Visual cc
The sale of goods and delivery of services by Rocket Audio Visual cc to its customers is subject to the following terms and conditions and no other terms and conditions at variance with those contained herein shall be applicable or binding on Rocket Audio Visual unless agreed to in writing by Rocket Audio Visual cc
1. THE ORDER
- 1.1 No order addressed by the Customer to Rocket Audio Visual shall result in a contract between Rocket Audio Visual and the Customer until accepted by Rocket Audio Visual subject to the terms and conditions contained herein. Acceptance by the Customer of the goods sold, equipment hired and delivery of services by Rocket Audio Visual shall constitute acceptance of these terms and conditions of sale to the exclusion of all others.
- 1.2 Once accepted by Rocket Audio Visual, the Customer shall not be entitled for any reason whatsoever to cancel or vary any order without Rocket Audio Visual’s prior written consent.
- 1.3 The terms and conditions herein contained shall bind Rocket Audio Visual and the Customer in all future contracts, agreements, tenders and quotations unless varied upon by both parties in writing.
2. AUTHORITY
- 2.1 The person and/or Customer placing the order warrants that:
- 2.1.1 It has the right and authority to place and accept cost estimates in accordance with those terms and conditions.
- 2.1.2 Any person, who passes an order, accepts any cost estimates or in any way purports to represent the Customer or is allowed voluntary by the Customer or by omission to purport to represent the Customer, will be so authorised.
- 2.2 The Customer in breach of any warranty given to Rocket Audio Visual in terms hereof indemnifies Rocket Audio Visual and holds them harmless against any loss arising from any claim, including legal fees as well as damages and expenses incurred by Rocket Audio Visual which arise in any way whatsoever as a result of a breach of any such warranty. It is recorded that, even if the Customer is in breach of any warranty contained herein, the person or persons referred to therein shall in any event, be deemed to have been authorised.
3. PAYMENT TERMS FOR REGISTERED ACCOUNT HOLDERS
- 3.1 The Customer will be charged for and will be liable for the charges in respect of all services and equipment hired on the time basis as referred to in the rate card (i.e. per quarter hour/per hour/per day). Each part of such quarter hour or hour or day used will be charged as a full hour, full day as the case may be.
- 3.2 In the event of the Customer booking any times for the use of any services or equipment and the Customer wishes to cancel, the following conditions apply.
- 3.2.1 Any bookings, not exceeding the value of R 10 000-00 (ten thousand rand) excluding vat, cancelled within 48 hours of the booked time will be charged as follows:
- (a) Within 48 hours notice – 50%
- (b) Less than 24 hours notice – 100%
- 3.2.2 Any bookings, not exceeding the value of R 25 000-00 (twenty five thousand rand) excluding vat, cancelled within 7 days of the booked time will be charged as follows:
- (a) Within 7 days notice – 50%
- (b) Less than 24 hours notice – 100%
- 3.2.3 Any bookings, not exceeding the value of R 50 000-00 (fifty thousand rand) excluding vat, cancelled within 14 days of the booked time will be charged as follows:
- (a) Within 14 days notice – 25%
- (b) Less than 7 days notice – 50%
- (c) Less than 2 days notice – 100%
- 3.2.4 Any bookings, exceeding the value of R 50 000-00 (fifty thousand rand) excluding vat, cancelled within 1 month of the booked time will be charged as follows:
- (a) Within 1 months notice – 25%
- (b) Less than 14 days notice – 50%
- (c) Less than 2 days notice – 100%
- 3.3 Any bookings exceeding R 25 000-00 (twenty five thousand rand) excluding vat, postponed within 1 month of booked date will be charged at 10% of the quotation/ invoice value.
- 3.4 All prices quoted or furnished are nett and no discounts whatsoever shall be allowed unless agreed to by Rocket Audio Visual in writing. The Customer shall be liable for and shall pay all value added tax, ad valorem duty and any other duties and taxes payable in respect of any other goods supplied services rendered by Rocket Audio Visual which shall be in addition to any prices furnished or quoted.
- 3.5 Unless otherwise agreed, payment in full without deductions or set-off in respect of goods sold, equipment hired and services rendered shall be due and payable within 7 (seven) days of the date of invoice.
- 3.6 Rocket Audio Visual shall charge the Customer interest at the rate of 2% (two per centum) per month above the prime bank lending rate as determined by Rocket Audio Visual’s bankers from time to time, subject to the maximum legal lending rate on all accounts outstanding in excess of 30 (thirty) days from due date, provided however, that nothing herein contained shall be interpreted as obliging Rocket Audio Visual to afford the Customer any such indulgence to effect payment after due date.
- 3.7 Rocket Audio Visual reserves the right at any time to refuse delivery should Rocket Audio Visual not be able to obtain satisfactory guarantees for the due and prompt payment to it of all monies which may become due.
- 3.8 Upon failure to comply with the conditions of payment, Rocket Audio Visual reserves the right to suspend further deliveries and/or services or to require cash payment prior to delivery or rendering of services or to cancel the sale agreement.
- 3.9 A certificate under the hand of any manager of Rocket Audio Visual as to their existence and the amount of the debtor’s indebtedness to Rocket Audio Visual at any time as to the fact that such amount is due and payable, the amount of interest accrued thereon and as to any other fact, matter or thing related to the debtor’s indebtedness to the Seller shall be prima facie evidence of the contents and correctness thereof and of the amount of the Customer’s indebtedness for the purpose of provisional sentence or summary judgment or any other proceedings against the Customer in any competent court and shall be valid as a liquid document for such purposes. It shall not be necessary to prove the appointment of the person signing such certificate and such certificate shall be binding on the Customer and shall be deemed to be sufficient particularly for the purpose of any action or other proceeding instituted by Rocket Audio Visual against the Customer.
- 3.10 In the event of Rocket Audio Visual instructing attorneys in regard to any breach by the Customer of these conditions of sale or to collect from the Customer any amount owing to Rocket Audio Visual, the Customer agrees to pay all costs on the scale as between attorney and own client, including collection commission.
4. DELIVERY
- 4.1 Every endeavour will be made to effect delivery with due promptitude or within period indicated by Rocket Audio Visual but Rocket Audio Visual does not accept any responsibility whatsoever for delays in delivery which are due to strikes, labour disputes, accidents, weather, breakdown of machinery or any other causes of whatsoever nature. Any delay in delivery shall not entitle the Customer to cancel any order or to refuse acceptance of delivery at any time without Rocket Audio Visual prior written consent.
- 4.2 Where Rocket Audio Visual undertakes to deliver goods to the Customer’s premises, delivery and passing of risk shall be deemed to have taken place upon unloading of the goods at the destination thereof and the Customer is responsible for taking delivery.
- 4.3 In case of goods collected from Rocket Audio Visual premises, all risk will be on the Customer in respect of such goods immediately upon delivery to the Customer, South African Transport Services or other transport contractors who shall be deemed to be the agents of the Customer for the purpose of acceptance of delivery.
5. OWNERSHIP
- Risk in the goods shall pass on delivery, but ownership of all goods sold remains vested in Rocket Audio Visual until all monies owing to it shall have been paid in full. All such goods whether affixed to immovable property or to other goods shall be deemed to remain movable property and severable without injury to such immovable property or other goods. Core Culture Studios reserves the right to inform the end user or the owner of the property in which any goods are installed of its claim to ownership.
6. EQUIPMENT; DRY-HIRE
- 6.1 Store, handle and use the equipment in a careful and proper manner and not use it for any unusual or dangerous purposes and shall ensure that it is used only by competent persons and that no repairs and adjustments are made without Rocket Audio Visual prior permission.
- 6.2 Inform Rocket Audio Visual of the location of the equipment and not without Rocket Audio Visual permission allow the equipment outside The Republic of South Africa, or permit it to be carried in any aircraft except on scheduled flights by recognized airlines.
- 6.3 Return the equipment to Rocket Audio Visual premises or to any other place agreed upon, in good working condition and notify Rocket Audio Visual as soon as reasonably practical to do so of any damage, defect or loss arising during the period of hire.
- 6.4 Not sell, transfer, sub let, charge, pledge or part with possession of or control of the said equipment.
- 6.5 Allow Rocket Audio Visual access to the premises where the equipment is for the time being located for the purposes of inspection, repair or possession thereof.
- 6.6 Obtain all licences and/or permits necessary for the use of the said equipment.
- 6.7 Immediately advise Rocket Audio Visual should any attempt be made to attach the equipment by any person whatsoever.
- 6.8 Not allow any vehicle supplied by Rocket Audio Visual to be driven by any person other than the person authorised to do so by Rocket Audio Visual and specifically not by any person who is not in possession of a valid drivers license.
- 6.9 Inform the landlord of any premises where the equipment is located of Rocket Audio Visual ownership in and to the equipment.
- 6.10 Pay Rocket Audio Visual the current replacement cost as specified by Rocket Audio Visual for any equipment lost or destroyed while in the Customer’s possession or control. Any equipment not returned within 3 days from agreed date of delivery, shall be treated as lost or destroyed, unless otherwise agreed to in writing or the Customer can prove otherwise;
- 6.11 Pay Rocket Audio Visual the repair costs as specified by Rocket Audio Visual for any damages to equipment while in the Customer’s possession or control;
- 6.12 Be liable for payment of the agreed rental to Rocket Audio Visual until such time as the equipment is either returned or repaired and if lost or destroyed, payment of the replacement costs is received.
7. THE CUSTOMER’S WARRANTIES AND INDEMNITIES
- 7.1 Agrees and acknowledges that in the event of:
- 7.1.1 the Customer breaching any condition contained in these conditions;
- 7.1.2 the Customer failing to pay any amount due and payable on due date;
- 7.1.3 the Customer suffering any civil judgment to be taken or entered against it;
- 7.1.4 the Customer causing a notice of surrender of its estate to be published in terms of the Insolvency Act 24 of 1936 as amended;
- 7.1.5 the Customer dying;
- 7.1.6 the Customer being placed under an order of provisional or final winding up, or provisional or final judicial management, as the case may be;
- 7.1.7 then and in that event Rocket Audio Visual shall without detracting from any other remedies which may be available to it, be entitled to summarily cancel the agreement without notice to the Customer and to rely on the provisions of clause 4 hereof and to repossess those goods sold and delivered by Rocket Audio Visual to the Customer, or to claim specific performance of all of the Customer’s obligations whether or not such obligations would otherwise then have fallen due to performance, in either event without prejudice to Rocket Audio Visual right to claim damages
- 7.2 The Customer hereby expressly waives all right to claim prescription under the relevant provisions of the prescription Act 68, 1969 as amended from time to time.
- 7.3 Rocket Audio Visual shall not be liable for any claim whatsoever being made by the Customer, the Customer’s assigned clients or any party contracting with the Customer or any other party whatsoever as a result of breach of copyright, breach of any other rights to third parties, contravening of any laws, ordinances, government regulations or similar sanctions arising out of any act of Rocket Audio Visual in selling any article or providing any service to the Customer who hereby indemnifies and agrees to hold Rocket Audio Visual harmless against such claim which might be made against Rocket Audio Visual, which includes all attorneys and client costs incurred by Rocket Audio Visual on the attorney and own client scale.
8. INSURANCE
- The Customer will obtain and maintain suitable insurance to cover the replacement of, or repair damage caused to the equipment by any of the following, but not limited to fire, theft or damage from whatsoever cause arising not connected with Rocket Audio Visual and shall provide Rocket Audio Visual upon request with copies of such insurance policies and the schedules thereto. The Customer hereby irrevocably authorises Rocket Audio Visual to complete all claim forms and to lodge claims in its name and stead with the insurance company at risk for any loss.
9. JURISDICTION
- 9.1 The Customer consents to the jurisdiction of the Magistrate’s Court in terms of Section 45 of the Magistrate’s Court Act No. 32 of 1944 (as amended) having jurisdiction under section 28 of the said Act, notwithstanding that the claim by Rocket Audio Visual exceeds the normal jurisdiction of the Magistrate’s Court as to amount.
- 9.2 The Customer agrees that in the event of any dispute arising between the parties Rocket Audio Visual shall have the right to refer such dispute to a mediator for immediate resolution of such dispute. The mediator shall have the widest possible powers to mediate between the parties, to dispense with any or all of the rules of court for the purpose of such proceedings and to make such award against any or both parties as he in his sole discretion may deem fit and the mediator’s award shall be final and binding on the parties and not be subject to repeal or review save in the event of dishonesty or gross negligence on the part of the mediator. Such mediator procedure shall immediately suspend and replace any proceedings in court arising from essentially the same cause of action. The mediator shall be appointed by the Chairman or President as appointed from time to time.
10. DOMICILIUM
- The Customer hereby chooses as its domicilium citandi et executandi for all purposes in connection with or arising out of its contract with Rocket Audio Visual, at the address as stated on the attached form marked as "Credit Application Form".
11. GENERAL
- 11.1 The conditions of sale and any contract arising out of it, is governed by the laws of the Republic of South Africa.
- 11.2 Rocket Audio Visual cannot be held responsible for goods ordered telephonically or otherwise and not confirmed by an official order.
- 11.3 The Customer understands that credit facilities may be revised or withdrawn by Rocket Audio Visual without notice and in Rocket Audio Visual absolute discretion.
- 11.4 All illustrations, descriptive matter, drawings, catalogues, advertisements, pamphlets and the like accompanying any quotations or in the Customer’s hands before or after the Customer places an order, are supplied in good faith for general information only and do not form part of the contract.
- 11.5 Rocket Audio Visual shall be at liberty to cede, assign and/or transfer any of its right, title and interest in and to any or all of its claims against the Customer which are now in existence or may come into existence in its own discretion and on such cession the Customer’s liability shall continue in favour of the cessionary for both the existing liability at the date of the cession and also in respect of any future liability incurred by the Customer with the cessionary arising from any cause whatsoever:
- 11.6 These conditions constitute the whole and entire agreement between the parties. Any previous agreements in conflict with the provisions hereof contained are hereby cancelled and there are no agreements, representations or warranties between them other than those specifically set forth herein.
- 11.7 No indulgence on the part of either party in exercising any right in conferred upon such party in terms hereof shall constitute a waiver of such rights, nor shall any single or partial exercise any right preclude any other or future exercise thereof or the exercise of any other right in terms hereof.
- 11.8 No variation or modification of these general conditions shall be of any force or effect unless the same shall be confirmed, in writing and signed by both parties and then such variations or modifications shall be effective only in the specific instance and the purpose and extent for which it was made or given.
12. SURETY
- I, by my signature hereto on behalf of the Customer bind myself in my private and individual capacity under renunciation of the benefit of excussion and division as surety and co-principal debtor in solidum with the Customer for the payment to Rocket Audio Visual of all amounts which may at any time become owing to Rocket Audio Visual by the Customer from whatsoever cause arising. This guarantee shall be a continuing guarantee, which may only be cancelled by the Customer in writing to Rocket Audio Visual and then only provided that all sums owing by the Customer to Rocket Audio Visual have been paid in full.