AGDRONES GENERAL SALE TERMS AND CONDITIONS
Except where otherwise agreed to in writing, all transactions concluded between AgDrones and the Customer, including all notices sent to the Customer, shall be subject to these general sale terms and conditions, collectively, these “Terms”. These Terms will be subject to the CPA and the NCA to the extent that they are applicable to the supply of Goods by AgDrones.
These Terms constitute an agreement between you, the Customer, and AgDrones, so please ensure that you understand all of them. If you do not understand a Term, please contact AgDrones to assist you.
IMPORTANT TERMS WHICH MAY LIMIT OUR RESPONSIBILITY OR INVOLVE SOME FORM OF RISK ARE DISPLAYED IN BOLD FONT. YOU ARE ADVISED TO PAY SPECIAL ATTENTION TO THESE TERMS
In these Terms:
CPA – Consumer Protection Act 68 of 2008, as amended.
Customer or “you”– the person purchasing the Goods from AgDrones, and includes the Customer’s representatives.
Delivery – delivery of the Goods to the Customer or the collection of Goods by the Customer or the Customer’s agent and will include delivery in part.
Payment – the amount to be paid as stated on the Order.
Goods – any new goods, Used Goods, Special Order Goods or shop soiled goods which you purchase from AgDrones.
Lead Time – the estimated time of arrival or time frame required to manufacture or source the Goods ordered by the Customer.
NCA – the National Credit Act 34 of 2005, as amended.
Order – the order placed for Goods by you.
Payment Due Date – the date on which payment by the Customer is due for the Goods.
Price – the price for the Goods you owe us as stated on the Order which prices are inclusive of Value-Added Tax and which prices are quoted in South African Rand. Quote – the written quotation provided by us in respect of the Goods you wish to purchase.
AgDrones, “us”, “we” or “our” – Streetwise Furniture (Pty) Ltd, trading as AgDrones, registration number 2014/158539/07, or its successors in title.
Special Order Goods – goods which AgDrones had to source, create or alter to specifically satisfy your requirements.
Used Goods – goods which AgDrones has previously supplied to a customer and sold at a discounted Price or goods which AgDrones has displayed in a store as “shop soiled goods”.
BY CONFIRMING YOUR ORDER ONLINE AND PAYING THE AMOUNT DUE YOU ACCEPT THAT YOU ARE BOUND BY THESE TERMS. We will not be obliged to process your Order until such time as we receive the Payment from you. The Prices on the Order are valid for 14 days from the date of the Order and we are not entitled to withdraw the Order in that period. If you have not paid the Price within the 14 days, the Order is automatically cancelled and we do not have to notify you of this. Subject to the 14 days’, an increase in the prices will be communicated to you within a reasonable period of time once AgDrones becomes aware of the increase.
For AgDrones to order or make the Goods you want, the Order must be paid in full.
You agree that we may use the Payment in relation to the Order, and you, the Customer, shall not have any claim against AgDrones for interest or unjust enrichment or any similar claim in respect of the Payment.
- PRICE, PAYMENT and INTEREST
AgDrones shall take all reasonable efforts to accurately indicate prices displayed on Goods. The price of Goods shall be in the Order provided to the Customer. However, should the Goods be erroneously offered at incorrect prices AgDrones will not be obliged to sell those Goods at such incorrect prices, but shall refund monies paid by you, should you not wish to proceed with the purchase at the correct price.
All amounts you owe us must be paid to us without deduction or set-off to the bank account advised by AgDrones. A statement reflecting the amount due and owing by you to us for any Order, or any other payment due, will be sufficient and prima facie proof of the amount owed by you.
Unless otherwise agreed in writing, any amount not paid on Payment Due Date shall bear interest at a rate of 2.0% per month or such other maximum rate that may be prescribed from time to time in terms of the NCA from Payment Due Date until date of payment, both days included. Should the Customer fail to make any payment on Payment Due Date then all amounts owing by the Customer to AgDrones from whatsoever cause, whether or not the date for payment has arrived, will immediately become due and payable by the Customer.
AgDrones will only Deliver once you have paid the Price, the Delivery fee and any interest (if applicable).
Delivery of Goods is an additional service provided by AgDrones and will be charged for at rates provided to you by AgDrones.You will be contacted by a AgDrones to arrange Delivery on a weekday or Saturday. We do not deliver on Sundays, public holidays or after working hours. If you are not at home when we Deliver on the agreed date, you will be liable for an additional Delivery fee for us to return and Deliver the Goods on a different day.
AgDrones will do all that it reasonably can to meet the stipulated dates and time for Delivery. Notwithstanding this, AgDrones shall not be liable for failure to perform or delay in performance hereunder resulting from any cause beyond AgDrones’s control, fire, labour difficulties, transportation difficulties, interruptions in power supply (including but not limited to what may be termed “load shedding” or “black-outs”) and delays in usual sources of supply, major changes in economic conditions, breakdown of machinery or any cause beyond AgDrones’s control, or whether caused by negligence or otherwise. We will use reasonable endeavours to continue to perform in terms of these Terms as soon as performance becomes possible. AgDrones may contact you to agree on alternative dates for Delivery, but we will not require you to accept Delivery at an unreasonable time.
Should the Customer fail to take the Goods within 2 weeks from the date of AgDrones advising you of its availability, AgDrones will charge storage charges at a rate of R250.00 per day for a maximum of 4 weeks, after which the Order shall be taken as cancelled.
In addition, the Customer assumes the risk in the Goods once the Customer:
- has been advised by AgDrones that the Goods are ready for collection;
- had a reasonable opportunity to examine the Goods; and
- has accepted Delivery of the Goods.
INSPECTION ON DELIVERY
The Customer shall immediately upon receiving the Goods be allowed to inspect the Goods and the Customer must inform AgDrones of any errors or defects by way of written notice to be received by AgDrones within 10 business days of receipt of the Goods by you, unused and in original packaging.
Should you fail to notify AgDrones of any claim you may have in terms hereof within the specified 10 day business period, you will have waived your claim.
The Customer or the person taking Delivery on your behalf will be required to sign proof of delivery (POD) and, unless indicated to the contrary on the POD or reported in writing to us, within 10 business days of Delivery, it is deemed that the Goods have been delivered and received in good condition.
Please note that when Delivering, AgDrones may elect to correct minor imperfections or damages in respect of the Goods.
PART AND SPLIT DELIVERIES
Every Delivery, even if part Delivery, will be seen as a separate and divisible agreement subject to these Terms. Your order may result in us having to undertake multiple Deliveries to you. Should this be necessary, AgDrones will not charge for the additional Delivery.
- GOODS SPECIFICATIONS
We do our best to provide the exact measurements, dimensions and sizes of all our Goods. We will not replace or refund you your monies if the Goods do not fit into a room or through a door. You must make sure of all measurements and sizes before ordering the Goods.
We warrant that the characteristics and capabilities of the Goods will be substantially the same as advertised or displayed, but make no other warranties or representation in terms of the Goods.
Natural materials, such as leather and wood have natural differences in colour (dye lots vary, grains vary) and natural “flaws” e.g scars, scratches, scuff marks, cracks, and you acknowledge that we cannot guarantee the uniformity in texture and colour of these materials. Some Goods are made from reclaimed and/or recycled materials and will therefore have markings, colour variations, scratches and dents.
These Goods may also have holes, nails and material caps due to the fact that materials have been recycled or reclaimed from their original use and are often hand crafted. These characteristics are not defects or signs of damage.
AgDrones is not responsible for any damages to the Goods caused by:
- regular wear and tear to the Goods;
- your moving the Goods around; and/or
- your negligence, mishandling, disassembling or alteration of the Goods.
- GENERAL CARE
The Goods are to be used for the purpose and in the manner for which they were designed. The care and maintenance advice supplied with the Goods must be read and followed. AgDrones will accept no responsibility for any damages caused by cleaning if the care and maintenance instructions have not been followed.
- OWNERSHIP AND RISK
Notwithstanding Delivery, the Customer shall not become the owner until AgDrones has received payment of the full Price and/or all amounts payable under these Terms.
- INSTALLATION AND ASSEMBLY
AgDrones is under no obligation to install or assemble the Goods at the premises of the Customer. However, if AgDrones agrees in writing, to effect installation or assembly of the Goods, the following terms and conditions shall apply, unless otherwise agreed in writing:
- AgDrones may use a contractor or sub-contractor of its choice to do the installation or assembly;
- Any payment in respect of the installation or assembly, which may be requested by AgDrones will, in addition to any other rights which AgDrones may have in law, be forfeited by the Customer as liquidated damages in the event of a breach by the Customer of any of these Terms;
- To the extent applicable, AgDrones shall not commence installation or assembly unless the area in which the Goods will be installed or assembled has been prepared according to the specifications of AgDrones. AgDrones shall not be responsible for any delays or additionalcosts arising out of the failure of the Customer to procure that the relevant area complies with the specifications of AgDrones;
- AgDrones will use all reasonable endeavours to ensure that installation or assembly is completed as soon as is reasonably possible after the date on which installation or assembly commences, but time for the completion of installation or assembly shall only be of the essence if a completion date is agreed in writing with AgDrones. Notwithstanding this,no responsibility will be accepted by AgDrones for delays due to forces beyond its reasonable control.
- CANCELLATION, RETURN, REPAIRS AND REFUNDS
CANCELLING YOUR ORDER AFTER 7 DAYS OF PLACING YOUR ORDER
Goods made to order have been produced specifically for you, therefore no refunds or exchanges will be made after 5 business days from the date of placing your Order, unless there was an error on our part regarding the product specification or the Goods were found to be faulty.
We warrant that Goods, excluding Used Goods and shop soiled Goods, will be free from apparent defects and will be of the quality you would reasonably be entitled to expect from new or Special Order Goods.
When new and Special Order Goods are delivered to the Customer, the Customer may request a reasonable opportunity to examine those Goods for the purposes of ascertaining whether the Customer is satisfied that the Goods:
- are in accordance with the type and quality ordered by the Customer;
- the Goods correspond in all material respects and characteristics with samples and/or description;
- in the case of Special Order Goods, reasonably conform to the material specifications of the special order; or
- are suitable for the purpose for which they have been bought.
If the Customer returns the Goods for any lawful reason other than a product failure or defect, the Customer must do so within 10 business days after the date of purchase, together with proof of payment. Subject to applicable law, AgDrones retains the right to charge the Customer a reasonable amount for use of the Goods during the time they were in the Customer’s possession, for any consumption or depletion of the Goods and for necessary restoration costs to render the Goods fit for re-stocking. The Customer will not be entitled to return the Goods and receive a refund if:
- for reasons of public health or otherwise, a public regulation prohibits the return of those Goods; or
- after having been supplied to the Customer, the Goods have been partially or entirely disassembled, physically altered, permanently installed, affixed, attached, joined or added to, blended or combined with, or embedded within, other goods or property.
If the Customer wishes to return the Goods due to a product failure or defect, the Customer must do so within 6 (six) months of the date of purchase, provided that the Customer is able to provide proof of payment. AgDrones will, at the Customer’s direction, repair or replace the Goods, or refund the amount paid for the Goods.
In respect of new Goods, other than Special Order Goods, if you cancel these Terms, AgDrones may charge you a reasonable cancellation fee as provided for in section 17 of the CPA. We will subtract from the Price the cancellation charge, any Delivery charges and/or impose and subtract a collection fee for services rendered and refund you the balance. If the cancellation charge exceeds the Price, you must pay any shortfall within 7 days of demand.
ADDITIONAL PROVISIONS IN RESPECT OF SPECIAL ORDER GOODS
Special Order Goods are made to your exact specifications and you are not allowed to return them in terms of the CPA. Please ensure that you measure the area of the room where the Special Order Goods will be put as well as the doors through which it has to fit to ensure that you order the correct item or size.
Please be aware that your right to cancel an advance order in terms of section 17 and the provisions of overselling and overbooking in terms of section 47 of the CPA do not apply to Special Order Goods and you are not entitled to cancel other than when we materially breach these Terms. Orders placed are irrevocable once the Price has been paid. In the event of AgDrones agreeing to refund monies paid either prior to or post Delivery due to circumstances unrelated to product quality or Lead Times, the Customer will be liable for a reasonable cancellation fee calculated on the Price of the Special Order Goods which AgDrones reserves the right to subtract from the Price.
CANCELLING OF YOUR ORDER BY AGDRONES
AgDrones reserves the right to cancel your Order if conditions affect us obtaining the Goods change or local market conditions change and you have no claim for any direct or indirect damages you have suffered because of this. Your claim for cancellation will be limited to a refund of the Price paid.
Subject to these Terms, all Goods carry an implied warranty in accordance with the CPA which gives the Customer the right to return unsafe and defective Goods in terms of section 20 read with section 56 of the CPA. Our Goods also carry a manufacturers’ warranty for a period of 12 months from the date of Delivery in respect of faulty workmanship or defective materials, which will run concurrently with any warranty in terms of the law.
CPA WARRANTY PERIOD
If Goods are found to be defective within the first 6 months from the date of Delivery, you may return the Goods to AgDrones store for repair, replacement or a refund of the Price paid for the Goods at the time of purchase. Please note that we may have to first return the Goods to the manufacturer, supplier or service provider, in order to confirm hardware or manufacturer’s fault and to eliminate any Customer induced damage.
MANUFACTURER WARRANTY PERIOD
If applicable, if Goods are found to be defective after the first 6 months from the Delivery date but still within the manufacturer’s warranty you may return the Goods to AgDrones for a repair. We will return the unit on your behalf to the manufacturer, supplier or service provider to provide a warranty repair.
The CPA warranty, as well as the manufacturer’s warranty, will not apply to Goods which, once Delivered, are:
- not used in accordance with maintenance and care advice;
- damaged by accident or negligence.
To the extent that the Customer wants to have the Goods repaired, the costs of repair and related transport costs will be for the Customer’s account.
The Customer will be in default of these Terms if:
- the Customer does not pay any amount payable to AgDrones under these Terms; or
- the Customer breaches any of the Terms and the Customer fails to remedy the breach within 7 days of receiving written notice to do so; or
- any representation or warranty made in connection with these Terms or any other documents supplied by the Customer is materially incorrect or false;
- the Customer, being an individual:
publishes notice of the voluntary surrender of his estate or dies;
is placed under administration or commits an act of insolvency as defined in the Insolvency Act 24, 1936;
has any application or other proceedings brought against or in respect of him in terms of which he is sought to be sequestrated or placed under curatorship, in any event whether provisionally or finally and whether voluntarily or compulsory;
- the Customer, not being an individual:
is wound up, liquidated, dissolved or deregistered, whether provisionally or finally and whether voluntarily or compulsory, or passes a resolution providing for any such event; 0 is deemed to be unable to pay its debts;
resolves that it begin business rescue proceedings or has any business rescue proceedings commenced against it;
has a judgment of a competent court against the Customer for the attachment of assets or for payment of any amount is not satisfied for more than 7 days after the date on which it is issued; or
compromises or attempts to compromise with its creditors generally or defer payment of debts owing by the Customer to the Customer’s creditors.
If the Customer is in default and these Terms are subject to the NCA, AgDrones may:
- give the Customer written notice of such default and may propose that the Customer refer these Terms to a debt counsellor, alternative dispute resolution agent, consumer court or ombud with jurisdiction, with the intent that the parties resolve any dispute under these Terms or develop and agree on a plan to bring repayments up to date (“the default notice”);
- commence legal proceedings to enforce these Terms including exercising its rights in terms of any of the securities and recover collection costs and default administration charges as defined in the NCA if:
it has given the Customer the default notice or it has given notice to terminate any debt review process under section 86 of the NCA which may then be underway in respect of these Terms;
the Customer is and has been in default under these Terms for at least 20 business days; and
at least 10 business days have elapsed since AgDrones delivered the default notice; and
in the case of a default notice, the Customer:
■ has not responded to that notice; or
■ responded to the notice by rejecting AgDrones’s proposal.
If the Customer is in default of these Terms and these Terms are not subject to the NCA, AgDrones may exercise its rights, as may be permissible in law and without prejudice to any of AgDrones’s other rights, which include any one or more of the following:
- suspending the delivery and provision of Goods;
- demanding immediate payment of overdue amounts;
- terminating these Terms; and
- enforcing any security furnished in respect of these Terms.
The Customer will be liable for all legal costs, as may be permissible in law, incurred by AgDrones in recovering any amount that the Customer owes AgDrones.
- ADDRESSES FOR NOTICES
The Customer chooses as the Customer’s domicilium citandi et executandi (“domicile address”) for all purposes the physical address set out in the Order. The Customer authorises AgDrones to deliver notices, statements or invoices by hand, e-mail, facsimile or post to the addresses provided.
For purposes of these Terms all notices shall be in writing. Any notice given by either party to the other:
- which is delivered by hand shall be presumed to have been received at the time of delivery;
- if sent by ordinary or pre-paid registered post, 7 days after the date of posting.
A notice actually received by a party shall be an adequate notice to it notwithstanding that it was not delivered to its domicile address.
The parties may at any time by written notice vary their respective domicile addresses to any address within the Republic of South Africa.
- GOVERNING LAW AND JURISDICTION
These Terms and any other contracts concluded between AgDrones and the Customer shall be subject to the laws of the Republic of South Africa. In terms of section 45 of the Magistrates’ Courts Act 32 of 1944, the Customer consents to the jurisdiction of any Magistrates’ Court in the area which the Customer resides or works, notwithstanding the amount involved. This does not prevent AgDrones from bringing legal proceedings in a High Court that has jurisdiction.
- DECLARATIONS AND WARRANTIES BY THE CUSTOMER
The Customer warrants and declares that
- the Customer has been given an adequate opportunity to read and understand these Terms and is aware of all these Terms thereof, particularly those printed in bold. The Customer understands and accepts its risks and costs as well as its rights and obligations under these Terms;
- the Customer has full power and authorisation to effect and carry out the obligations in terms of these Terms and, if the Customer is a corporate entity, association, partnership or a trust, that all necessary corporate and/or other actions were taken to authorise the execution of these Terms and the Customer will provide AgDrones with the originals or certified copies of all documents confirming such authorisation;
- all the information the Customer provided to AgDrones in connection with the conclusion of these Terms is true, complete and accurate and the Customer is not aware of any material facts or circumstances not disclosed to AgDrones and which, if disclosed,may adversely affect the decision to enter into these Terms;
- entering into these Terms will not cause it to become over indebted as contemplated in the NCA;
- the Customer has fully and truthfully answered all and any requests for information addressed to it by or on behalf of AgDrones leading up to the conclusion of these Terms;
- the Customer has the necessary legal capacity to enter into these Terms and is not subject to an administration order referred to in section 74(1) of the Magistrates Court Act, any sequestration, liquidation or judicial management order or any business rescue proceedings;
- AgDrones did not make an offer to the Customer which would automatically have resulted in an agreement if the Customer had not declined the offer;
- AgDrones has not induced, harassed or forced the Customer to enter into these Terms;
- these Terms were completed in full at the time of the Customer signing these Terms; and
- the Customer is aware that, if these Terms become subject to the NCA, AgDrones must report the relevant details required in terms of section
69 (2) of the NCA to the National Credit Register or a registered credit bureau.
- the Customer is aware that, if these Terms become subject to the NCA, AgDrones must report the relevant details required in terms of section 69 (2) of the NCA to the National Credit Register or a registered credit bureau.