No order addressed by the Purchaser to MOTION BEYOND shall result in a contract between the Purchaser and MOTION BEYOND until accepted by MOTION BEYOND and subject to the terms and conditions contained herein. Acceptance by the Purchaser of goods supplied by MOTION BEYOND shall constitute acceptance of these standard terms and conditions of sale to the exclusion of all others.
Once accepted by MOTION BEYOND, the Purchaser shall not be entitled for any reason whatsoever to cancel or vary any order without MOTION BEYOND prior written consent.
The terms and conditions herein contained shall bind MOTION BEYOND and the Purchaser in all future contracts, agreements, tenders and quotations unless varied by both parties, in writing.
Every endeavour shall be made to effect delivery with due promptitude or within the period indicated by MOTION BEYOND , but MOTION BEYOND 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 Purchaser to cancel any order or to refuse acceptance of delivery at any time without MOTION BEYOND’s prior written consent.
Where MOTION BEYOND undertakes to deliver goods to the Purchaser’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 Purchaser shall be responsible for taking delivery and unloading. The signature of any employee of the Purchaser on MOTION BEYONDS Delivery Note or Invoice shall be prima facie proof of the proper delivery of the goods.
In the case of goods supplied F.O.R. MOTION BEYOND premises, all risk shall pass to the Purchaser in respect of such goods immediately upon delivery to the transport contractors who shall be deemed to be the agents of the Purchaser for the purpose of acceptance of delivery.
All loading racks, pallets or other materials used or supplied by MOTION BEYOND for the purpose of transportation of any goods shall remain the property of MOTION BEYOND and MOTION BEYOND reserves the right at any time to require the Purchaser to return such racks, pallets or other materials to MOTION BEYOND or any third party nominated by MOTION BEYOND.
The Purchaser shall not return goods for any reason without first securing agreement in writing from MOTION BEYOND.
Should MOTION BEYOND agree to accept the return of any goods for credit, the Purchaser shall be liable to pay MOTION BEYOND a handling charge of 20% on the invoiced price of the goods so returned if they were originally correctly supplied. Freight charges are to be borne by and paid for by the Purchaser, in the event of goods being returned.
The Purchaser shall be barred from lodging any claim in respect of discrepancies between goods charged and goods delivered, unless the Purchaser has specified on the Delivery Note, the nature of the discrepancy. Notification of such discrepancies shall be delivered/ furnished in writing to MOTION BEYOND, within 2 days of the date of delivery to avoid any repudiation of such claim.
All applications for returns for credit will only be considered if the goods are: (i) returned within seven (7) days of the date of invoice; (ii) are not
defective in any way; (iii) are in their original saleable condition and packaging supplied by the Company; and (iv) accompanied by the invoice; and then it will be granted at the Company’s current price of the goods or the original purchase price, whichever is the lesser.
Under no circumstances will the Company be liable for any consequential or indirect damages or loss of profit or for any delictual liability of any nature whatsoever.
Under no circumstances will the Company be liable for any damage rising from and misuse or abuse of the goods.
No claim under these terms and conditions will arise unless the Customer has, within 7 days of the alleged breach or defect occurring, given the Company 30 days written notice by prepaid registered post to rectify any defect or breach of contract.
Risk in the goods shall pass on delivery but ownership of all goods sold remain vested in MOTION BEYOND 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. MOTION BEYOND reserves the right to inform the end-user or the owner of the premises in which any goods are installed of its claim to ownership.
Agrees and acknowledges that in the event of it:
Breaching any condition contained in these conditions or;
Failing to pay any amount due and payable on due date; or
Suffering any civil judgment to be taken or entered against it; or
Causing a notice of surrender of its estate to be published in terms of the Insolvency Act 24 of 1936 as amended, or in the event that any creditor of the Purchaser serves upon it, a notice in terms of Section 129 of the National Credit Act of 2005, as amended, or committing any act of insolvency; or
Making application or initiating or being placed under Business Rescue; or
Being placed under liquidation or being sequestrated (whether provisionally, finally, compulsorily or voluntarily) or compromising or making any other arrangement with any of its creditors in reaching a compromise; or
Selling its business and/or the control of the business (in which event the Purchaser shall immediately inform its Purchaser of the existence of the Terms and Conditions of this Agreement and its Purchaser shall be required to enter into a substantially similar Agreement with Savignac as is contained herein.
In addition, any sale of shares of membership interests of the Purchaser (where the Purchase is a Company, Close Corporation or other legal entity) shall be deemed to be the sale of the Purchaser’s business for the purpose of this Clause). In the event of the sale of the business or of control of the business of the Purchaser, the Purchaser acknowledges that any amount outstanding whether due or not shall be deemed to be forthwith payable by the Purchaser to MOTION BEYOND; then, MOTION BEYOND shall, without detracting from any remedies which may be available to it, be entitled to summarily cancel the sale of any goods to the Purchaser, without notice to the Purchaser and to rely on the provisions of Clause 8, hereof and to repossess those goods sold and delivered by MOTION BEYOND to the Purchaser, or to enforce its rights against any Surety where the Purchaser is placed under Business Rescue, or to claim specific performance of all of the Purchaser’s obligations whether or not such obligations would otherwise then have fallen due for performance, in either event without prejudice to MOTION BEYOND right to claim damages.