1. These terms and conditions shall apply to all goods sold by St Leger & Viney (Pty) Ltd (SLV) to a Purchaser irrespective of whether an order placed by the Purchaser and accepted by SLV was oral or written.
Prices of the goods will be the prices reflected on SLV’s current Price List or as contained in a written quote furnished by SLV to the Purchaser, plus all applicable taxes, shipping and handling charges. SLV may unilaterally and without notice change prices. All orders placed by the Purchaser and accepted by SLV, whether oral or written, are invoiced by SLV at the price in effect at the date of the invoice rendered by SLV to the Purchaser.1
3. LOCALLY STOCKED ORDERS
3.1. All indent orders
3.1.1. Must be placed by the Purchaser in writing and accepted by SLV in writing
3.1.2. Must be secured by a deposit of 50% (fifty percent) prior to acceptance
3.1.3. Shall, once accepted by SLV in writing, be irrevocable and may not under any circumstances be cancelled by the Purchaser.
3.2. In the event of a Purchaser cancelling an indent order which has been secured by a deposit, SLV shall be entitled to retain the deposit paid by the Purchaser as a penalty.
3.3. SLV has the right to waive the penalty referred to in paragraph 3.2 and institute an action for damages against the Purchaser for breach of contract.
4. OTHER FABRIC ORDERS
4.1. All other orders placed by the Purchaser and accepted by SLV, orally or in writing, may only be cancelled by the Purchaser prior to cutting of fabric.
4.2. In the event of the Purchaser cancelling an order, the Purchaser is liable for a handling fee of 25% of the invoiced value of the order and any additional charges which may be applicable.
4.3. In the event of the Purchaser cancelling an order in respect of fabric which has been cut, and which fabric is 5(five) metres or less, the Purchaser shall be liable for the full invoice value of the cut fabric.
4.4. In the event of the Purchaser returning fabric within 7 (seven) days of delivery of such fabric and the fabric is greater than 5 metres, the Purchaser shall be liable for a handling fee of 25% of the invoiced value of the returned fabric.
5. DELIVERY OF GOODS
5.1. The Purchaser shall, within 15 (fifteen) days of delivery of the goods to the Purchaser or to the Purchaser’s agent, advise SLV in writing of all short delivery of goods, failing which no claim for any shortages shall be accepted by SLV.
5.2. The Purchaser shall within 15 (fifteen) days of delivery of the goods and prior to cutting of fabric and installation of wallpaper, advise SLV of any discrepancies between the product ordered and the product supplied. No claims for such discrepancies will be accepted outside of this time period or after fabric has been cut or after wallpaper has been installed.
5.3. The Purchaser shall check the goods supplied within 15 (fifteen) days of delivery. In the event of any issues being identified relating to the quality of the goods supplied, the Purchaser shall notify SLV in writing within 15 (fifteen) days of delivery, and before either cutting of fabric or installation of wallpaper.
5.4. In the case of quality issues being identified during the installation of wallpaper, SLV should be immediately notified in writing. Installation should be limited to a maximum of 3 (three) drops of wallpaper. Claims in excess of 3 drops of wallpaper will not be accepted by SLV.
5.5. SLV shall use every endeavour to despatch goods promptly and within the estimated delivery dates indicated by SLV, but SLV shall not in any circumstances be liable for loss or damage caused by non-delivery or late delivery of goods.
5.6. The Purchaser agrees that the signature of any employee or agent of the Purchaser on SLV’s official delivery note, invoice, waybill or the delivery note of any authorised independent carrier will constitute proof of delivery of goods purchased.
6.1. SLV’s terms are cash on delivery unless a specific agreement has been concluded with an approved Purchaser for extended credit, in which event accounts for all goods dispatched to an approved Purchaser during any month shall be due and payable on or before the last day of the following month, or according to the terms specified, which shall be deemed to be the due date for payment.
6.2. Purchasers shall not, under any circumstances or for any reason whatsoever, be entitled to deduct any amount from or against amounts due as indicated in the account rendered by SLV to Purchasers, unless specifically agreed to in writing by SLV.
6.3. In the event of non-payment of any amount owing by the Purchaser by the due date thereof:
6.3.1. Settlement discount (if any) reflected on the account of SLV shall be disallowed;
6.3.2. All amounts owing by the Purchaser to SLV shall immediately become due, owing and payable by the Purchaser, notwithstanding that but for such default, the same would not otherwise have been due for payment;
6.3.3. All amounts owing by the Purchaser to SLV shall bear interest with effect from the date of default, at the publicly quoted prime overdraft rate of Standard Bank of South Africa Limited, from time to time, plus 5% (five percent).
7. RETURNS POLICY
Fabric and wallpaper cannot be returned after 15 (fifteen) days from date of delivery, unless the product becomes defective within a period of 6 (six) months from date of delivery and taking into consideration its intended purpose and normal use together with the following points:
7.1. Dye-lot variations occur in all fabrics and certain wallpapers and are unavoidable. The Purchaser must examine the product,taking into consideration its generally intended purpose and normal use, before accepting delivery thereof. Subtle textures, slubs, colour and weaving irregularities associated with natural fibres are not considered to be defects;
7.2. SLV will not be held responsible for any loss or damage suffered by the purchaser as a result of the product being incorrectly cleaned or handled;
7.3. SLV will not accept claims if fabric has been chemically treated after purchase;
7.4. SLV will not accept any responsibility for fabrics and wallpapers fading or disintegrating asa result of exposure to harsh sunlight. Fading and disintegration as a result of exposure to sunlight will be accepted as fair wear and tear in line with its normal intended use;
7.5. In line with SABS quality standards, 5 (five) flaws within 50 (fifty) metres are considered commercially tolerable;
7.6. SLV shall not be responsible for consequential loss or damages as a result of a defective or hazardous product.
8. OWNERSHIP AND RISK OF LOSS
8.1. All goods are shipped from SLV’s warehouse in Johannesburg unless otherwise agreed in writing between the parties;
8.2. Ownership of the goods shall remain with SLV until SLV has been paid in full therefore;
8.3. Risk of loss or damage shall pass to the Purchaser at the time when the goods leave the premises of SLV unless the agents of SLV are responsible for delivery, in which case risk shall pass on delivery of goods;
8.4. Should the Purchaser appoint its own representative or agent to effect delivery of the goods, the Purchaser assumes all risk and/or responsibility for delivery. The Purchaser shall have no claim against SLV who shall not be bound by any terms and conditions contained in such contract of delivery. The Purchaser indemnifies SLV against all claims of whatsoever nature arising out of such contracts.
9. SUSPENSION OF DELIVERY AND/OR CANCELLATION
SLV may, in its sole discretion, suspend deliveries or cancel the contract, in whole or in part, if the Purchaser:
9.1. commits a breach of any of the terms or conditions of the contract; or
9.2. being an individual, dies or is provisionally or finally sequestrated or surrenders his estate; or
9.3. being a partnership, the partnership is terminated; or
9.4. being a company, is placed under a provisional or a final order of liquidation or judicial management;
9.5. compromises or attempts to compromise generally with the Purchaser’s creditors; or
9.6. for any reason whatsoever, SLV is prevented in whole or in part from performing its obligations under the contract.
10.1. No alteration or variation of these terms and conditions shall be of any force and effect unless expressly agreed to in writing and signed by an authorised representative of SLV.
10.2. In the event of action being instituted against the Purchaser by SLV, the Purchaser agrees to pay SLV’s legal costs on an attorney and own client scale, which costs shall include tracing fees and collection commissions payable in terms of the law.
10.3. No indulgence extended by SLV to the Purchaser shall constitute a waiver by SLV of its rights and shall be strictly construed as applying solely to that circumstance in which the indulgence was granted.
10.4. A certificate issued under the hand of a Director of SLV, whose appointment and authority it shall not be necessary to prove, shall be prima facie evidence of the amount owing by the Purchaser to SLV and the interest rate applicable to any amount owing by the Purchaser in terms hereof.
10.5. The Purchaser agrees to notify SLV in writing within 7 (seven) days of change of ownership of the Purchaser’s business or partnership or,should the Purchaser be a company, any share transaction resulting in a change in the majority shareholding of the Purchaser.
10.6. The purchaser is responsible for obtaining the quantities of fabrics and wallcoverings ordered from SLV. Such information should be solicited from manufacturers or installers prior to placing an order.
11.1. Should the Purchaser breach any terms of this agreement, SLV will be entitled in its sole discretion to institute action against the Purchaser in the Magistrate’s Court having jurisdiction and the Purchaser hereby consents to the jurisdiction of the Magistrate’s Court in terms of Section 45 of Act 32 of 1944 as amended, notwithstanding the fact that the amount claimed otherwise exceeds the jurisdiction of that court.
11.2. Notwithstanding the aforegoing, SLV shall not be obliged to institute action against the Purchaser in the Magistrate’s Court and the Purchaser hereby submits to the jurisdiction of the High Court of South Africa in respect of any action instituted against the Purchaser by SLV.