The following terms and conditions of sale shall constitute the complete and final agreement between Secur and the customer relating to the sale of Secur’ products and/or services and shall apply to all quotations and purchase orders. None of these terms and conditions may be modified, added to, superseded or otherwise altered unless approved by Secur in writing. Secur shall not be deemed to have waived these terms and conditions of sale if it fails to object to provisions appearing in, incorporated by reference in, or attached to the customer’s purchase order. Customer’s silence or acceptance or use of products and/or services related to any purchase order shall constitute an acceptance of these terms and conditions of sale.
1. QUOTATIONS: Any quotation given is not an offer by Secur to sell goods or related services but constitutes an invitation by Secur to the customer to do business with Secur. A quotation may be revoked at any time by Secur. Secur may accept or reject in whole or in part any order placed upon it by the customer pursuant to the quotation. Accordingly, a contract shall only come into force between Secur and the customer if after receipt by Secur of the customer’s order or acceptance of the quotation, Secur confirms to the customer that such a contract has been concluded or if Secur supplies, or tenders to supply, the goods in question to the customer.
2. PRICES: All Products and/or Services prices herein are subject to the addition of any and all applicable taxes, fees or charges of any kind including delivery costs. Secur shall have the right, to increase or decrease the prices payable under the specific order by any and all taxes, including VAT, at rates applicable at time of shipment.
3. PAYMENTS: Payment will be due and payable within 30 days from date of statement or as per agreed terms. All overdue amounts shall attract interest at prime overdraft rate plus 2% charged by Secur Bankers. This interest shall be compounded monthly in arrears on all amounts owing by the customer to Secur which have not been paid on the due date thereof, reckoned from the due date thereof until date of payment. Such interest shall be payable on demand. Payments must be made with no deductions, withholdings, set-offs or other charges whatsoever, regardless of any disputes between the customer and Secur. In order to be valid, a claim in terms of the guarantee must be in writing, specifying the alleged defect, and supported by the original tax invoice. In addition the goods must be returned by the customer to Secur at the customer’s expense, packaged in their original undamaged packaging material. Serious about performance, passionate about value
4. DELIVERY/TRANSFER OF RISKS: All risk in the Products and/or Services shall pass to the customer on date of delivery or achievement per contract of milestone billing. In the event that any of the delivered Product(s) being repossessed by Secur for any reason whatsoever, the customer shall be liable for any loss of and/or damages of such Product(s).The onus rests on the customer to inspect and test the Product(s) on delivery thereof and confirming its acceptance of such Product(s) by signing the applicable Secur invoice or delivery note. The signing of the aforementioned delivery note or invoice constitutes irrevocable consent by the customer that the Product(s) was/were received in good order. Where services and/or maintenance is invoiced without product (s) to the customer the invoice may be scanned and emailed as the original. The customer is to return the invoice to Secur within 7 (seven) business days from receipt of the email with the Invoice attached and signed. The customer shall be deemed to have thoroughly read, understood and unconditionally agreed with Secur’s terms and conditions. The customer’s failure to respond with an email confirmation within the aforementioned prescribed period will constitute as an irrevocable and unconditional acceptance of Secur’s services by the customer.
5. WARRANTY – LIMITATIONS OF LIABILITIES/INSURANCE: The customer acknowledges that, in entering into this agreement, it does not do so on the basis of, and does not rely on, any representation, warranty or other provisions except as expressly provided herein, and all conditions, warranties or other terms implied by statute or common law are hereby excluded to the fullest extent permitted by law. The warranty period shall be the period stipulated by the Original Equipment Manufacturer and will be calculated as from date of delivery or the applicable Secur Contract. Any Product or Product components which are replaced under this agreement shall become the property of Secur.
6. FORCE MAJEURE: Secur shall not be responsible for its non-compliance with any obligation under the Contract if so prevented or delayed by any cause(s) whatsoever beyond its reasonable control (“Force Majeure”). Secur shall give notice to the customer of a Force Majeure event and specify the estimated extent of the event. Securs’ time of performance shall automatically be extended for the duration of the event. If a Force Majeure prevents Secur from performing its obligations for more than three (3) months, both parties shall meet and try in good faith to find a suitable solution. If no such solution is obtained within one (1) month, either party may automatically terminate the Contract upon written notice to the other party. In such a case, the customer shall pay for all costs incurred by Secur in connection with its performance prior to termination.
7. SUSPENSION – TERMINATION: In case of the customer’s default, including the non-payment of any invoice unless special arrangements have been made, settlement will be effective strictly within thirty (30) days from date of invoice and if the customer fails to make payment within the specified period, Secur shall be entitled to suspend its performance until cure of such default.
8. ELECTRONIC COMMUNICATIONS AND TRANSACTIONS ACT 25 OF 2002: On terms of the Electronic Communications and Transactions Act, No 25 of 2002 (ECTA), information will not be without legal force and effect merely on the grounds that it is wholly or partly in the form of a ‘data message’ which as per ECTA has been defined to mean data generated, sent, received or stored by electronic means, including email.
9. LEGISLATIVE COMPLIANCE: Electronic Tax Invoices issued by Secur and received by the Customer are regulated by the applicable RSA Tax Legislation and SARS related guidelines. The original Tax Invoice will be generated by the system and any electronic invoice be treated as the copy. No other tax invoice may be issued and all copies extracted by the recipient must bear the words ”copy tax invoice”.