STANDARD TERMS AND CONDITIONS OF SALE
Effective Date: 22 September 2024
These Standard Terms and Conditions of Sale ("Terms") govern the sale of products and services by Retrocraft ("Seller") to the client ("Client"). By placing an order, the Client agrees to these Terms.
1. Acceptance of Terms: The Client acknowledges that these Terms supersede any prior agreements or communications. Any additional or conflicting terms proposed by the Client are expressly rejected unless agreed to in writing by an authorized representative of the Seller.
2. Scope of Services and Products: The Seller shall provide the products and/or services (collectively “Services”) as detailed in the purchase order or confirmation. Any changes to the scope of Services must be agreed to in writing by both parties.
3. Pricing and Payment:
3.1. Invoice and Payment Terms: All prices are quoted in [insert currency] and are exclusive of taxes, duties, and shipping charges unless otherwise noted. Invoices are due within twenty-one (21) working days of the invoice date unless specified otherwise.
3.2. Late Payment: Payments not received by the due date may incur interest charges of 10% per month on the outstanding balance until paid in full. The Seller reserves the right to suspend Services without prior notice until any outstanding invoices are settled.
4. Debt Recovery: If any payment remains unpaid sixty (60) days after the due date, the Seller may engage a collection agency. The Client agrees to pay all costs associated with collection efforts, including legal fees necessary to recover the debt.
5. Withholding Taxes: The Client is responsible for any withholding taxes that may apply according to local legislation. Such taxes shall be paid directly to the relevant tax authorities. The total amount payable under the invoice remains unchanged, and the Seller is not responsible for any costs arising from local tax obligations.
6. Delivery and Risk of Loss:
6.1. Delivery Terms: Delivery dates are estimates and are not guaranteed. The Seller shall make reasonable efforts to meet delivery schedules but is not liable for delays caused by unforeseen circumstances.
6.2. Risk of Loss: The risk of loss or damage to the goods shall pass to the Client upon delivery. It is the Client's responsibility to obtain insurance for goods in transit if desired.
7. Warranties and Limitations of Liability:
7.1. Warranty: The Seller warrants that the Services will be provided in a professional manner consistent with industry standards. No further warranties, express or implied, are given.
7.2. Limitation of Liability: In no event shall the Seller be liable for any indirect, incidental, special, or consequential damages arising from the use of the Services or any related products. The Seller's liability for direct damages shall not exceed the total transaction value of the Services provided.
8. Claims and Returns:
8.1. Notification of Claims: The Client must notify the Seller of any discrepancies or defects in the Services within eight (8) days of delivery. Such notice must be provided in writing, including details regarding the nature of the claim.
8.2. Returns: Any returned goods must receive prior authorization from the Seller. Returns must occur within fourteen (14) days of receipt, and goods must be unopened, undamaged, and in their original packaging.
9. Force Majeure: Neither party shall be liable for any failure to perform its obligations under these Terms due to circumstances beyond its reasonable control, including natural disasters, acts of war, government restrictions, or labour disputes.
10. Governing Law and Dispute Resolution: This agreement shall be governed by and construed in accordance with the laws of South Africa. All disputes arising in connection with this agreement shall be subject to the exclusive jurisdiction of the courts of South Africa.
11. Entire Agreement: These Terms, along with any purchase orders or written agreements, constitute the entire agreement between the parties concerning the subject matter herein and supersede all prior or contemporaneous agreements, whether written or oral.
Client Acceptance: By placing an order, the Client confirms that it has read, understood, and agrees to these Terms.