Terms of Sale & Services
CONDITIONS OF SALE AND SERVICES
1. SOLE CONDITIONS
1.1 The following shall be the sole terms and conditions upon which Avocet Scales & Labels (hereinafter
referred to as ‘the Corporation) shall be contracted to sell goods and/or to tender services.
1.2 Any order issued by you shall in no way affect the terms and conditions of this Agreement or have any
binding effect on the Corporation.
1.3 No variation of these conditions shall be binding unless reduced to writing and signed by duly authorised
representatives of the Corporation and you.
2.1 Unless otherwise agreed in writing.
2.1.1 all prices are quoted ex Corporation premises from that branch of the Corporation providing the
quotation. The cost of any ancillary work required to effect installation of the goods is not included in
the quotation. Such ancillary work will be separately charged for should any such work be necessary
undertaken by the Corporation.
2.1.2 all quotations are valid for a period of 14 (fourteen days from date of quotation).
2.2 Should the customer’s premises at the delivery address be in any way unprepared for the delivery or
installation of the goods, rendering it necessary for the goods to be returned to the Corporation before
being delivered at a more suitable time, or should the unpreparedness of the customer’s premises be
such as to require certain Corporation employees to make visits to the customer which are additional
to the normal visit pattern, then the customer will reimburse the Corporation for all such additional costs
2.3 The Corporation may, without prior notice, cancel any sales agreement should the customer become
sequestrated or insolvent, make any arrangement with its creditors or go into voluntary or compulsory
3. DELIVERY PROGRAMMING AND INSTALLATION
3.1 Delivery, programming and installation dates stipulated by the Customer or offered by the Corporation
are subject to the availability of stocks and no liability either of a direct or consequential nature shall
attach to the Corporation in respect of delays whatsoever the cause.
3.2 Every effort will be made by the Corporation to meet due delivery, programming and installation dates
but should the Corporation fail to meet such dates, this shall not entitle the customer to repudiate or
cancel the contract or claim damages.
3.3 The Corporation in its sole discretion, shall determine and select the most suitable form of transport
and packaging for delivery. No liability shall attach to the Corporation arising from any loss or damage
to goods resulting from unsuitability or defectiveness of packaging used.
3.4 All risk of loss or damage to the goods shall be borne by the customer once delivery has been effected.
4. SCOPE OF LIABILITY OF SERVICE
4.1 Any order issued by you requires the written confirmation by the Corporation.
4.2 Partial deliveries are permissible. Every partial delivery is regarded as an independent transaction and
shall be subject to these terms and conditions. No delivery shall be effected unless the orders have
been confirmed in writing.
5.1 All payments are to be made on due date.
5.2 All amounts not paid on due date shall bear interest at prime rate plus 4%. All payments shall be
allocated firstly towards interest, legal costs and therefore in reduction of the capital.
5.3 While any amount is overdue and /or not paid on due date, the Corporation may withhold or suspend
performance of any contractual obligation to you until such time as you have made payment of any
amounts owing plus interest and costs (if any).
5.4 Ownership in and to the goods /materials sold and/or delivered shall not pass to you but shall remain
vested with the Corporation until payment in full has been made.
6.1 The Corporation shall not be liable for any loss and/ or damage whether direct or indirect which may be
sustained by you in consequence of late deliveries, failure to deliver or whether through any fault of the
Corporation or through any cause whatsoever.
6.2 Any claims against the Corporation in respect of defective workmanship or for any other cause must be
made in writing and lodged with the Corporation within 7 (Seven) days of delivery. If claims are not
lodged within this time period, such claims will lapse and become unenforceable except to the extent
that claims may be made against the Corporation in terms of the corporation’s standard guarantee
should such guarantee be applicable.
6.3 The Corporation shall be entitled to inspect these goods which are alleged to be defective and may, at
its sole discretion decide to repair or replace those goods which are accepted by the Corporation as
6.4 No claims under any guarantee or otherwise in respect of any allegedly faulty or defective printer will
be entertained by the Corporation if the printer concerned has been operated using labels other than
those specified by the Corporation. Specified labels carry the Corporation’s logo on the backing paper
to which the labels are attached.
6.5 The Corporation shall not be liable for any claim for indirect loss whatever the nature of the claim and
All warranties or representation whether express or implied to the suitability of the goods for any specific
purpose or otherwise, or as to their freedom from defects are hereby expressly, excluded and the
Corporation shall in no circumstances, whether or not any defect or faults in its pad, be liable to you or
any consequential loss, damages of whatsoever nature.
It is recorded that no conditions, stipulations, warrantee and representations whatsoever are made
other than those specifically included herein.
You are not entitled to cancel any confirmed order or return any goods unless the return has been
agreed to in writing, by the Corporation. In the event of the Corporation agreeing to cancellation of any
orders or return of any goods sold, the goods delivered and/or ordered shall be subject to a 30% charge
or cancellation fee.
9. LEGAL COSTS
You shall pay all legal costs incurred by the Corporation with its attorney and own client scale in respect
of all actions or disputes which may arise between you and the Corporation arising therefrom. In the
event of the Corporation instructing its attorney to collect any amount owing by you, you shall pay all
collection commission and other costs incurred by the Corporation with its attorneys in that regard on
an attorney and own client scale.
The failure by the Corporation to strictly enforce any provision of these conditions shall not be
constructed as a waiver or novation by it of any of its rights in terms hereof nor prejudice it to strictly
enforce such conditions.
11.1 Risk in and to the materials/goods sold shall pass to you on delivery.
11.2 In the event of the goods having been delivered to you and payment not having been made, you shall
be obliged to keep the said goods free from any claims by third parties and form attachment and shall
not alienate sell or
transfer the goods, save in the normal conduct of business, encumber same either in part or in whole
or allow any lien to arise in respect thereof. Any costs incurred by the Corporation to repossess the
goods or to effect removal of the above encumbrances shall be payable by you on demand.
Should you breach any of the conditions hereof or fail to pay any amount in terms hereof on due date
thereof or commit any act of insolvency or attempt to compromise with any of your creditors or do or
cause to be done anything which may prejudice the Corporation rights under this agreement, or allow
any judgement against you to remain unsatisfied for 7(Seven) days after the grant thereof or be subject
to provisional or final order of liquidation or judicial management, or in the course of you being a natural
person your estate being provisionally or finally sequestrated or surrendered, or should be
goods/materials sold be ceded under any legal process issued against you, the Corporation shall have
the right, without prejudice to any other rights which it may have in law, to:
12.1 suspend the supply and delivery of any materials or goods; or
12.2 terminate this Agreement forthwith; or
12.3 repossess the materials/goods and/or claim all monies owing as at date of termination together with all
interest, legal costs.
13.1 Insofar as the Corporation may acquire knowledge of Confidential Information of you, the customer, in
connection with its performance in terms of these terms and conditions, it agrees to keep such
Confidential Information in confidence during and following termination or expiry of the agreement with
you. “Confidential information” means information disclosed by you, the Disclosing Party, that (a) relates
to the Disclosing Party’s past, present or future business activities, products, services and technical
knowledge and (b) either has been identified in writing as confidential or is of such a nature (or has
been disclosed in such a way) that it should be obvious to the Receiving Party, the Corporation, that it
is claimed as confidential. (As used herein, the Party/ies disclosing Confidential Information is referred
to as the “Disclosing Party” and the Party/ies receiving the Confidential Information is referred to as the
“Receiving Party”) and, without derogating from the aforementioned, any information that falls within
the definition of ‘Personal Information’ as defined in the Protection of Personal Information Act, No 4 of
13.2 The Corporation shall limit its internal distribution of your Confidential Information to employees, agents
and advisors of the Corporation who have a need to know, and further agrees not to use such
Confidential Information except in the course of performing hereunder and undertakes not to use such
Confidential Information for its own benefit or for the benefit of any third party or any other manner which
may be deemed unlawful.
13.3 It is a term hereof that all Personal Information will be dealt with strictly within the parameters of POPI,
all processing of information (as defined in POPI) will be done in accordance with POPI and that all
reasonable security safeguards are in place to comply with this Section 13.
14.1 In the event of you failing to make payment upon terms stated herein, you shall forfeit any discounts
which may be due to you in terms of this Agreement.
14.2 Upon you or your representative signing delivery notes relative to the materials/goods appearing
thereon, it shall be deemed that the goods/materials delivered are to your satisfaction.
14.3 It is specifically recorded that in the event of you disputing any claim for whatsoever reason, you shall
not be entitled to withhold any payments due in terms of this Agreement. In the event of you alleging
defective workmanship/materials and/or goods, the Corporation shall not be obliged to attend to any
rectification of any defective goods/materials unless and until full payment of the total contract price has
14.4 The goods/materials are sold voetstoots, without warranties express or implied and the Corporation
shall not be liable for any defects latent or otherwise, nor for any damages occasioned to or suffered by
you by reason thereof.
14.5 Insofar as the Corporation or any person acting on their behalf may have made any oral or written
representations other than those contained in this agreement, it is acknowledged and accepted that
such representations were given in good faith and while the Corporation or its representative have used
their best endeavours to ensure the accuracy thereof. It remains your responsibility/onus to satisfy
yourself that the representations are correct.
14.6 In the event of the signatory to this Agreement acting on behalf of a Company or close Corporation, it
shall be deemed that such person is duly authorised to do so and by his signature hereto binds himself
to the Corporation as surety for and co-principal debtor in solidu with the said Company/Corporation
under renunciation of the benefits of excursion division and cession of action or other due performance
by the said Company/Close Corporation of its obligations in terms hereof