Solar Heating Systems

1.  Applicability of the Standard Conditions

• Unless otherswise agreed in writing and signed by Solar Heating Systems t/a SOLNET cc, these Standard Conditions of Sale shall constitute the entire agreement between Solar Heating Systems t/a SOLNET cc and the Customer and all goods are sold and/or services are rendered subject to this Agreement only.  Any additional or different terms or conditions contained in the  Customer's order shall be null and void and of no force and effect.
  

• "Customer" means any person or persons at whose requestt or on whose behalf or in respect of whom Solar Heating Systems t/a SOLNET cc undertakes any business.
• "SOLNET" means SOLNET cc, Registration Nº 1986/010755/23,
• "these conditions" means these Standard Terms and Conditions of Sale.

• The contract between Solar Heating Systmes t/a SOLNET cc and the Customer shall only come into existence when a duly authorised representative of Solar Heating Systems t/a SOLNETcc,  has accepted the Customer's order either wholly or in part.
• All orders accepted by Solar Heating Systems t/a SOLNET cc,  shall be binding on the Customer and may not be cancelled without obtaining Solar Heating Systems t/a SOLNET cc's prior written consent.

• Subject to the other provisions of these conditions, the purchase prices at which the goods shall be sold will be determined by agreement between Solar Heating Systems t/a SOLNETcc  and the Customer from time to time.
• The prices are based on the costs to Solar Heting Systems t/a SOLNET cc, at the date on which the contract between the Customer and Solar Heating Systems t/a SOLNET cc, is concluded, of carrying out its obligations under such contract, which includes, inter alia:- 
• the cost to Solar Heating Systems t/a SOLNET cc, of acquiring the raw materials and the costs of labour and freight;
• the cost of purchasing foreign currency to pay for the importation of the raw materials;
• import duties, government imposts, levies and other charges.
• If, after the date of conclusion of the contract between Solar Heating Systems t/a SOLNET cc and the Customer, there is an unfavourable change in the relevant foreign currency exchange rate or the applicable government imposts, levies or  charges or any other change to the costs of labour, raw materials or freight, resulting in an increased cost to Solar Heating Systems t/a SOLNET cc, in supplying the goods and\or rendering services in question, then Solar Heating Systems t/a SOLNET cc,  shall, on 30(thirty) days notice in writing to the Customer, be entitled to adjust its price by the amount of such increase.
• Within 14 (fourteen) days of the date of the written notice of the price increase from Solar Heating Systems t/a SOLNET or its agents, the Customer shall, on notice in  writing, be entitled to cancel any undelivered balance of the order which has not yet been prepared as at the date of receipt of the Customer's  notice by Solar Heating Systems t/a SOLNET cc.  The Customer shall be deemed to have accepted the price increase if Solar Heating Systems t/a SOLNET cc, does not receive the Customer's notification of the cancellation of the whole or a portion of the order within  14 (fourteen) days of the date of Solar Heating Systems t/a SOLNET cc's notice of the price increase.
• Unless otherwise stipulated, all prices are exclusive of VAT.
• If the Customer varies its order or if there are delays or changes which are not as a result of any act or omission of Solar Heating Sytems t/a SOLNET, Solar Heating Systems t/a SOLNET cc, shall be entitled to revise its prices by notice in writing.
• In the event of a price reflected on an order or confirmation of order being incorrect due to a clerical error, then Solar Heating Systems t/a SOLNET cc, shall have the right to amend such price to rectify the error.

• The Customer shall be responsible for and undertakes to pay to Solar Heating Systems t/a SOLNET cc, at the same time as it is obliged to pay any sum in respect of goods supplied or to be supplied and\or services rendered or to be rendered, any tax payable thereon by Solar Heating Systems t/a SOLNET cc, in terms of the Value Added Tax Act N° 1991 or any replacement Act.
  

• Unless otherwise specifically agreed to by Solar Heating Systems t/a SOLNET cc,  in writing, all amounts shall be paid by the Customer to Solar Heating Systems t/a SOLNET cc, without deduction, demand or set-off, within 7 (seven) days of the date Solar Heting Systems t/a SOLNET cc's statement of account.
• Any amount not paid ondue date shall, at the discretion of Solar Heating Systems t/a SOLNET cc,  bear interest from the due date until it is paid for, at a rate of 2% (percent) per month.
• If any amount owing by the Customer to Solar Heating Systems t/a SOLNET cc,  is not paid on the due date then all amounts owing by the Customer to Solar Heating Systems t/a SOLNET cc,  from any cause whatsoever shall become immediately due and payable.

• The time stated for delivery of the goods or the rendering of any service by Solar Heating Sytems t/a SOLNETcc,  is approximate only and shall not be a material term to the contract bewteen Solar Heating Systems t/a SOLNET and the Customer.
• Subject to above paragraph, Solar Heting Systems t/a SOLNET will make reasonable efforts to deliver goods and render services within the times stated in the contract and late delivery shall not render the contract invalid nor render Solar Heating Systems t/a SOLNET cc, liable for any claim or damages.
• Delivery of goods is dependent on stock availability and shall be made, subject to above two (2) paragraphs, when stocks are available.

• Unless otherwise agreed in writing, the Customer shall take delivery of goods at Solar Heating Systems t/a SOLNET cc's premises.  If Solar Heating Systems t/a SOLNET cc, agrees to deliver the goods to the Customer at any other place, then the Customer will be liable for all of the costs of delivery and these costs shall be paid to Solar Heating Systems t/a SOLNETcc,  by the Customer on demand.
• Where delivery is effected by Solar Heating Systems t/a SOLNET cc's transport, or by Solar Heating Systems t/a SOLNET cc's transport contractor:-

• all risks in the goods shall remain with Solar Heating Systems t/a SOLNET cc until and shall pass to the Customer on the transport.
• all risks in the goods shall remain with Solar Heating Systems t/a SOLNET cc until and shall pass to the Customer on the transporting vehicle coming to a stop at the point where the goods are to be loaded;
• the responsibility for unloading rests with the Customer;
• Solar Heating Systems t/a SOLNET cc reserves the right to pass on to the Customer any additional charges or any other costs whatsoever, including insurance premiums, which may be incurred by Aquaheat | Sirair as a result of delayed or protracted unloading of the goods by or on behalf of the Customer.
• Solar Heating Systems t/a SOLNET cc also reserves the right to charge the Customer with any other costs relating to the delivery of the goods to the Customer, including insurance premiums.
• When a delivery is made by Solar Heating Systems t/a SOLNET cc to the Customer through the medium of a transport carrier engaged by or on behalf of the Customer, then and in such event, all risks in and to the goods in question shall pass to the Customer on delivery of the goods by SOLNET to the carrier.
• Unless the Customer reports in writing an incomplete or short delivery to Solar Heating Systems t/a SOLNET cc within 7 (seven) days of the consignment in question having been delivered, the Customer shall be precluded from making any claim against Solar Heating Systems t/a SOLNET cc in connection with such short or incomplete delivery.
• Where the Customer requests that delivery be suspended or delayed to a date later than that originally requested, Solar Heating Systems t/a SOLNET cc shall be entitled to charge the Customer a reasonable fee for the storage of such goods.
• Solar Heating Systems t/a SOLNET cc is entitled to withhold delivery of goods if the Customer has not made payment of amounts due in respect of previous orders.

• Ownership of all goods delivered shall remain in Solar Heating Systems t/a SOLNET cc  until Solar Heting Systems t/a SOLNET cc has received payment of the full purchase price notwithstanding that the goods may have been purchased for resale.
• The Customer acknowledges Solar Heating Systems t/a SOLNET cc's rights to reposses the goods if the Customer defaults with any payment, in whole or in part, and the Customer shall bear the onus of proving that it has not defaulted with any payment and that payment has been made in full to Solar Heating Systems t/a SOLNET cc.
• Solar Heating Systems t/a SOLNET cc's right to repossess the goods in terms of above paragraph, includes, inter alia, Solar Heating Systems t/a SOLNET cc and/or its agents having the right to enter the Customer's premises for the purpose of inspecting and/or removing the goods from the Customer's premises.

• The Customer shall give valid notice to his landlord of the terms of these Conditions in order to prevent the landlord's hypothec from being exercised over any goods supplied by SOLNET to the Customer.
  

• Within 7 (seven) days after the receipt of the goods the Customer shall be required to advise Solar Heating Systems t/a SOLNET cc of any defects, failing which the goods shall be deemed to be complete in all respects and without defects, and the Customer shall be precluded from making any claim against Solar Heating Systems t/a SOLNET cc in connection with the defective goods.
• If Solar Heating Systems t/a SOLNET cc agrees that the goods are defective, Solar Heating Systems t/a SOLNET cc's liability shall be limited to 50% of the original contract amount or replacing such goods as against return to it of the defective goods.

• If SOLNET agrees to accept the return of any goods for credit, the Customer shall be liable to pay Solar Heatinbg Systems t/a SOLNET cc, a handling charge of not less than 10% (ten percent) of the invoiced price of the goods returned.

• Solar Heating System t/a SOLNET cc ,gives no warranties and makes no representations as to the suitability of the goods for any specific use.
  

• Neither Solar Heating Systems t/a SOLNET cc,  nor any of its employees or agents shall be liable for any loss or damage whatsoever, whether direct, indirect, consequential or otherwise, including any loss of profit, to any person or property, arising from any cause in connection with the goods, services performed or advice given by whether such loss or damage results from any breach of contract, delict, negligence of any degree or any other cause without  limitation.  The Customer or his agent hereby indemnifies Solar Heating Systems t/a SOLNET cc and holds it harmless against all and any claims which may at any time be made against Solar Heating Systems t/a SOLNETcc,  in respect of any such loss or damage.
• If a Customer sells or disposes of any goods supplied to it bySolar Heating Sytems t/a SOLNET cc, to a third party or otherwise permits a third party to use such goods, the Customer shall include in the Customer's agreement with the thrid party a  provision in terms of which Solar Heating Systems t/a SOLNET cc is afforded a similar limitation of liability to that contemplated in the above paragraph.
• Subject to clauses 8. and 11., any claim which a Customer has against Solar Heating Systems t/a SOLNET cc, in connection with or arising out of any business shall lapse and become extinguished unless within:-
• 10 (ten) days of such claim arising, the Customer gives written notice thereof to Solar Heating Systems t/a SOLNET cc and at the same time discloses to Solar Heating Systems t/a SOLNET cc, in writing the material facts on which the claim is based; and 
• 3 months (three) of such claim arising, the Customer institutes legal proceedings against Solar Heating Systems t/a SOLNETcc,  in respect of the claim by issuing summons out of a court of ceompetent jurisdiction and having such summons served on Solar Heating Systems t/a SOLNET cc. 

• If Solar Heating Systems t/a SOLNET cc,  is prevented or restricted directly or indirectly from carrying out all or any of its obligations under a contract with the Customer by reason of strike, lockout, fire, expolsion, floods, storms, riot, war, sabotage, accident, an act of God, embargo, legislation, shortage of or a breakdown in transportation facilities, negligence of the carriers, inability to obtain raw materials, civil commotion, untest or disturbances, cessation of labour, government interference or control, or any other cause or contingency beyond the control of Solar Heating Systems t/a SOLNET cc,  Solar Heating Systems t/a SOLNET cc, shall be  relieved of its obligations in terms of the contract with the Customer during the period that such event and its consequences continue and shall not be liable for  any delay or failure in the fulfilment of any obligations there under or loss or  damages either generel, special or consequential, which the Customer may suffer due to or resulting from such delay or failure in performance.  If Solar Heating Systems t/a SOLNET cc, invokes force majeure it shall upon termination of such event fiving rise thereto, forthwith give written notice thereof to the Customer.  Should such force majeure continue for a period of more than 10 (ten) days then Solar Heating Systems t/a SOLNETcc,  shall be entitled forthwith to cancel the contract with the Customer in respect of any obligation still to be performed there under.
  

• Notwithstanding the acceptance of the cancellation of a contract by Solar Heating Systems t/a SOLNET cc,  Solar Heating Sytems t/a SOLNET cc,  shall be entitled to recover all damages incurred by it arising from or in connection with such cancellation.
  

• All notices to be given in terms of the contract shall be in writing and shall be delivered by hand or sent by prepaid registered post to Solar Heating Systems t/a SOLNET cc, at Hannes Louw Drive, De Tijger, Parow, Cape Town, 7500, South Africa and to the Customer at any one of the physical business addresses set out in its credit application, quotation giving rise to the contract or the invoice in respect of the goods, which physical addresses the parties select as their domicilium citandi et executandi.
• Each party shall be entitled at any time to change its domicilium to any other physical address within the Republic of South Africa, provided that such change shall take effect only upon delivery or deemed delivery of notice thereof to the other party.

• No agent or employee of Solar Heating Systems t/a SOLNET cc,  other than a director of Solar Heating Systems t/a SOLNET cc, has Solar Heating Systems t/a SOLNET cc's authority to alter or vary these conditions.
• The Customer may not rely on a representation which it claims persuaded it to enter the contract.
• No agreement varying, adding to, deleting from or cancelling any of these conditionsm and no waiver of any of these conditions, shall be effective unless reduced to writing and, signed by a director of Solar Heating Systems t/a SOLNET cc.
• No indulgence granted by Solar Heating Systems t/a SOLNET cc,  shall constitute a waiver of any of Solar Heating Systems t/a SOLNET cc's rights.
• If Solar Heating Systems t/a SOLNET cc,  refers any claim or dispute against the Customer to its attorneys, and whether or not Solar Heating Systems t/a SOLNET cc, institutes or defends any legal or arbitration proceedings to enforce or protect its rights, Solar Heating Systems t/a SOLNET cc,  shall be entitled to recover from the Customer all legal costs (on an attorney and own client basis), tracing charges and collectin commission incurred by Solar Heating Systems t/a SOLNET cc in that regard.
• In the event of SOLNET deciding to institute legal proceedings for the enforcement of any of its rights against the Customer, SOLNET shall be entitled to do so in the MAGISTRATE's Court which would, but for the amount invovled, have jurisdiction.
• A certificate signed by a director of Solar Heating Systems t/a  SOLNET cc, reflecting particulars of the amount owing by the Customer together with details of all deliveries made to the Customer and the invoices pertaining to such deliveries shall be prima facie proof thereof and of the Customer's indebtedness to Solar Heating Systems t/a SOLNET cc.
• The Customer may not cede any of its rights or delegate any of its obligations in terms of the contract unless a director of Solar Heating Systems t/a SOLNET cc,  gives prior written consent to the Customer to do so.
• Credit facilities allowed by Solar Heating Systems t/a SOLNET cc, are in Solar Heating Systems t/a SOLNET cc's descretion and Solar Heating Systems t/a SOLNET cc, is entitled, at any time, without notice to the Customer to vary, curtail or terminate such facilities.
• Unless it conflicts with the context of these conditions, words signifying one gender will included the other genders, words signifying the singular will include the plural and vice versa and words signifying natural persons will include artificial persons and vice versa.
• Headings of clauses are inserte for the purpose of convenience only and shall be ignored in the interpretation of these conditions.
• If any part of these conditions is or becomes unenforceable, it will be severable from the rest of these conditions which will continue to be binding.
• This agreement shall be interpreted and implemented in accordance with the law of the Republic of South Africa.