Terms & Conditions

Terms and Conditions of Sale  THE APPLICANT or its duly authorised agent does hereby apply for credit facilities with INDUSTRIAL URETHANES and in consideration thereof THE APPLICANT does hereby irrevocably accept the following terms and conditions: 

1. Credit terms

THE APPLICANT agrees that the amount reflected in a Tax Invoice as issued by INDUSTRIAL URETHANES shall be due and payable unconditionally (a) Cash on Order; or (b) if THE APPLICANT is a Credit Approved Customer, within 30 days from the end of the month in which a Tax Invoice has been issued by INDUSTRIAL URETHANES. Settlement is effected only on receipt of cash or due honour of cheque or similar payment instrument and shall be made by INDUSTRIAL URETHANES free of exchange and without deductions of any nature. Any credit facilities granted to THE APPLICANT by INDUSTRIAL URETHANES is entirely at the discretion of INDUSTRIAL URETHANES, and may be withdrawn at any time.

2. Change of address

THE APPLICANT undertakes to notify INDUSTRIAL URETHANES in writing within 7 (seven) days of any change of address.

3. Change of ownership

THE APPLICANT undertakes to notify INDUSTRIAL URETHANES, in writing, within twenty days of any change in Ownership of THE APPLICANT’S business, or should THE APPLICANT be a company, of its share transactions whereby the majority shareholding is affected, failing which notice the entire balance owing, whether due or not, will immediately be deemed to be due and payable by THE APPLICANT. In addition to the aforegoing, THE APPLICANT acknowledges that immediately upon any change of Ownership in THE APPLICANT any outstanding amount whether due or not shall be deemed to be forthwith payable by THE APPLICANT to INDUSTRIAL URETHANES.

4. Domicilium

THE APPLICANT and the signatory hereto chooses Domicilium Citandi et Executandi (in other words, the address at which the Applicant and the signatory will accept all notices, legal documents and the like, whether or not the Applicant and/or the signatory is still at the address chosen) for all purposes arising out of this application at the physical address stipulated in Section A, clause 3.2 of this application.

5. Consent to sharing information

THE APPLICANT and any person who may signs the enclosed ACCEPTANCE OF SURETY clause contained further in this document specifically warrants that INDUSTRIAL URETHANES has consent to:-5.1 Carry out a credit enquiry from time to time with one or more credit bureaus, credit information agents, credit insurance companies or other creditors of THE APPLICANT’S in terms of this agreement. 5.2 INDUSTRIAL URETHANES may transmit details to credit bureaus, credit information agents, credit insurance companies or other creditors of THE APPLICANT’S of how THE APPLICANThas performed in meeting his/her/its obligations in terms of this agreement. Such information shared is for purposes of making risk management decisions and preventing fraud. 5.3 If THE APPLICANTfails to meet his/her/its commitments to INDUSTRIAL URETHANES, INDUSTRIAL URETHANES may record THE APPLICANT'S non-performance with credit bureaus, credit information agents, credit insurance companies or other creditors of THE APPLICANT.6. Pricing increments Prices quoted by INDUSTRIAL URETHANES are determined from time to time and are subject to increases, at the discretion of INDUSTRIAL URETHANES. INDUSTRIAL URETHANES shall be entitled to increase the cost of goods delivered or services rendered to THE APPLICANT with prior written notice, before dispatching such goods or rendering services to THE APPLICANT.7. Valid ordersIn the event of any order being given to INDUSTRIAL URETHANES on an order form reflecting THE APPLICANT’S name as the entity from which the order emanates, such order shall be deemed to have emanated from THE APPLICANT, notwithstanding the fact that such order may have been given or signed by a person not authorised by THE APPLICANT and such order will be deemed to constitute valid delivery. It is further the sole responsibility of THE APPLICANT to determine that goods ordered are suitable for the purposes of the intended use. 8. Delivery8.1 THE APPLICANT agrees that the signature of any agent, contractor, sub-contractor or employee of THE APPLICANT on INDUSTRIAL URETHANES’S official delivery note/invoice/waybill, or the delivery note of any authorised independent carrier will constitute valid delivery of the goods purchased.8.2 Any delivery date stated on any order confirmation is approximate only. INDUSTRIAL URETHANES shall not be bound by that date, but will make all reasonable efforts to deliver by that date.8.3 Whilst INDUSTRIAL URETHANES will endeavour to ensure that goods are delivered timeously, it shall not be responsible for any reasonable delays in the delivery of such goods, and THE APPLICANT shall not be entitled to refuse acceptance of such reasonable late deliveries. INDUSTRIAL URETHANES shall in any event not be liable to THE APPLICANT, or to any third party, for any loss or consequential loss of whatsoever nature as a result of goods not being delivered timeously. 8.4The risk in and to the goods shall pass from INDUSTRIAL URETHANES to THE APPLICANT at the time of delivery notwithstanding that ownership will not pass to THE APPLICANT until full payment of the purchase price. Delivery shall be deemed to have taken place against signature of INDUSTRIAL URETHANES’S delivery note, proof of posting if the goods are posted to THE APPLICANT or delivery to the South African Transport Services or Road Carrier if the goods are railed or transported by INDUSTRIAL URETHANES. The Post Office/South African Transport Services or Road Carrier shall act as the agent of THE APPLICANT.8.5 In the event of INDUSTRIAL URETHANES agreeing to any request by THE APPLICANT to postpone delivery of the goods, or in the event of THE APPLICANT failing to give INDUSTRIAL URETHANES sufficient information to enable it to process any order, THE APPLICANT will pay any costs and expenses thereby incurred by INDUSTRIAL URETHANES. 8.6 THE APPLICANT agrees that goods will be offloaded at the nearest accessible point on site. INDUSTRIAL URETHANES shall not be held responsible for any damage to any goods delivered during the delivery process, where such damage is caused by a person or person other than those employed by INDUSTRIAL URETHANES. 9. Repairs and Warranties9.1 New goods are guaranteed according to either INDUSTRIAL URETHANES’s specific warranties, or the original Manufacturer’s warranties. Where specifically indicated certain goods may be sold to INDUSTRIAL URETHANES on the basis of INDUSTRIAL URETHANES not accepting any responsibility for latent defects (voetstoots) in which case any product warranties are specifically excluded.9.2Should a product supplied to THE APPLICANT by INDUSTRIAL URETHANES be faulty or require return for credit and where a warranty is applicable, THE APPLICANT shall contact INDUSTRIAL URETHANES within a reasonable time period from the goods becoming defective and arrange for the goods to be returned to INDUSTRIAL URETHANES, where applicable.9.3Liability under clause 16.2 is restricted to the cost of repair or replacement of faulty goods or granting of a credit to the value of such goods. Any goods returned must be accompanied by the original tax invoice as issued by INDUSTRIAL URETHANES. 9.4 All warranties and guarantees shall become immediately null and void should any equipment be tampered with; seals be broken; or should the goods be operated outside of specifications. Damage caused by lightning strikes, power surges, power spikes, or other incidents beyond the control of INDUSTRIAL URETHANES are not covered in any warranties.9.5 Should INDUSTRIAL URETHANES find no fault with the returned goods, this will be returned to THE APPLICANT, and a 10% handling fee will be charged.9.6 Where goods are returned for repair THE APPLICANT shall be required to accept a cost estimate prior to any repair work being carried out. Any item returned for repair to THE APPLICANT may be sold to defray costs if such repair items are not collected within 90 days of such repair being carried out. 10. Copyright10.1 THE APPLICANT acknowledges all copyrights and shall not duplicate copyrighted material and that each infringement attempt immediately render the full prevailing price payable to INDUSTRIAL URETHANES. 10.2 THE APPLICANT shall indemnify INDUSTRIAL URETHANES against any claims, costs and expenses arising out of the infringement of copyright, patent, trademark, formula or design by THE APPLICANT.11. Payment to CREDITORINDUSTRIAL URETHANES does not appoint the Post Office as its agents for payments by post. All payments shall be made to INDUSTRIAL URETHANES’S place of business from where the goods were ordered. In the event of any payments being mislaid; lost in the post; or transferred to the incorrect banking account THE APPLICANT shall still be liable to INDUSTRIAL URETHANES for payment. Should INDUSTRIAL URETHANES at any time advise THE APPLICANT of any change to INDUSTRIAL URETHANES’S banking account details THE APPLICANT shall confirm such change with a Manager of INDUSTRIAL URETHANES before effecting any further payments, provided however that nothing contained herein shall be interpreted as obliging INDUSTRIAL URETHANES to afford THE APPLICANT any such indulgence to effect payment after due date.12. Objections to statement If THE APPLICANT should fail to object to any item appearing on INDUSTRIAL URETHANES’S statement of account within fourteen days of date of the dispatch of the statements the accounts shall be deemed to be in order.13. Reservation of ownershipUntil such time as THE APPLICANT has paid the purchase price in full in respect of any purchase of goods, the ownership in and to all such goods shall remain vested in INDUSTRIAL URETHANES. INDUSTRIAL URETHANES shall, in its sole discretion, without notice to THE APPLICANT, be entitled to take possession of any such goods which have not been paid for and in respect of which payment is overdue, in which event THE APPLICANT shall be entitled to a credit in respect of the goods so returned being the price at which the goods are sold or the value thereof as determined by INDUSTRIAL URETHANES. THE APPLICANT hereby waives any right it may have for a spoliation order against INDUSTRIAL URETHANES in the event that INDUSTRIAL URETHANES takes possession of any goods.  14. Responsibility for losses / damages or delaysINDUSTRIAL URETHANES will not be in any way responsible for losses, damages or delays caused by or arising from natural disasters, unavoidable accidents of any kind, acts of the State’s enemies, riots, lockouts, cessation of labour, transport delays, shortened hours of labour, insurrection, war, the imposition of any trade boycotts or sanctions of trade restrictions by any government, authority, company or organization or person or persons, whether within the Republic of South Africa or anywhere else, or any other cause or contingency whatsoever beyond the control of INDUSTRIAL URETHANES.15. Defaulting in payment In the event of THE APPLICANT defaulting in making payment of any amount that has become due and owing, then the full balance outstanding (whether due or not) will immediately become due and payable without notice to THE APPLICANT.16. Interest on overdue accounts INDUSTRIAL URETHANES shall be entitled to charge THE APPLICANT interest at the rate of 2% (two percent) per month from the moment the debt is overdue, provided however, that nothing contained herein shall be interpreted as obliging INDUSTRIAL URETHANES to afford THE APPLICANT any such indulgence to effect payment after due date. 17. Proof of Claims A certificate signed by a manager or any director of INDUSTRIAL URETHANES - whose position and signature shall not be necessary to prove - reflecting the amount owing by THE APPLICANT to INDUSTRIAL URETHANES, in respect of the credit facilities granted to THE APPLICANT relating to THE APPLICANT’S dealings with INDUSTRIAL URETHANES, and of the fact that such amount is due, owing and unpaid shall be considered as adequate proof of the outstanding amount for the purpose of any action (whether by way of provisional sentence or otherwise), proof of debt on insolvency or for any purpose whatsoever where the amount of such claims is required to be established, and it shall rest with THE APPLICANT to prove that such amount is not owning and/or due and unpaid.

18. Consent to jurisdiction

Notwithstanding the amount which may at any time be owing by THE APPLICANT to INDUSTRIAL URETHANES, the parties do hereby consent, in terms of Section 45 of the Magistrates Court Act (No 32 of 1944 as amended), to the Jurisdiction of the Magistrate’s Court for the determination of any action or proceeding which may be brought by INDUSTRIAL URETHANES against THE APPLICANT arising out of any transaction between the parties, it being recorded that INDUSTRIAL URETHANES shall be entitled, but not obliged, to bring any action or proceeding in the said court.19. Recovery of legal /collection costs Should INDUSTRIAL URETHANES instruct its attorneys or collection agent to collect any overdue amounts, or to take any action against THE APPLICANT in the implementation or protection of INDUSTRIAL URETHANES’S rights, INDUSTRIAL URETHANES shall be entitled to the recovery of all legal or collection costs arising there from, on the scale as between attorney, agent or collection agency and own client.20. Cession of Book debts 20.1 THE APPLICANT does hereby irrevocably cede, pledge, assign , transfer and make over unto and in favour of THE CREDITOR all of its right, title , interest , claim and demand in and to all book debts of whatsoever nature and description and howsoever arising which THE APPLICANT may now or at any time hereafter have against all and any persons, companies, corporations, firms, partnerships, associations ,syndicates and other legal personae whomsoever (“THE APPLICANT ‘s debtors”) without exception as a continuing covering security for the due payment of every sum of money which may now be due or at any time hereafter be or become owing by THE APPLICANT to THE CREDITOR.20.2 Should it transpire that THE APPLICANT at any time entered into prior deeds of cession or otherwise disposed of any of the right, title and interest in and to any of the debts which will from time to time be subject to this session then this cession shall operate as a cession of all THE APPLICANT’s reversionary rights. Notwithstanding the terms of the a foregoing cession, THE APPLICANT shall be entitled to institute action against any of its debtors provided that all sums of money which THE APPLICANT collects from its debtors shall be collected on THE CREDITOR’s behalf and provided further that THE CREDITOR shall at any time be entitled to terminate THE APPLICANT’s right to collect such monies/ debts.20.3 THE APPLICANT shall be obliged to deliver all relevant information in documentary form or otherwise to THE CREDITOR upon demand to enable THE CREDITOR to claim monies owed to THE APPLICANT from third parties.21. Non-waiver of rightsAny condonation of any breach of any of the provisions hereof or other act or relaxation, indulgence or grace on the part of INDUSTRIAL URETHANES shall not in any way operate as or be deemed to be a waiver by INDUSTRIAL URETHANES of any rights under this contract, or be construed as a novation thereof.22. Severability of clausesEach clause of these conditions of sale is severable, the one from the other and if any one or more clauses are found to be invalid or unenforceable, that clause/clauses shall not affect the balance of these conditions of sale, which shall remain of full force and effect. 23. Entire agreement This contract contains the entire agreement between the parties and any other terms thereof whether express or implied or excluded herefrom and any variations, cancellations or additions to this contract shall not be of any force or effect unless reduced to writing and signed by the parties or their duly authorised signatories. The agreement shall be governed by the laws of the Republic of South Africa. THE APPLICANT and THE SURETY / SURETIES, by their signatures hereunder, confirm that the information submitted in this application is true and correct in all respects and that they are entirely familiar with the terms and conditions contained herein.