Johannesburg Office
+27 010 300 0710
Unit 25 Northlands Retail Park,
210 Epsom Avenue,
Hoogland, Randburg, 2169


General Terms and Conditions of Business

 

  1. General terms and conditions. All agreements made and entered into by BLOCKPOWER (“the Company”) and any purchaser of the Company’s goods and/or services (“the Customer”) shall be on the terms and conditions contained in the proposal/quote/order/invoice and subject to the following terms and conditions.
  2. In the event of any order being given to the Company on a proposal/quotation/purchase order/invoice reflecting the Customer’s name as the entity from which the order emanates, such order shall be deemed to have emanated from the Customer, notwithstanding the fact that such order may have been given or signed by a person not authorised by the Customer and such order will be deemed valid.
  3. Payment terms and VAT. All amounts owing to the Company together with the applicable value-added tax (VAT) (“the Purchase Price”) shall be paid on such terms as may be indicated on the relevant proposal/quotation/purchase order/invoice, unless the Company agrees in writing to a negotiated term of payment.
  4. If the Customer should fail to object to any item appearing on the Company’s statement of account within 7 (seven) days of date of the dispatch of the statements, the accounts shall be deemed to be in order.
  5. Interest. Interest shall be charged on any overdue amounts, or the balance thereof from time to time, at the prime lending rate plus (+) 2% Bank per annum, calculated and compounded monthly in advance, from due date until date of payment.
  6. Acceleration on overdue amounts. In the event of the Customer defaulting in making payment of any amount that has become due and payable, then the full balance outstanding, whether due or not, will immediately become due and payable without notice to the Customer.
  7. Ownership of goods. Ownership of any goods forming the subject matter of any agreement shall remain vested in the Company until all amounts due (including any interest) have been paid in full.The Customer undertakes to keep all goods forming the subject matter of any agreement in respect of which the purchase price (and interest, if any) has not been discharged in full, free from attachment, hypothec or other legal charge or process and where relevant shall notify the landlord of its premises from time to time in writing that the goods are the property of the Company.The Company shall, in its sole discretion, without notice to the Customer, be entitled to take possession of any goods forming the subject matter of any agreement in respect of which payment of the purchase price (and interest, if any), or any portion thereof, is overdue, in which instance the Customer shall be entitled to a credit in respect of such goods so returned, being the price at which the goods are sold, or the value thereof as determined by the Company. The Customer hereby waives any right it may have for a spoliation order against the Company in the event that the Company takes possession of any goods.
  8. The Company shall have the option (but without prejudice to any of its other rights against the Customer) by notice in writing to the Company to rescind this contract and any other contract between the Customer and the Customer or to suspend performance of any of its obligations hereunder should any sum owing by the Customer to the Company be overdue or the Customer be in breach of this agreement or any other agreement relative to the provision of goods and/or services by the Company to the Customer.
  9. Risk of loss and damage. The risk of loss of or damage to the goods shall pass to the Customer on delivery.
  10. Delivery of goods. The Customer shall take delivery of the goods with reasonable despatch. If the Customer delays delivery, reasonable storage costs relating to the goods shall be charged to the Customer as from the specified delivery date and the goods shall be stored at the Customer’s sole risk.
  11. The date of delivery is given in good faith and all reasonable efforts shall be made to comply therewith. The Company shall not be liable for any loss, damage or delay due to the failure of the Company for any reason whatsoever to deliver the goods on the date of delivery. No failure of or delay in delivery of any goods shall entitle the Customer to treat this agreement as repudiated.
  12. The Company shall be entitled to suspend or reduce the fulfilment of any agreement for the supply of goods at any time if any contingency beyond the Company’s control arises, such as none or reduced availability of raw materials, strikes, lock-outs, fire or any act or event which interferes with or prevents the manufacture, production or delivery of the goods for which no fault can be attributed to the Company or its representatives.
  13. Damage and loss. Save as expressly provided for in these terms and conditions, the Company shall not be liable for any loss, damage or delay whatsoever and howsoever the same may arise or be caused, including, without restricting the generality of the a foregoing, by reason of any negligence by the Company or its employees or agents. The Customer specifically acknowledges that the proposal/quote/order/invoice does not in any manner whatsoever include any lightening protection against or in respect of the goods.
  14. When the Customer purchases the goods for re-sale, the Customer shall ensure that the purchaser of the goods (“the Third Party”) is apprised of these terms & conditions so as to ensure that the Third Party’s claims (if any) against the Company are limited to the extent stated herein, and without limiting the foregoing.
  15. Should the Customer fail to make payment of any amount that has become due and payable in terms of this agreement, then and in the execution of this agreement, the Customer (“the Cedent”) hereby cedes, transfers and makes over to the Company (“the Cessionary”) the Cedent’s right, title and interest in and to any claim for payment of any amount due to the Cedent by any Third Party to whom the Cedent resells any goods purchased by the Cedent in terms hereof. The Cedent hereby authorises the Cessionary to notify the Third Party of this cession. The Cessionary hereby accepts the said cession upon and subject to the terms and conditions set out herein.
  16. The Customer hereby indemnifies and holds the Company harmless against all claims, loss, damage, expense or proceedings of whatsoever nature against or on the part of the Company arising out of the re-sale or distribution of the goods whether defective or not or for any reason whatsoever including any failure to deliver goods timeously, to any Third Party.
  17. Any signatory to this agreement by the Customer, hereby bind himself jointly and severally to the Company as surety and co-principal debtors jointly and severally with each and every one of the other sureties, for the due performance of all obligations of whatsoever nature and howsoever arising which the Customer may have in the past owed or may presently or in the future owe to the Company or its successors in title or assigns.
  18. Upon receiving deposit payment or part payment of any quotation sent to a Customer, we will consider the quotation accepted by the Customer (Default Option 1) as well as the terms and conditions set out on the quote or proposal.
  19. The Customer undertakes to notify the Company, in writing, within 7 (seven) days of any change of ownership of the Customer’s business, or should the Customer be a Company, any share transaction where the majority shareholding is affected. The Customer acknowledges that upon any change of ownership in the Customer any outstanding amount whether due or not shall be deemed to be immediately payable by the Customer to the Company.
  20. Notwithstanding the amount which may at any time be owing by the Customer to the Company, 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 the Company against the Customer arising out of any agreement or transaction between the Parties, it being recorded that the Company shall be entitled, but not obliged, to bring any action or proceeding in the said court.
  21. Should the Company instruct its attorneys or collection agent to collect any overdue amounts, or to take any action against the Customer or any Third Party, in the implementation or protection of the Company’s interests in terms hereof, the Company 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 Customer.
  22. The Customer, it’s members/directors/shareholders/trustees or other representatives and any signatory to any agreement between the Company and the Customer in relation to the delivery of goods and/or services to the Customer by the Company, hereto chooses their Domicilium Citandi et Executandi for all purposes arising out of any such agreement at the Physical Address stipulated on the quote/order/invoice. The Customer further undertakes to notify the Company forthwith in writing of any change of address.
  23. The Customer consents to the Company sharing information relative to the Customer’s account with the Company, with other credit grantors and credit information agents. Information shared with such credit grantors and agents is used to make credit granting decisions, to prevent fraud and manage risk. I hereby give consent that my personal information may be forwarded to the relevant credit report bureaux’s in order for the Company to obtain a full credit report.
  24. A certificate signed by a manager or any director of the Company reflecting the amount owing by the Customer to the Company and of the fact that such amount is due, owing and unpaid shall be prima facie proof of the effects therein stated for the purpose of any action, 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 Customer to prove that such amount is not owning and/or due and unpaid, within an agreed upon time period.
  25. Severability. Each 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.
  26. Whole agreement. This contract contains the entire agreement between the parties and any other terms thereof whether express or implied or excluded here from 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.
  27. Non-variation. No alteration, cancellation, variation, waiver of or addition hereto shall be of any force or effect unless expressly accepted in writing by the Company.
  28. Waiver. No indulgence, leniency or extension of time shown or granted to the Customer shall in any way prejudice the Company or preclude the Company from exercising any of its rights in the future. No indulgence, relaxation, leniency, extension of time, or granted to the Customer by the Company shall in any way operate as or be deemed to be a waiver by the Company of any rights under this agreement.
  29. Cooling off. Should the transaction between the Company and the Customer fall within the ambit of the Consumers Protection Act No 68 of 2008 (“the Act”), the Customer acknowledges that, in terms of Section 16 of the Act, it has 10 (ten) days in which to rescind the transaction, should the transaction be a result of direct marketing on behalf of the Company.
  30. Lead times. Lead times shall be in accordance with the proposal/quote and subject to the delivery periods stated in clause 10 hereof.
  31. The Company will not be held responsible for any delays to the lead times provided as a result of, but not limited to the following;-
    • 31.1 Where weather conditions make it impossible or unsafe for us to perform any of our services;
    • 31.2 Should materials that are ordered not be received on the date or time agreed with any supplier (and a suitable replacement from an alternative supplier is not available);
    • 31.3 Variations issued in addition to the original order, at any given time after the original quote/order has been approved;
    • 31.4 Where an independent designer/interior decorator/builder/project manager may be appointed to approve/advise on aspects involving detail/construction methods of the relevant product/service and this individual delays any communication to instruct/answer questions relating to information required to complete any item/service for the Customer;
    • 31.5 Where other contractors/service providers have been appointed to provide their products/services in conjunction with our installation order and at any time during the project these contractors/service providers cause a delay that directly/indirectly influences our installation/service;
    • 31.6 Where we are unable to gain access to the premises, for whatever reason, to carry out the services;
    • 31.7 Where the areas on the premises are not ready for our product/services to be affected;
    • 31.8 Delays by the Client on importing goods with their agent/tax authority;
  32. Defects liability period. The Company shall provide the Customer with a 12 month defects liability period in respect of workmanship and installation of the goods only. The 12 month period shall be calculated as from the date of project handover once the customer has approved the installation and has received a handover certificate. Guarantees on goods shall be determined in accordance with the specific manufacturers warranty, which will be provided to the Customer upon the issue of the handover certificate.
  33. Where an independent contractor is appointed before or during the project, these individuals will be responsible for the signing/approval of any snag/defect list and hand over certificates, of which only one of each may be issued.
  34. Upon the approval/issue of a defects list, all defects that may occur hereafter will be treated as items covered under the companies warranty that is reflected on the quote/order/invoice and will be rectified by the Company after such a time that full payment has been received and the hand over certificate stating that the defects list has been completed is signed;
  35. Should access at any time be denied for any reason during the defects rectification period to resolve these defects or should the Customer ignore or delay our requests to inspect the completion of these defects with in fourteen (14) days we will hereby assume that the products/services we have rendered to have been completed to the Customers satisfaction.
  36. Should our supplied product be used in anyway during or directly after supply/installation, we will assume the product to be complete for its intended use and payment would become due unless otherwise agreed in writing by the Company.
  37. By accepting the quote/order/invoice the Customer acknowledges that it has familiarised itself with the terms and conditions contained herein.
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