1. All agreements made and entered into by Thermon South Africa (Pty) Ltd. (Reg.No. 2015/020118/07 | VAT No. 4750268387) ("the Corporation") and the purchaser of the Corporation's goods and/or services ("the Customer") shall be on the terms and conditions contained in the order / invoice and subject to the following terms and conditions.
2.
2.1 All amounts owing to the Corporation together with the applicable value-added tax (VAT) shall be paid Cash on Delivery unless the Corporation agrees in writing that payment may be made within 30 days of the date of the corporation's statement. A separate invoice shall be rendered for each delivery.
2.2 Interest shall be charged on any overdue amounts at the maximum rate prescribed from time to time in terms of the Usury Act of 1968 from due date until date of payment.
2.3 Ownership in the goods forming the subject matter of this contract shall remain vested in the Corporation until all amounts due have been paid.
2.4 The Customer shall keep all goods 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 shall notify the landlord of its premises from time to time in writing that the goods are the property of the Corporation.
2.5 The Corporation shall have the option (but without prejudice to any of its other rights against the Customer) by notice in writing to the Customer to rescind this contract and any other contract between the Corporation and the Customer or to suspend performance of any of its obligations hereunder :
2.5.1 should any sum owing by the Customer to the Corporation be overdue for a period exceeding 14 (fourteen) days whether under this contract or any other contract; or
2.5.2 should the Customer be otherwise in breach of this contract or any other contract of the Corporation.
2.6 the Magistrates court shall have jurisdiction in any action instituted against the Customer, notwithstanding that the amount of the claim would otherwise exceed the juridiction of that court.
3.
3.1 Delivery of the goods to the Customer shall take place at the premises of the Corporation on the date upon which the Customer should have taken delivery or upon the date of collection, whichever date is the earlier.
3.2 The risk of loss of or damage to the goods shall pass to the Customer on delivery.
3.3 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.
3.4 The date of delivery is given in good faith and all reasonable efforts shall be made to comply therewith.
3.5 The Corporation shall not be liable for any loss, damage or delay due to the failure of the Corporation for any reason whatsoever to deliver the goods on the date of delivery.
3.6 The Corporation may deliver the goods in instalments and no failure of or delay in delivery of any instalment or any defect in the contents thereof shall entitle the Customer to treat the contract as repudiated with regard to any remaining instalments.
3.7 The Corporation shall be entitled to suspend or reduce the fulfilment of any contract for the supply of goods at any time if any contingency beyond the Corporation's control arises, such as non 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.
3.8 If the goods are delivered in more than one batch then the agreement shall be divisible and each batch shall be the subject of a separate contract.
4.
4.1 The Corporation shall be liable for any defect in the goods by reason of faulty production, workmanship, quality of raw materials or otherwise provided that :
4.1.1 it is established that the goods were correctly installed and properly cared for and used; and
4.1.2 the Corporation receives written notice of the defects within 7 (seven) days of the delivery.
4.2 The Corporation's liability shall be limited at its option to :
4.2.1 repairing such goods free of charge at Thermon; or
4.2.2 supplying the Customer with another unit of the goods free of charge; or
4.2.3 passing a credit for the purchase price of the goods, provided that the goods are returned to Thermon within a period of 21 calendar days from date of dispatch and provided the Corporation shall under no circumstances whatsoever be responsible for :
4.2.4 any consequential or other damages whatsoever; and
4.2.5 the cost of removal of defective goods or re-installation of goods installed in their stead.
4.3 Save as set out herein, all conditions, terms, warranties or representations (express or implied, statutory or common law) as to quality, fitness, performance or otherwise in relation to the goods are excluded.
4.4 Save as expressly provided for in these terms and conditions, the Corporation 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 Corporation or its employees or agents.
4.5 When the Customer purchases the goods for re-sale, the Customer shall ensure that the purchaser of the goods is apprised of these conditions so as to ensure that the purchaser's claims (if any) against the Corporation are limited to the extent stated herein.4.6 The Customer indemnifies and holds the Corporation harmless against all claims, loss, damage, expense or proceedings of whatsoever nature against or on the part of the Corporation arising out of the sale or distribution of the goods whether defective or not or for any reason whatsoever.
5.
5.1. The Customer undertakes to notify the Corporation, in writing, within seven (7) days of any change in ownership of the Customer's business, or, should the customer be a company, any share transaction where 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 Customer. In addition to the aforegoing, the Customer acknowledges the immediately upon the change of ownership in the Customer any outstanding amount whether due or not shall be deemed forthwith payable by the Customer to the Corporation.
5.2 No alteration, cancellation, variation, waiver of or addition hereto shall be of any force or effect unless expressly accepted in writing by the Corporation.
5.3 No indulgence, leniency or extension of time shown or granted to the Customer shall in any way prejudice the Corporation or preclude the Corporation from exercising any of its rights in the future.
