Terms & Conditions

1. All goods are sold only in accordance with the Standard Specifications applicable to such goods, and subject to these Conditions of Sale, regardless of conditions of purchase.

2. In these Conditions of Sale, the following words and expressions will have the meanings assigned to them:

2.1 "Buyer” means the buyer of goods from Seller;

2.2 “Conditions of Sale” means the standard conditions of sale contained in this document which are applicable to the sale of all goods by Seller to Buyer;

2.3 “Defective Goods” means goods sold by Seller to Buyer that do not comply with the Standard Specifications;

2.4 “Seller” means Masonry Cement Composites (Pty) Ltd (Registration Number 2014/263264/07);

2.5 “Standard Specifications” means the standard specifications applicable to goods sold as specified in the relevant technical datasheet for the goods contained on Seller’s website, www.mccsa.co.za

3. The Conditions of Sale as set out herein constitute the whole agreement between Seller and Buyer and no variation or amendment thereof shall be of any force or effect unless same is reduced to writing and signed by both Seller and Buyer.

4. No relaxation, indulgence or variation from the terms of these conditions which Seller may show or allow at any time to Buyer in regard to the ordering., purchase and sale of its products shall in any way be deemed to constitute or constitute a waiver of Seller’s entitlement to rely strictly upon the conditions herein contained and Seller’s rights in consequence thereof, and in particular no such relaxation, indulgence or variation, however often shown or allowed, shall be deemed to constitute or constitute an estoppel as against Seller or Sellers rights as herein constituted, whatsoever the basis for and nature of the estoppel alleged.

5. Seller shall be under no obligation whatsoever to advise or assist Buyer in respect of the packaging, transport, storage, processing or application possibilities of any of the products, including the goods sold, or in respect of containers, tanks, cylinders, plant, machinery, technical recommendations or similar indications, or in any other respect. Notwithstanding the above, should Seller nevertheless give advice or assistance to Buyer, such advice or assistance shall be given subject only to the following terms and conditions:

5.1 the advice and/or assistance is given in good faith;

5.2 no warranty, guarantee or representation is made by Seller regarding the accuracy of any statement, data or recommendation in connection with the advice or assistance;

5.3 Seller, including its employees and agents, shall not be liable for any loss or damage to property, whether direct or consequential, or for any death or injury to any person arising from the provision of advice or assistance. This includes any loss or damage resulting from any negligent act by Seller, its employees, or agents. Furthermore, Buyer agrees to indemnify and hold Seller, its employees, and agents harmless from any claims, liabilities, damages, or expenses arising from the advice or assistance provided.;

5.4 Should Buyer elect to follow any advice and/or assistance provided in good faith by Seller, Buyer assumes all risks associated with following such advice.

6. It is the duty of Buyer and any user of the goods to fully inspect the goods prior to their purchase (to determine the fitness thereof for the purposes of Buyer or the user), remaining cognisant of Seller’s recommendations and the proposed use to which the goods are to be put.

7. Buyer acknowledges that the goods sold may be subject to natural variations inherent to the manufacturing process or the materials used. Buyer understands and accepts that, while Seller will make every reasonable effort to provide goods of consistent quality, certain natural variations may be unavoidable. Such variations shall not constitute grounds for rejection of the goods by Buyer. In such an event, Buyer shall have no claim against Seller and agrees to hold Seller harmless from any related claims, liabilities, or expenses.

8. Orders are only binding on Seller in writing, and insofar as they are accepted by Seller in writing by the responsible official.

9. Seller will endeavour to meet its dispatch or delivery date forecasts, however Buyer acknowledges that such dates are only estimations. Unless Buyer’s order specifically states a date on which delivery is required, and only should such delivery date be accepted by Seller, shall Seller endeavour to meet the specific date requested by Buyer. Orders will be accepted for delivery as and when goods can be made available by Seller. Seller is entitled to execute orders by instalments.

10. Seller shall have no liability whatsoever for late delivery or non-delivery of any goods due to force majeure or any other circumstances beyond its control. Where Buyer has specifically stated a date in its order, on or before when delivery is required, Seller must agree to the specific date provided by Buyer in writing prior to the delivery date and timeline being confirmed. Seller shall not be responsible for any loss or damage caused by late delivery or non-delivery, howsoever caused. Any liability that might be established is limited only to Buyer’s direct loss and shall be limited to an amount not exceeding the invoice value of the order to which the loss relates.

11. The following payment terms apply to all transaction concluded between Seller and Buyer, unless agreed (in writing) to the contrary:

11.1 All monies payable to Seller in respect of the supply of goods shall be paid to Seller at the above address free of all deductions within 30 (thirty) days from the date of the monthly statement of account issued by Seller to Buyer. Should any EFT payments be made by Buyer to Seller, it remains the responsibly of Buyer to telephonically confirm Seller’s banking details prior to payment. Seller will not be held liable for payments made to incorrect bank accounts to due electronic

transmission interception or fraud.

11.2 Payment shall be made to Seller and only credited to Buyer’s account once payment is received by Seller. Any delay in or loss or destruction of payment occasioned by the use of postal services shall remain with Buyer. Seller shall be entitled to appropriate all payments made by Buyer towards the payment of any debt or obligation owed by Buyer to Seller irrespective of the date upon which such debt or obligation arose.

11.3 Without prejudice to any of Seller’s rights hereunder, Seller shall be entitled to claim and recover interest from Buyer on all amounts payable by Buyer that are overdue at a rate equivalent to the aggregate of the prime rate charged from time to time by Seller’s commercial bankers for overdraft facilities plus 2% (two percentum) per annum. Such interest is to be calculated from the date on which the amount concerned became due up until payment is received by Seller from Buyer, both days included.

11.4 No discount that might otherwise be claimable by Buyer shall be binding upon Seller if the payment to which it relates is not received by Seller by the due date for payment thereof.

11.5 Should any error, measurement or calculation reflected in any account rendered by Seller to Buyer be discovered, Seller shall be entitled to amend or rectify same and to claim and recover on demand any shortfall owing to Seller by Buyer as a consequence thereof.

11.6 Buyer is not entitled to withhold any payment to Seller pending settlement of any claims or disputes arising from the contract.

12. Seller shall be under no obligation to supply goods or fulfil orders to Buyer if Buyer’s account with Seller is in arrears. If Buyer commits any act of insolvency, is placed under provisional judicial management or has a final liquidation order is granted against it, Seller reserves the right to cancel any sale and/or order, or to stop further deliveries unless acceptable securities are provided, or advance payments are made by Buyer.

13. All goods’ selling prices are stated excluding Value Added Tax (VAT), and are ex factory, notwithstanding delivery charges which may be charged separately in terms of this paragraph and risk in the goods passes to Buyer on delivery. Buyer acknowledges that VAT will be charged every final statement of account.

13.1 Unless otherwise agreed in writing, Buyer will at it’s own cost take delivery of the goods at Seller’s factory. Delivery shall be deemed to have taken place when the loading of the goods onto Buyer’s or a third party’s carrier commences. Upon delivery of the goods to Buyer, Buyer bears the sole responsibility for storage thereof.

13.2 Where Buyer does not collect the goods and has not timeously advised Seller of a third party carrier whom Buyer wished to engage for transportation of goods, Seller shall be entitled to appoint a carrier of it’s choosing on the Buyer’s behalf and at Buyer’s expense.

13.3 A carrier transporting the goods to Buyer under the provisions of this clause shall be deemed to be Buyer’s agent for all intents and purposes, notwithstanding that the costs for carriage may be paid to Seller by Buyer. The conditions of carriage of the carrier shall govern such transportation. Under no circumstances whatsoever shall Seller be liable for any loss, damage, destruction, contamination, deterioration, late delivery or non-delivery of the goods after Seller has delivered in terms of clause 13.1.

13.4 Buyer will pay, on demand, all costs which Seller may incur as a result of an incorrect or amended delivery address provided by Buyer.

14. Buyer is required to inspect and check the goods upon delivery to verify specifications and quantities. Products may not be returned and deliveries may not be refused except by arrangement with Seller. Buyer shall notify Seller in writing immediately or within 14 (fourteen) days from date of delivery of any defect which comes to Buyer’s attention. Seller shall be obliged at its option to retake possession of the Defective Goods and to refund the purchase price if paid, or to deliver goods in replacement thereof.

14.1 Where goods are short delivered in terms of the accepted order, Buyer shall notify Seller immediately or in writing within 7 (seven) days from date of delivery. Upon satisfactory proof such delivery, Seller shall rectify any such shortfall incurred.

15. Seller accepts no responsibility for damages, or any other loss, whether direct or consequential, that may be suffered by Buyer, any persons claiming through Buyer, or by any other persons in connection with the delivery, packaging, transport, storage and/or specification of the goods, or otherwise. Buyer indemnifies Seller and holds Seller harmless against any such damages or loss that might arise.

16. Buyer assumes all risks and liability resulting from the use of the goods and Buyer must confirm the suitability thereof by conducting their own tests. No guarantee (express or implied) is given by the Seller in respect of the goods. In this respect, Buyer indemnifies Seller against any claim which may arise from the use of the goods.

17. The goods shall only become the property of Buyer once Seller has received payment in full, and Buyer has performed all other obligations in Seller’s favour. Failing the aforementioned, the goods remain Seller’s property. If third parties attempt to assert ownership or to substantiate any rights to any goods in which Seller still has proprietary rights, Buyer shall immediately be obliged to inform Seller of any such action taken. Seller shall be entitled to take whatever action it may deem necessary to protect its rights including cancellation of the sale and repossession of the goods. In the event of any such cancellation of the sale, Buyer undertakes to preserve the goods in safe-keeping until repossessed by Seller. Upon request by Seller, Buyer undertakes to hand over and return all the goods to Seller.

18. Where the goods are processed further, the use of Seller’s trademark in connection with Buyer’s end product is subject to Seller’s express written consent. This shall apply to all processing stages. Sellers consent shall require compliance to the trademark laws and compliance to any processing of the goods by Buyer in a manner approved by Seller.

19. Special colour requests will only be matched to physical colour samples (not photographs). Seller may, at its sole discretion, charge for colour matching services.

20. All currency fluctuations and devaluation risks shall be borne solely by Buyer. Buyer is responsible to pay any and all consequent price increases from the date on which the order is placed until Buyer makes payment to Seller, irrespective of whether devaluation may occur before or after delivery to Buyer.

21. Any alleged claim of Buyer regarding the goods will be investigated by Seller upon request and a report will be issued by Seller. Should Seller’s investigation indicate that the goods do comply with the Standard Specifications, Seller reserves the right to recover costs incurred for the investigation of the claim and compilation of the report.

22. In the event of Seller taking legal action to collect amounts owing by Buyer, Buyer shall be responsible for payment of all legal fees on an attorney/client scale which are incurred by Seller.

23. All contracts concluded pursuant to Seller’s acceptance of any order constitutes a contract between Seller and Buyer. Any rights and obligations of Buyer thereunder may not be assigned, transferred, alienated or burdened in any way. In the event that the aforementioned should occur, the contract between Seller and Buyer shall be void.

24. These conditions apply to all sales of goods entered into by Seller whether or not such sales are pursuant to orders by telegram, facsimile, cable, telephone, email or placed with canvassers and other representatives selling goods on Seller’s behalf.

24.1 Seller shall be entitled, but not obliged, to institute legal proceedings against Buyer, arising out of the contract, for the full balance outstanding (including current purchase) in any Magistrate’s Court having jurisdiction over Buyer, notwithstanding that the claim or the value of the matter in dispute may exceed the jurisdiction of the Magistrate’s Court. Further, Buyer agrees to be liable for all legal costs, including costs on the attorney-and-client scale and collection charges including tracing costs which may arise.

24.2 A certificate signed by any Director or Manager of Seller showing the amount due and owing by Buyer to Seller at any given time shall be conclusive proof of the facts therein stated and shall constitute a liquid document for the purpose of all legal proceedings against Buyer for recovery of the said amount.

25. This contract is governed by the laws of the Republic of South Africa, irrespective of its place of signature.