Terms And Conditions:

The Company means, TECHNOLOGY UNLIMITED TRADING (PTY) LTD with registration number: 2004/034034/07 and place of address: MEIRING NAUDE STREET, PERSEQUOR TECHNO PARK BLOK E, PRETORIA, GAUTENG, 0081

The Customer means any natural or juristic person placing an order of any product with the Company whose details were relayed and incorporated in any order.

Product means any product, material or item to be supplied as ordered or tendered or marketed by the Company in any quantity with or without any special branding.

Order means any communication between the Customer and the Company either individually or in combination with a series of documents,  in relation to a product, be it an invoice, quotation, email, or any other document reflecting the specifications and instructions of the Customer, setting out the quantity of product with any required branding or manufacturing specifications, terms and conditions and payment terms. Date of Order on which the client made payment in accordance with any payment terms.

Purchase price means the full price with the added VAT on the whole order

Responsible person means a director, trustee or member, or any person with executive authority in the event that the Customer is a juristic person.

The parties mean either the Company or the Customer

Damages, means any damages, either direct, indirect, consequential or economical of nature

Days or reference days means a calendar business day, with the exclusion of any Saturday, Sunday or public holiday

VAT means value added tax

CUSTOMER

The Customer is the person or entity whose details reflect and is set out in the heading of the invoice.

In the event that the Customer is a juristic person, the person placing the order with the Company warrants that he/she holds the necessary authority and authorization to act on part of the Customer and/or responsible persons of the Customer and to bind the Customer and/or the applicable responsible person(s) to the terms of this agreement.

In the event that the Customer is a trust, the person placing the order with the Company warrants that he/she holds the necessary authority and authorization to act on part of the trustees to bind the Customer and/or the applicable responsible person(s) to the terms of this agreement.

The person signing this agreement warrants that the Customer is duly registered and incorporated in accordance with the relevant statutes that lends to the Customer the required legal recognition and status to be incorporated as a legal entity.

SURETY

The person placing an order or signing on behalf of any juristic person signs himself/herself as surety and co-principal debtor for the punctual performance of such juristic person.

In the event that the person is an employee of the juristic person and does not wish to act as a surety or co-principal debtor such a person must bring the situation to the attention of the Company and further provide the correct director, trustee or member’s details in order for the Company to ensure that the correct person is bound as surety.

 

RESERVE OF OWNERSHIP

Any right or title of ownership of any product will remain with the Company up until such time that the full purchase price had been paid by the Customer.

The Company reserves the right to cease production, retain -, withhold or refuse any deliver of a consignment of products up until the full purchased price of the ordered products have been paid, or payment arrangements had been made to the satisfaction of the Company.

In the event that the Company had delivered some or part of a consignment of products where any part of the payment of the order remains outstanding, the Customer undertakes to keep the delivered products in safe keeping on behalf of the Company and will only remove the products from the delivered address with the consent of the Company, alternatively after the payment in full of the order price.

ORDER

An order will not be deemed complete unless the payment arrangements have been agreed to and/or any art work or branding had been signed off in writing.

An order and the purchase price of the products are wholly dependant on the quantity and amount of the product. In the event that the Customer varies the amount of the order the Company reserves the right to adjust the purchase price of the order accordingly.

The Company has the right to decline, reject or delay any order from any Customer if such an order is not accompanied with the required payment, be it in full or in terms of the deposit arrangement with the Company.

QUALITY

The Customer is aware and accepts the risk that there might be a difference between the quality of the material between what was seen online and the actual product that arrives, due to the images being for illustration purposes only. Actual products may differ from product images.

 

The Customer is aware and accepts that there is a risk associated with the colour of the product and that the colour selection might appear different.

The Customer will not hold the Company liable for any damage which it might suffer as a result of any deviation of quality brought about as a result of any manufacturing requirement, process or design, art work or any other material aspect outside the direct control of the Company.

QUANTITY/STOCK

The Customer is aware that the amount of product is instrumental to the order and affects the purchase price of the total order.

In the event that the Customer cancels or amends the quantity of the order the Company reserves the right to amend the total purchase price of the order.

The Company does not maintain any amount of the ordered product in stock and is wholly dependent on the stock maintenance and the availability thereof with its suppliers and or manufacturing capabilities of such supplier.

The Customer is made aware and acknowledges the risk associated with ordering just the required amount of stock and is further advised to anticipate its requirements accurately.

The Customer indemnifies and will hold the Company free from any damages that it might suffer as a result of any requirement of additional stock not duly provided for in the order.

 

NORMAL LEAD TIME

The Customer is aware and acknowledges the risk that there is a lead time in relation to the procuring and manufacturing of the product in the amount and to the specifications of the client.

The normal lead time are estimates and the Customer acknowledges and accepts the risks associated with the manufacturing and any delays that can be attributed to strikes, load shedding and movement restrictions, force majeure etc.

The minimum lead time is required and is deemed a normal lead time:

Economy orders 5-7 working days

 

The Customer will strictly adhere to any payment obligation with the Company in any transaction in order allow the Company the necessary financial resources to execute the required tasks to perform on or before the critical date of performance. Any delayed payment amounts to breach of the terms of the agreement and waiver by the Customer of the critical date requirement.

 

CRITICAL  PERFORMANCE  DATES (expedited lead times)

(NOTE that all days refer to business days with the exclusion of any Saturday, Sunday, Public Holiday and is some instances Public Holidays of foreign jurisdictions applicable on suppliers and/or manufactures)

In the event that delivery dates are of importance to the Customer, the Customer will inform the Company of the importance thereof in writing and bring it to the attention of a Director of the Company.

Any critical performance date, in spite of any undertaking by the Company’s sale staff, will only be binding on the Company if and when the critical performance date had been duly communicated to and agreed to by a Director of the Company.

Notwithstanding any undertaking by the Company in agreeing to a specified delivery date, the Customer will not hold the Company liable for any damages that it might suffer as a result of a delay that might occur attributable to any act or omission from the Customer in finalizing and approving any art work, branding, delayed payment or any other instruction to the Company.

Notwithstanding any undertaking by the Company in agreeing to a specified delivery date, the Customer will not hold the Company liable for any damages that it might suffer as a result of a delay that might occur attributable to any act or omission from any regulator, authority, manufacturer, supplier, transporter or any other third party in the supply chain, regardless if such a party had been appointed or mandated by the Company.

Notwithstanding any undertaking by the Company in agreeing to a specified delivery date, the Customer will not hold the Company liable for any damages that it might suffer as a result of any delay that might occur attributable to the availability of sufficient resources and materials with the suppliers or manufactures of the product or any impact of any manufacturing or supplying capability as a result of any storm, loadshedding, health conditions, safety issues, strikes, acts of war, force majeures that might be experienced by any supplier and/or manufacture .

The Customer will strictly adhere to any payment obligation with the Company in any transaction where critical performance dates are to adhered to in order allow the Company the necessary financial resources to execute the required tasks to perform on or before the critical date of performance. Any delayed payment amounts to breach of the terms of the agreement and waiver by the Customer of the critical date requirement.

The Customer is notified of the increased risk and duly accept such a risk that any product delivered outside of the normal lead time might have inferior quality and/or not comply fully with the specifications of the Customer. The Customer will accept such inferior quality or non-compliant product and will further indemnify the Company from any loss or damages that the Customer might suffer as a result thereof.

Further terms are applicable on the critical performance based on the time allotted to the Company in order to perform:

 

DELIVERY

The Customer is obligated and responsible for the collection and/or delivery of the goods from the Company to the Customer. At the collection of the order the Customer , any employee or agent must present a valid proof of identity and the order number as provided by the Company.

In the event that the Customer utilizes the services of the Company to deliver the goods at the address as specified by the Customer, the Customer will hold the Company free from any claim of damages or liability that might result from the Company or its employees or any agent delivering the product to the Customer.

The Customer will ensure that the required persons are available to accept delivery at the agreed time and place of the delivery. In the event that the driver has to wait for more than 30 minutes for an authorised person to accept the delivery the Company may levy additional standing time charges for such a delivery.

In the event that the place of delivery is not at the ground floor, alternatively not easily accessible, the Customer will ensure that the required assistance and guidance will be provided for the delivery. In the event that the delivery takes longer than 30 minutes to complete the Company may levy additional charges in relation to additional services and/or standing time.

In the event that the Customer elects to use the of services of a third party, the Customer will ensure that the goods are transported free on board and further fully ensured by the Customer. The Company will not be held liable for any claim of the Customer, and the Customer indemnifies the Company for any claim be it from the Customer or from any third-party transporter or any other third party that might result in damages or destruction from the product from any act or omission from the Company in transferring the product for the collecting and/or delivery of the product. 

Proof of delivery setting out the product and quantity will be a signed delivery note by the Customer, its agent, or any third party acting on the instruction of the Customer.

The Customer is responsible for the counting and verification of the quality and quantity  of the products at the delivery thereof. In the absence of any written notification, any consignment of product will be will be deemed to be correct and in good order in accordance with the product and quantity as set out in the delivery note after 24 hours after delivery.

In the event that the Customer, any of its employees or agents do not sign the delivery note, the deliver note is deemed to be signed after 24 hours of the delivery and that the order is correct in quantity and quality.

In the event that the Customer for any reason whatsoever, refuses to take possession of the products, alternatively refuses to collect the products-, after being duly notified of the need to do so within 30 days by the Company, the Company is entitled to sell any portion of any consignment of products in order to recoup any loss or damages that might be suffered by the Company after 30 days have elapsed from said notice.

The Company will be entitled to charge the Customer storage fees for any portion of a consignment of products not collected in accordance with the delivery terms at a market rate calculated and based on the squared meters needed to store the products at a similar storage facility.

RETURN POLICY

"Subject to the conditions, Giftwrap determines that they will not accept returned products. Any acceptance of returned products is at the sole and absolute discretion of Giftwrap, and subject to the following conditions:

• No claims will be recognised and/or accepted if made later than seven (7) days after receipt of the goods in writing by the Client.

• Giftwrap will under no circumstances accept branded goods, nor be responsible for the quality and correctness of the artwork.

• Goods will not be deemed refundable if instructions have not been followed.

• No returns will be accepted on imported and custom manufactured items.

• All returns on unbranded stock will be subject to a 30% handling fee.

• All costs resulting from transport of returned goods will be for the account of the Client."

 

PAYMENT

 

The Customer is liable for the transaction fee of an additional 2.5% of any payment over R 10 0000-00 via the card payment facilities of the Company.

The Company may accept, or decline to accept, any proof of payment as it may deem fit, at its sole discretion, for proof of the Customer’s fulfilment of its payment obligation. The ultimate proof of fulfilment of the Customer’s payment obligation is the confirmation from the Company’s financial institution that the payment and the amount thereof had been cleared and is free of any hold or charge and available to the Company.

DATA PROTECTION (POPIA)

The Company is authorized to request and collect personal information as authorized in terms of the Protection of Personal Information Act to give effect to the payment, legal, product design and delivery functions of the Company in order to give effect to the purchase agreement between the Company and the Customer

The Company undertakes not to collect prohibited information as set out in

The Customer, any of its agents and/or employees are informed that it might approach the Company and verify, amend, or request that the information be deleted in terms of the conditions as determined in terms of the Protection fo Personal Information Act.

The Customer, its employees, or agents are further informed of their right to contact the Information Regulator in the even that they are of the view that their data protection rights had been violated.

WARRANTY /GAURANTEE

The Company undertakes to scrutinize and verify any product quality or design in accordance with the product specifications and qualities as relayed to the Company and its sales staff by the relevant supplier or manufacturer of the product.

However, the Company does not provide any express warranty and/or guarantee of any quality or aspect of any product.

In the event that the Customer requires any warranty or guarantee in relation to any aspect of the product, the Company undertakes to relay such a requirement to the supplier and/or manufacturer. However, the Customer indemnifies the Company from any inherent quality, quantity or aspect communicated to the Customer that can be deemed sales talk or promotion of the item.

Any warranty or guarantee provided to the Customer in relation to any aspect of or quality of product will be directly enforced by the Customer against any supplier or manufacturer. The Customer indemnifies the Company from any claim in relation to any product quality and/or aspect or the lack thereof in relation to any warranty or guarantee from any suppler or manufacturer.

APPLICATION OF SECTION 44 of the ECTA

Section 44 of the Electronic and Communications and Transactions Act, 25 of 2002 is not applicable in that the products are delivered and/or made on the order of the Customer and in accordance with the Customer’s specifications, the Customer’s personalization or is the nature of the products are of a marketing nature and as such cannot be returned.

LIMITATION OF LIABILITY

The Company will not be liable for any claim of whatsoever nature (whether in contract or in delict) and whether for damages or otherwise, howsoever arising including but without limiting the generality of the aforesaid –

any negligent act or omission or statement by the Company or its servants, agents and nominees; and/or…

Notwithstanding anything to the contrary contained in these trading terms and conditions, the Company will not be liable for any indirect and consequential loss arising from any act or omission or statement by the Company, its agents, servants or nominees, whether negligent or otherwise

In the event that the Company is deemed liable for any claim whatsoever nature (whether in contract or in delict) and whether of damages or otherwise any claim against the company will be limited to an amount not greater than the total purchase price of the whole order of the product.

 

CANCELLATION

the Customer is made aware that the Company cannot cancel the agreement in that supplier, manufactures and/or other third parties would have been duly instructed and costs incurred in order to meet the required deadlines as set out by the Customer and the After the order has been duly confirmed and partial payment reflects in the account of the Company

The Company cannot accept any cancellation of any imported or customized products.

In the event of any breach by the Customer, the Company reserves the right to cancel the agreement at its sole discretion and is entitled to determine a reasonable cancellation fee, which amount will be determined on any penalties payable to the suppliers or manufactures, damages suffered by the Company, amount of stock deliver, or the loss in profit by the Company, or any aspect which the Company deems reasonable in terms of the  conditions and circumstances that led to the cancellation  and the consequences thereof suffered by the Company.

TERMINATION

This agreement may be terminated by the Company in the event that:

The Customer is a  juristic person applies for business rescue, alternatively any application is brought for the winding-up or liquidation of the Customer.

The Customer, is a natural person applies for debt rescue, alternatively any application is brought for the insolvency of the Customer.

BREACH

In the event that the Customer breached any term of this agreement, the Company will bring such a breach to the attention of the Customer and afford the Customer 5 days to remedy the breach, failing in which the Company is entitled to:

Claim specific performance;

Cancel the agreement and claim consequential damages in relation to loss of time, disposal of product from the Customer.

In the event that the Customer breaches any term of this agreement and fails to remedy such breach within the notice period any and all amounts not yet due and payable to the Company will immediate become owing, due and payable to the Company.

SEVERABILITY

Whenever possible, each provision of this agreement shall be interpreted in a manner which makes it effective and valid under applicable law, but if any provision of this agreement is held to be illegal, invalid or unenforceable, that illegality, invalidity or unenforceability will be separated from the agreement shall not affect the other provisions of this agreement, all of which will remain valid and applicable on the relationship between the parties.

SOLE RECORD OF AGREEMENT

This Agreement constitutes the sole record of the agreement between the parties with regard to the subject matter hereof. No party shall be bound by any express or implied term, representation, warranty, promise or the like not recorded herein.

DOMICILIA CITANDI ET EXECUTANDI

The parties choose as their domicilia citandi et executandi for all purposes under this agreement, whether in respect of court process, notices or other documents or communications of whatsoever nature, the addresses as set out in the invoice.

NO VARIATION

No addition or variation in the terms of this agreement, including this clause, will be of any force or effect unless it is contained in writing and signed by both parties.

WAIVERS

No relaxation or indulgence, which any party may grant to any other, shall constitute a waiver of the rights of that party and shall not preclude that party from exercising any rights which may have arisen in the past or which might arise in future.

JURISDICTION

The Parties hereto consent to the jurisdiction of the Magistrates' Court in terms of Section 45 read with Section 28 of the Magistrates’ Court Act of 1944 as amended. Notwithstanding the aforementioned, this shall not preclude either Party from approaching the High Court of South Africa for any relief sought. This Agreement shall further be governed in terms of the law of the Republic of South Africa.