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SALE

TERMS & CONDITIONS

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Contents

Summary

General Terms and Conditions of Sale

Interpretation

  • Headings are for convenience and do not affect the interpretation of these terms.

Article 1: Definitions Summary – More

  • Agreement: Any contract between Seller and Purchaser, including amendments and related actions.
  • Party/Parties: Refers to either or both the Purchaser and Seller.
  • Products: Physical objects and services provided by FB Crane Builders and Repairs (PTY) LTD.
  • Purchaser: The buyer of the Products.
  • Seller: FB Crane Builders and Repairs (PTY) LTD.

Article 2: General Summary – More

  • These terms apply to all Agreements and orders unless explicitly modified in writing.
  • Deviations are only valid if confirmed in writing by the Seller.
  • If any term becomes invalid, the rest remain in effect.
  • These terms override any Purchaser’s conditions unless agreed otherwise.

Article 3: Offers and Prices Summary – More

  • Offers are non-binding unless stated otherwise.
  • Prices are subject to change before order acceptance and exclude VAT and other costs unless stated.
  • Price adjustments can be made for material cost increases before delivery.
  • Prices are based on certain assumptions, and any deviations may incur additional costs.

Article 4: Formation of Agreement Summary – More

  • Agreements are formed when the Seller confirms the Purchaser’s order in writing.
  • Orders cannot be canceled or altered except under agreed terms, which may include cancellation fees.
  • Seller’s officials cannot alter terms without specific written authorization.

Article 5: Delivery Terms and Dates Summary – More

  • Delivery dates are indicative and not strict deadlines.
  • Seller is not responsible for delays caused by Purchaser’s actions or failure to comply.
  • Delivery periods extend if Purchaser’s actions affect execution.
  • Delays in non-Seller manufactured products may occur based on manufacturers’ schedules.
  • Failure to take delivery results in costs for the Purchaser.

Article 6: Packaging, Transport, and Delivery Summary – More

  • Seller ensures appropriate packaging.
  • Partial deliveries and separate invoicing are allowed.
  • Seller may refuse to deliver based on Purchaser’s requirements if they fail to meet reasonable standards.

Article 7: Transfer of Title and Risk Summary – More

  • Ownership remains with Seller until full payment is received.
  • Purchaser must store, protect, and insure Products until ownership transfers.
  • Seller can repossess Products if payment is not made.
  • Risk of loss or damage passes to Purchaser upon delivery.

Article 8: Payment Summary – More

  • Advance payment may be required.
  • Payments must be made as agreed, without discount or set-off.
  • Seller can request security if Purchaser’s payment capacity is in doubt.
  • Late payments incur default interest and collection costs.
  • Seller may halt orders if previous payments are overdue.

Article 9: Government Approvals Summary – More

  • Purchaser is responsible for obtaining necessary consents, approvals, and licenses at their cost.

Article 10: Plans and Designs Summary – More

  • Purchaser cannot use Seller’s plans or designs for purposes other than intended.
  • Modifications to plans requested by Purchaser will incur additional costs.

Article 11: Suitability – Warranties Summary – More

  • Purchaser relies on their own judgment for the suitability of Products.
  • Seller provides a warranty for defects if conditions are met, excluding certain parts and wearables.
  • Purchaser is responsible for site conditions and proper maintenance.

Article 12: Inspection, Claims, and Notifications Summary – More

  • Purchaser must inspect Products upon receipt and notify Seller of any issues within 3 days.
  • Complaints should be detailed and Purchaser must cooperate in investigations.
  • Purchaser remains responsible for Products after delivery, including risks and damages.

Complete

General Terms and Conditions of Sale

Interpretation The headings in these General Terms and Conditions of Sale are provided for convenience only and do not affect the interpretation of the terms.

Article 1: Definitions In these General Terms and Conditions, the following terms have the specified meanings:

  • “Agreement” refers to any agreement between the Seller and the Purchaser, including any amendments or supplements, and any related legal acts. Alternatively, the Supply Agreement refers to the Purchase Order and Order Acceptance by FB Crane Builders and Repairs (PTY) LTD to which these terms are attached.
  • “Party” refers to either the Purchaser or the Seller individually, while “Parties” refers to both collectively.
  • “Products” refers to all physical objects and/or equipment to be delivered and services to be rendered by FB Crane Builders and Repairs (PTY) LTD.
  • “Purchaser” refers to the party purchasing any Products from the Seller.
  • “Seller” refers to FB Crane Builders and Repairs (PTY) LTD, with Company Registration Number 1999/024605/07, located at 194 Lamp Road, Wadeville, Germiston, Gauteng, Republic of South Africa, including its successors and assigns.

Article 2: General 

2.1 These General Terms and Conditions apply to all agreements/order acceptances and govern all acts related to the delivery of Products and/or services by the Seller to the Purchaser. They form an integral part of the agreement between the Seller and the Purchaser.

2.2 Deviations from these terms are only valid if confirmed in writing by the Seller.

2.3 These terms also apply to modified, supplemental, and subsequent agreements, even if not expressly stated.

2.4 If any provision is annulled or invalid, the remaining provisions will continue to apply.

2.5 These terms override any implied or deemed conditions imposed by the Purchaser unless accepted in writing by the Seller.

2.6 Applicability of the Purchaser’s other General Terms and Conditions is expressly excluded unless agreed otherwise in writing by the Seller.

Article 3: Offers and Prices 

3.1 All offers and quotations are non-binding unless stated otherwise. Offers must be followed by a formal order for acceptance by the Seller. Photographs, illustrations, weights, dimensions, and other details are general representations and are subject to minor alterations without notice.

3.2 Prices quoted are subject to change or withdrawal by the Seller before order acceptance.

3.3 Prices are valid for a specified period and are subject to the Seller’s rise and fall provisions from the date of quotation/order acceptance.

3.4 Offers or quotations do not apply to follow-up orders or subsequent agreements unless stated otherwise.

3.5 Prices exclude VAT, duties, taxes, packaging costs, loading, unloading, carriage, and insurance, unless stated otherwise.

3.6 The Seller may increase prices if raw material costs rise before the agreed delivery date, unless stated otherwise.

3.7 Product prices, including installation and commissioning, assume:

  • No change in the Purchaser’s specifications.
  • Required power is available on site.
  • The area for installation is accessible and free of obstruction.
  • Full cooperation from the Purchaser’s staff.
  • Site conditions or circumstances do not cause additional expenses for the Seller.
  • Runways, buildings, foundations, and other structures are ready at the time of installation.
  • Any additional requirements by the Purchaser are met on time.
  • Other inputs arranged by the Purchaser or third parties are available at installation.
  • Dismantled equipment is unloaded within 10 meters of the installation site.
  • Gantry girders for EOT cranes are erected and aligned.
  • Rails are aligned and erected if part of the Purchaser’s scope.
  • Electricity and water are available free of charge.
  • Necessary ladders/scaffolding are provided.
  • The installation area is clear and accessible.

Article 4: Formation of Agreement 

4.1 An Agreement is formed when the Seller confirms acceptance of the Purchaser’s order in writing, signifying the Purchaser’s solvency and ability to pay. Acceptance of supplementary agreements is confirmed in writing.

4.2 Acceptance of the order confirms that the Purchaser agrees to these General Terms and Conditions and waives their own purchasing conditions.

4.3 An order confirmed in writing by the Seller cannot be canceled or altered except on terms satisfactory to the Seller, which may include a cancellation fee covering all expenses, including labor, materials, and consequential damages.

4.4 Seller’s officials, representatives, or attorneys have no implied authority to deviate from these terms unless granted express Power of Attorney in writing for each agreement.

Article 5: Delivery Terms and Dates 

5.1 The Seller will deliver products according to agreed specifications and perform obligations to the best of their efforts.

5.2 Minor adjustments to component parts may be made to ensure satisfactory performance without affecting end use or performance.

5.3 Delivery dates are indicative and not strict deadlines. The Seller is not liable for delays caused by the Purchaser’s failure to comply with the Agreement or required acts.

5.4 Delivery periods will be extended if the Purchaser delays in providing particulars, specifications, or approvals.

5.5 For products not manufactured by the Seller, delivery times are based on manufacturers’ promises or estimates. Delays from such sources may affect delivery schedules.

5.6 Exceeding delivery terms does not entitle the Purchaser to compensation, termination of the Agreement, or encashment of Bank Guarantees if the delay is beyond the Seller’s control.

5.7 If the Purchaser fails to take delivery, the Seller is entitled to reimbursement for all costs and expenses incurred. The Seller is not liable to store the Products beyond 30 days after the Purchaser was required to take delivery.

Article 6: Packaging, Transport, and Delivery 

6.1 The Seller will pack and secure Products appropriately for transport to ensure they reach their destination in good condition.

6.2 The Seller may deliver in consignments and invoice separately.

6.3 The Seller may refuse delivery if the Purchaser’s packaging or transport methods do not meet reasonable standards of reliability and safety.

Article 7: Transfer of Title and Risk 

7.1 Ownership of Products remains with the Seller until the Purchaser has paid all amounts due, and payment has been credited without reservation.

7.2 Until ownership transfers, the Purchaser will hold Products in trust for the Seller, storing, protecting, insuring, and identifying them as Seller’s property.

7.3 The Purchaser cannot assign, pledge, or encumber their rights or benefits in the Products without the Seller’s written permission until title fully vests in the Purchaser.

7.4 If the Purchaser fails to pay in full, the Seller can repossess the Products without prior notice.

7.5 Risk of loss or damage passes to the Purchaser upon delivery. The Seller can treat this risk as passed even if the Purchaser does not take delivery.

7.6 The Seller assumes delivery as agreed unless discrepancies are reported within 3 days of delivery.

7.7 The Seller is not liable for damage, deterioration, theft, or other issues occurring after delivery, regardless of storage conditions or abuse.

Article 8: Payment 

8.1 The Seller may request an advance upon order acceptance, secured by a bank guarantee if agreed. The Purchaser can only encash the guarantee under specific conditions determined by a dispute resolution forum.

8.2 Payment must be made within the agreed timeframe without discount or set-off. If no date is agreed, normal payment terms apply.

8.3 The Purchaser cannot suspend payment due to complaints or other issues unless expressly agreed by the Seller.

8.4 If the Seller doubts the Purchaser’s payment capacity, they may demand security and suspend delivery or cancel the agreement if security is not provided, setting off any advance payments against reasonable claims.

8.5 Failure to pay on time results in automatic default, with the Seller entitled to charge default interest and recover costs for collection.

8.6 The Purchaser is liable for costs incurred by the Seller due to non-payment, including collection and legal costs.

8.7 The Seller may halt orders or agreements if previous deliveries remain unpaid or if the Purchaser fails to meet obligations.

8.8 Amounts owed become immediately payable if the Purchaser becomes insolvent or enters business rescue.

Article 9: Government Approvals 

9.1 The Purchaser is responsible for obtaining all necessary government consents, approvals, and licenses at their cost, and warrants that these will be in place when required.

Article 10: Plans and Designs 

10.1 The Purchaser must not use plans, designs, or specifications provided by the Seller for purposes other than those intended. All intellectual property rights remain with the Seller.

10.2 The Purchaser acknowledges that dimensions and details in plans and designs have been checked and are satisfactory.

10.3 Modifications to plans requested by the Purchaser that result in changes to equipment or components will be at the Purchaser’s cost.

Article 11: Suitability – Warranties 

11.1 The Purchaser should rely on their own expertise for the use and application of the Products. The Seller does not assume additional obligations based on consultations or product use. The Purchaser indemnifies the Seller against any damages related to the Products.

11.2 The Seller warrants to repair or replace defective items resulting from faulty design, material, or workmanship, provided:

  • All payments are made on time.
  • Products are not misused or repaired by unauthorized persons.
  • The Purchaser complies with these terms and maintains the Products properly.
  • Defective parts are returned carriage paid unless otherwise agreed.
  • Rectification work on site due to Seller’s fault is free during normal working hours.
  • The Purchaser provides suitable site conditions and power supply.
  • Defects are not due to Purchaser’s design or specification requirements.
  • Genuine spare parts are used, and no unauthorized modifications are made.

Article 12: Inspection, Claims, and Notifications 

12.1 The Purchaser must inspect Products upon receipt and notify the Seller in writing of any defects within 3 days. Claims should be detailed and supported by documentary evidence.

12.2 The Purchaser must cooperate with the Seller to investigate and rectify defects, and is liable for costs if the claim is found to be unjustified.

12.3 The Seller’s liability is limited to remedying defects and does not extend to damages or losses beyond the scope of the agreement.

12.4 The Purchaser remains responsible for risks, damages, and loss to Products after delivery, regardless of any claims.

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