Terms and Conditions of Sale

These General Terms and Conditions of Sale apply to all quotations, sales, supplies and services provided by the applicable D&E Group operating entity (D & E Steel (Pty) Ltd, D & E Reinforcing (Pty) Ltd, D & E Steel Service Centre (Vescom 28 (Pty) Ltd), D & E Reinforcing Gauteng (Pty) Ltd) identified on the relevant quotation, order acknowledgement, invoice, delivery note, statement, credit application or other transaction document (the “Company”) to the purchaser or customer (the “Buyer”).

These terms must be read together with any approved credit application, credit limit, guarantee, suretyship or other written account terms agreed between the parties.

Nothing in these terms is intended to limit any right or remedy that cannot lawfully be excluded under applicable South African law, including the Consumer Protection Act 68 of 2008 where it applies.

Important notice: Clauses 4, 5, 6, 8, 9 and 10 contain provisions dealing with delivery, risk, storage charges, retention of title, limitation of liability, force majeure, breach and legal costs. Buyers should read these carefully.

1. Orders

1.1 Orders and accepted quotations may not be cancelled, withdrawn, varied or suspended in whole or in part unless the Company agrees in writing.

1.2 The Company may accept or reject any order in whole or in part. Any special terms relating to a specific order apply only if recorded in writing by the Company.

2. Prices

2.1 Quoted prices are net and exclusive of VAT unless expressly stated otherwise.

2.2 Quoted prices are based on the information, quantities and specifications provided by the Buyer. If the scope, specification, quantity, delivery requirements, exchange rate or other cost inputs change, the Company may adjust its pricing on written notice to the Buyer.

2.3 Where quotations are based on foreign currency inputs, the Company reserves the right to convert such pricing into South African Rand at the applicable exchange rate or forward cover rate used by the Company.

3. Payment

3.1 Payment shall be made in South African Rand, without deduction, demand, withholding or set-off, unless otherwise agreed in writing or required by law.

3.2 Payment shall be made in full in cash, credit card, bank guaranteed cheque, EFT, cash with order, or against invoice in accordance with agreed payment terms.

3.3 The Buyer must immediately notify the Company of any material fact affecting credit facilities, including changes in ownership, shareholding, legal status, trading name, address or financial position.

4. Delivery

4.1 Time is not of the essence unless expressly agreed in writing.

4.2 Any delivery date or time stated is an estimate unless confirmed as binding in writing.

4.3 If the Company is unable to deliver on the estimated date, the Buyer must accept delivery when reasonably available.

4.4 The Company is not liable for delay, loss of profit, indirect loss, consequential loss or special damages arising from late delivery, except where caused by wilful misconduct or gross negligence or where liability cannot be excluded by law.

4.5 Storage and related charges may apply if the Buyer requests postponement or fails to accept delivery.

4.6 Risk passes to the Buyer on delivery or deemed delivery at the Buyer’s premises, nominated location, or Company premises where collection occurs.

4.7 Partial deliveries may be made and invoiced separately.

4.8 Claims for short delivery, damage or discrepancy must be notified in writing as soon as reasonably possible, preferably within 48 hours, and endorsed on the delivery note where applicable.

4.9 Failure to notify within a reasonable time deems goods accepted, subject to mandatory legal rights.

4.10 Delivery vehicles are not obliged to enter Buyer premises. If they do, it is at Buyer’s risk, and the Buyer must ensure safe access and offloading conditions.

5. Reservation of Ownership and Appropriation of Payments

5.1 Ownership remains with the Company until full payment of all amounts due has been received.

5.2 The Buyer must keep goods identifiable and protected until ownership passes.

5.3 On default, the Company may suspend performance, demand return of goods, or seek legal relief.

5.4 The Company may allocate payments to any debt owed by the Buyer at its discretion.

5.5 Returns are not accepted unless agreed in writing and may be subject to handling, transport or restocking charges.

6. Limitation of the Company’s Liability

6.1 No warranties apply except those expressly recorded in writing or implied by law and incapable of exclusion.

6.2 The Buyer is responsible for ensuring goods are suitable for their intended purpose unless otherwise agreed in writing.

6.3 The Company is not liable for indirect, consequential or special damages, loss of profit, production, contract or business, except where liability cannot lawfully be excluded or arises from wilful misconduct or gross negligence.

6.4 No prior or external representation is binding unless recorded in these terms or confirmed in writing by an authorised representative.

7. General

7.1 No variation or cancellation is valid unless in writing and accepted by the Company.

7.2 The Buyer bears the burden of proving authority for any variation.

7.3 Each delivery is separate and divisible and may be invoiced separately.

7.4 Delivery documents signed or acknowledged by the Buyer or authorised representative constitute proof of delivery unless proven otherwise.

7.5 The Company may process personal information in accordance with POPIA for operational and legal purposes.

7.6 Any invalid provision is severable and does not affect the remainder of the agreement.

7.7 No indulgence or delay constitutes waiver of rights.

8. Force Majeure

8.1 The Company is not liable for failure or delay due to events beyond its reasonable control, including but not limited to war, riots, government action, fire, flood, epidemic, pandemic, strikes, transport disruption, utility failure, cyber incidents or supply chain disruption.

8.2 The Company may suspend or cancel affected obligations without liability.

9. Breach

9.1 If the Buyer breaches and fails to remedy within 7 days of notice, or enters insolvency proceedings or ceases trading, the Company may suspend, cancel or enforce its rights and recover goods or amounts due.

9.2 The Company may institute proceedings in any competent Magistrate’s Court notwithstanding jurisdictional limits, for its benefit only.

9.3 These terms are governed by the laws of the Republic of South Africa.

10. Costs

If the Buyer breaches, the Buyer is liable for reasonable legal and collection costs incurred by the Company in enforcing its rights, as permitted by law or agreed in the credit application.

11. Domicilium and Notices

11.1 Company domicilium: C/o Strand & Wimbledon Road, Blackheath, Western Cape, South Africa. Email: info@degroup.bowstudios-hosting.co.za

11.2 Buyer domicilium: as stated in credit application or latest written notice.

11.3 Notices:

Hand delivery: deemed received on delivery
Email: deemed received on transmission (unless error)
Post: deemed received within 7 business days