Ivodent’s Terms and Conditions of Consent, Service, Sale Agreement and Deed of Suretyship
1) By accepting these terms and conditions the applicant (Purchaser) gives consent to Ivodent, in collaboration with First Asset Finance (Pty) Ltd, to make inquiries to confirm any information provided by the Company and that Ivodent may verify the information and obtain additional information from a registered credit bureau, when assessing the information provided herein. The applicant authorises Ivodent to conduct a credit report on the company, and warrant that all the directors and/or members have consented to the Company instructing Ivodent to conduct the credit enquiry on the Company and that the Director and/or Members acknowledges that the enquiry will include an inquiry into the Director and/or Member’s credit profile. They (applicant) further warrant that the Directors and/or members authorise Ivodent to obtain the credit information on the Directors and/or Members and that the Company has the consents as stated herein, in writing. In the event of Ivodent being required to do an account verification check to verify that banking details provided, are correct, or to enquire with the Company’s banker to obtain its opinion with regards to lending amounts and lending terms applicable to the Company, they hereby authorise such an enquiry. They furthermore consent to Ivodent submitting information, including payment profile and default information and any other relevant information, to a registered credit bureau and to allow a registered credit bureau to release the information for lawful purposes to third parties.
The applicant furthermore warrants that all information supplied to Ivodent is to the best of their knowledge true and correct, and that they are not aware of any other information that would affect the credit application of the Company.
2) The invoice price reflected on the Seller's invoice shall be paid by the Purchaser without any deduction in accordance with the terms of payment which the parties hereto might from time to time agree.
3) The Seller shall be entitled but not obliged to charge interest on all overdue accounts calculated at the rate of 2% above the prime bank overdraft rate charged by the Standard Bank of South Africa Limited for the period from the original date that payment was due to the date of actual payment.
4) The risk in and to the goods purchased shall pass to the Purchaser on delivery thereof. Notwithstanding delivery of the goods, ownership shall remain vested in the Seller and shall not pass to the Purchaser until payment of the purchase price has been made in full.
5) The Seller shall not, under any circumstances, be liable for any defects, shortages in delivery or failure of the goods or services complying with the Purchaser's specifications, unless written notice is received by the Seller in respect thereof within 7 (seven) days after delivery.
6) The Seller shall not be liable for any consequential loss suffered by the Purchaser in respect of delays in delivery, defective goods or services or from any cause howsoever arising.
- In the event of the Purchaser committing any breach of the terms of this Agreement, all of which are deemed to be material, the Seller at its option and without prejudice to any of its rights in law, shall be entitled to:
- retake possession of the goods sold and delivered to the Purchaser, in respect of which ownership has not passed; or
- demand that the Purchaser immediately make payment to the Seller of all amounts in respect of all goods sold and delivered by the Seller to the Purchaser, notwithstanding that payment in respect of any such goods might not then be due and payable.
7) In the event of the Purchaser failing to make payment of any amount on due date, the full amount in respect of all goods sold and services rendered and delivered by the Seller to the Purchaser shall immediately become due, owing and payable.
8) In the event of the Purchaser failing to take delivery or to collect the goods ordered within five (5) calendar days of written notice by the Seller, the Seller at its option and without prejudice to any of its rights in law, shall be entitled to, but not obliged to sell the goods ordered by the Purchaser in its possession.
9) The Seller shall be entitled but not obliged to institute any proceedings against the Purchaser arising out of any sale in the Magistrate's Court having jurisdiction. The Purchaser agrees to be liable to the Seller for all legal costs calculated on the attorney and own client scale including collection commission and tracing charges.
10) The Purchaser and signatory/ies hereto nominate the Purchaser's business street address, as recorded on the first page hereof, as the domicilium et executandi of service upon the Purchaser of all notices and processes in connection with any claim due to the Seller.
11) In the event of an order/instruction being given to the Seller on the Purchaser's special order form/letterhead, the Purchaser shall be estopped from denying the validity or the authority of the order, notwithstanding the fact that such order/instruction may have been given or signed by a person not authorised by the Purchaser.
12) Set-off shall operate automatically as a matter of law at the moment reciprocal debts between the Seller and Purchaser come into effect independently of the will of the parties and it shall not be necessary for either the Seller or the Purchaser to specifically raise set-off. Upon the operation of an automatic set-off as above, the debts shall be mutually extinguished to the lesser debt with retrospective effect.
13) No extension of time or any other relaxation or indulgence granted by the Seller to the Purchaser shall operate as, or deem to be a waiver of any of the Seller's rights under this Agreement, or a novation of the terms and conditions of this Agreement.
14) The credit facilities may be altered or withdrawn by the Seller at any time, provided that prior written notice of any such change or withdrawal of the credit facilities is given to the Purchaser in writing.
15) The party/ies who have appended their signature/s hereto on behalf of the Purchaser hereby bind himself/themselves jointly and severally as surety/ies and co-principal debtor/s in solidum unto and in favour of the Seller in respect of all the obligations of the Purchaser in terms hereof and furthermore hereby agree to be bound by the terms and conditions of this agreement mutatis mutandis, under renunciation of the benefits of excursion and division.
16) A delivery note/invoice signed by the Purchaser, an employee, an agent or a representative of the Purchaser. shall constitute prima facie proof that the goods have been delivered to and received by the Purchaser in a good and proper condition
17) A certificate sworn to before a Commissioner of Oaths by a Director or Manager of the Seller shall constitute prima facie proof of the invoice and the amount thereof owing by the Purchaser to the Seller at any time and shall for all purposes be binding on the Purchaser.
18) Should the Purchaser have previously made application to the Seller for credit facilities, which said application would have been embodied in this application then should the Purchaser have furnished any security to the Seller for the due obligations of the Purchaser to the Seller on any previous occasion, the Purchaser/surety hereby agree that the signature by it of these documents shall not be regarded as a novation of any such previous agreement or any prior security given by it to the Seller. The Purchaser hereby records and acknowledges that, insofar as any provision contained herein may be inconsistent with any provision contained in any document previously executed between the parties, that this document shall prevail.
19) The Purchaser warrants that the information on the first page hereof is true and correct and undertakes to notify the Seller in writing of any change of the above information particularly that of change of ownership, change of name or address. Such change shall in no way derogate from the Purchaser's liability to the Seller.