General Terms and Conditions of Sale – iBridge Contact Solutions (Pty) Ltd.

ORDER / INSTRUCTION

1.     By submitting an official purchase order and/or signing the attached proposal acceptance and/or agreement, the customer confirms acceptance of the proposal and/or agreement for the provision of services and/or equipment at the pricing and the conditions reflected in the attached proposal and/or agreement at the given proposal and/or agreement reference.

2.     IBridge Contact Solutions (Pty) Ltd reserves the right to accept or reject any order or instruction to proceed with services. This order will only be considered firm once signed off by a Director of IBridge Contact Solutions (Pty) Ltd. Once accepted, cancellation of the order will only be accepted in writing, prior to installation, and subject to a 15% of project price cancellation fee.

3.     If not signed by the customer, this order will be deemed to be a quotation valid for a period of seven (7) days from date of authorised signature.

In the event that a variation occurs to the exchange rate of the South African Rand relative to any other currency, import taxes, surcharges and duties and any other consideration which is taken into account in determining the purchase price stipulated in this proposal between the time when the sale becomes binding and delivery of the goods or services, then IBridge Contact Solutions (Pty) Ltd shall be entitled to adjust the purchase price by an amount commensurate with such variation.

DELIVERY/COMMENCEMENT

1.     Delivery and/or project commencement date is subject to timely receipt of all relevant documentation and project planning (financed and non-financed deals) documentation.

2.     All dates of delivery/Installation/commencement of services shall be treated as approximate dates only and the customer shall not have any claim of whatsoever nature against IBridge Contact Solutions (Pty) Ltd arising from any delay in delivery.

3.     All dates of delivery/installation/commencement of services are furthermore subject to timely completion of all Telkom, Network Operator and/or related documentation and requirements, where applicable. The customer must further ensure that the installation site is in a suitable condition for the installation to proceed without any delay.

4.     All liability for loss, theft or damage to any equipment passes to the customer on physical delivery. The customer shall sign a delivery note on delivery of equipment.

5.     IBridge Contact Solutions (Pty) Ltd remains the owner of all goods and services supplied to the customer until such time payment has been received in full.  Intellectual property and trademarks shall remain the property of IBridge Contact Solutions (Pty) Ltd at all times.

6.     IBridge Contact Solutions (Pty) Ltd remains the owner of all cellular or other network numbers allocated to the customer by IBridge Contact Solutions (Pty) Ltd or one of its registered business partners.

INSTALLATION

1.     Installation and/or project management shall be carried out by IBridge Contact Solutions (Pty) Ltd or an official agent and/or registered business partner

Where applicable, all cable points if quoted for, are based on a maximum distance of 50 metres from installed equipment. For cable points beyond 50 metres an additional charge will be levied, subject to site inspection and quote.

PAYMENT

1.     Where equipment is purchased outright, the Customer will pay 50% of order value (inclusive of VAT) on delivery of equipment to site, and 50% on commissioning of equipment, upon invoice, unless otherwise agreed by both parties in writing.

2.     Where equipment is to be supplied and shipped outside the borders of the Republic of South Africa, the customer will be required to pay 70% of the total purchase value upon presentation of invoice.  Delivery to site will be affected once initial payment has been cleared to the IBridge Contact Solutions (Pty) Ltd bank account.

3.     Where normal services and/or project management is purchased, 70% of the full proposal value is to be paid on presentation of the invoice within seven (7) working days of acceptance.  The balance of 30% to be paid within seven (7) working days of sign off as completion of the project.  Where monthly services are purchased payment of the monthly service amount will be in full (monthly) within seven (7) days of invoice.

4.     On financed business/orders, all relevant documentation including sureties must be signed before delivery or commissioning of any equipment.

5.     Where connection fees are due to IBridge Contact Solutions (Pty) Ltd, the customer agrees to pay the full amount within seven days of the instruction to proceed with the connection of services and lines.

GUARANTEE

1.     IBridge Contact Solutions (Pty) Ltd warrants that all goods sold by it or an official agent or registered business partner, shall be free from defects in material or workmanship under normal use and service, 3 (three) months from date of commissioning unless otherwise stated. IBridge Contact Solutions (Pty) Ltd or one of its registered agents and/or business partners will repair or replace any defective material during the warranty period, at its discretion.

This warranty is valid, only if it has not been made null and void as a result of and not limited to:

·       Acts of God (lightning, floods, etc.)

·       Vandalism or misuse

·       Accidental damage

·       Removal of unique serial number

·       Tampering and repairs carried out by the Customer or any third party

TRANSFER OF CONTRACT RIGHTS

The Customer shall not be entitled to transfer or cede any of its rights or obligations in terms hereof without the prior written consent from IBridge Contact Solutions (Pty) Ltd.

FORCE MAJEURE

IBridge Contact Solutions (Pty) Ltd shall not be liable to the Customer for any failure to perform its obligations due to any circumstance beyond its control (including, without limitation, strikes, delays caused by any manufacture of goods or shipping agent, riots, civil unrest, war activity, embargo, fire, explosion, flood or natural causes) and in such event IBridge Contact Solutions (Pty) Ltd may elect by written notice to cancel any agreement with the Customer or elect that the time for performance shall be extended until such time as IBridge Contact Solutions (Pty) Ltd can reasonably effect performance.

LAW & JURISDICTION

Any disputes in connection with the Terms and Conditions, as stated herein and any special condition of purchase applicable hereto shall be submitted to the jurisdiction of the South African Courts of law.

MAINTENANCE

1.     IBridge Contact Solutions (Pty) Ltd and/or one of its agents or registered business partners shall maintain equipment supplied, either under equipment warranty or under a signed and accepted service level agreement (normally time period based) where “maintenance” shall mean the detection and elimination of faults as reported by the Customer. This service includes the cost of labour and the supply and fitting of replacement parts necessary, due to fair wear and tear.

2.     Faulty parts or equipment replaced become the property of IBridge Contact Solutions (Pty) Ltd and/or one of its registered agents or business partners

SERVICE TIMES

1.     Maintenance service will only be carried out from 08h30 to 17h00, Monday to Fridays (excluding public holidays)

2.     The ruling rate for overtime will apply in those cases where the Customer requires a service outside the above-mentioned working hours.

3.     In the event where the Customer requires a contract for services on a “standby” basis to cover faults arising outside normal working hours, rates will be quoted on application.

4.     Should a fault be reported and prove to be unfounded, IBridge Contact Solutions (Pty) Ltd and/or one of its registered agents or business partners shall charge the Customer at the ruling rates for labour and transport costs.

EXCLUSIONS

Maintenance service does not include the following:

1.     Rectification of faults caused by unauthorised maintenance or tampering with the equipment, or items not approved or supplied by IBridge Contact Solutions (Pty) Ltd and/or one of its registered agents or business partners, whether by the Customer, or by Third parties unauthorised by IBridge Contact Solutions (Pty) Ltd.

2.     Any fault or breakdown related to the Telkom SA. Network, cable work external to the equipment or replacement of batteries.

3.     All items, of any nature, not forming an integral part of the Equipment Units, except as otherwise listed herein.

4.     Repair to the equipment made necessary as a result of but not limited to, accidental damage, lightning damage, fire, water, and fluctuation in main electricity supply, malicious damage, mal-operation or negligence by the Customer, its employees or any other Third party.

5.     Changes or programming of system database (i.e. class of service changes, program speed dial numbers, facility changes, etc.)

 

FAULT REPORTING

The Customer shall report the fault to IBridge Contact Solutions (Pty) Ltd telephonically at our office hour’s number 011 767 7300.  A reference number will be allocated and given to the Customer. IBridge Contact Solutions (Pty) Ltd will attend to the fault and restore service in the shortest possible time and where relevant based on the agreed Service Level Response Times.

 

PERIOD OF CONTRACT

1.     After the three month warranty period, a maintenance or Service Level agreement may be entered into upon confirmation by the customer. The minimum contract period being 12 months from date of signature.

2.     This agreement shall be automatically renewed by IBridge Contact Solutions (Pty) Ltd on an annual basis for a further period of 12 months at an annual escalation as determined by and linked to the Consumer Price index where local content is concerned and the foreign currency variation portion where foreign content is applicable.

3.     Either party may terminate this contract by giving 3 (three) month’s written notice of such intention after the initial twelve month contact has expired.

 

CHARGES

1.     The charges for the maintenance service of the equipment will be the total of a basic charge applicable to each maintenance period and a charge related to the radial distance, if the equipment is located beyond 50 Km from the IBridge Contact Solutions (Pty) Ltd registered offices.

2.     All maintenance charges shall be payable in advance

3.     IBridge Contact Solutions (Pty) Ltd shall be entitled to increase the charges on an annual basis, by giving the Customer 30 day’s written notice.

4.     Inability to use the equipment for reasons beyond IBridge Contact Solutions (Pty) Ltd control shall not constitute grounds for refusal of payment.

 

GENERAL

1.     All contracts contain the whole of the agreement between all parties and supersedes all proposals or prior contracts whether oral or in writing.

2.     The Customer shall not transfer or cede this contract in whole or in part to any Third party, including any subsidiary, without the prior written consent of IBridge Contact Solutions (Pty) Ltd.

3.     Where local or international travel is concerned for provision of services, IBridge Contact Solutions (Pty) Ltd does not as a rule include travel and accommodation costs in our proposals.  These costs will be for the customer’s account and will be invoiced separately in advance before commencement of any services or travel as such.

4.     IBridge Contact Solutions (Pty) Ltd will not accept responsibility for non-delivery of equipment to customer sites where equipment has been handed to freight agents for delivery.  Non delivery by the freight agent does not constitute grounds for non-payment or order cancellation to IBridge Contact Solutions (Pty) Ltd.

5.     As a rule all pricing submitted in proposals shall exclude Value Added Tax or any other taxes which may be levied locally or internationally.

6.     Delivery of items and services quoted for is normally six to eight weeks from date of official order placed.

7.     Where proposals are specified as “budgetary”, pricing shall not be considered firm or binding and IBridge Contact Solutions (Pty) Ltd reserves the right to refuse acceptance of any order based on budgetary pricing.

The Protection of Personal Information (POPI) Act was passed to give effect to the constitutional right of access to information that is held by a private or public body balanced against the constitutional right to privacy.  At iBridge Contact Solutions (Pty) Ltd, we are alive to the new legislation and have adopted the appropriate measures to ensure strict adherence and compliance.

We would like to thank you for the opportunity to provide this proposal for our services and remain committed to delivering our finest to you. Should you wish to discuss any item related to this offering, please feel free to contact me on 083 601 1506 or email me on john@ibridge.co.za I will be happy to assist you.

 

Yours faithfully

IBRIDGE CONTACT SOLUTIONS (PTY) LIMITED

JOHN QUADLING

MANAGING DIRECTOR