Terms and conditions

(a) These terms and conditions govern any contract for the sale of goods by the Company, whether arising from:

(i) A company offer accepted by the purchaser; or

(ii) A purchaser's offer accepted by the Company, including responses to Company quotations.

(b) Alterations or variations to these terms are valid only if agreed upon in writing and signed by an authorized Company representative.

(c) The price of goods is determined by the Company's official list price on the delivery date.

Payments

(a) The purchaser shall pay the contract price:

(i) In Namibian currency at the Company's designated address;

(ii) Without deduction or set-off upon invoice presentation unless otherwise agreed in writing.

(b) Installment delivery requires separate invoicing and payment as per (a).

(c) Overdue amounts may incur interest as permitted by applicable law.

(d) Payments may be allocated at the Company's discretion to any outstanding liabilities.

Discounts

(a) Contract prices are net unless otherwise agreed in writing.

(b) Agreed discounts are contingent upon timely payment and calculated on net goods price.

Delivery

(a) Goods are delivered at the Company's premises.

(b) The purchaser arranges transportation from the Company's premises.

(c) Delivery completion occurs upon handing goods to the purchaser or agent before loading.

(d) Company assumes no responsibility post-delivery.

(e) Carrier engagement at purchaser's request indemnifies the Company.

(f) Delivery obligation is subject to specified conditions precedent.

(g) Time is not of the essence.

(h) Failure to take delivery on the due date transfers risk to the purchaser.

Ownership

Ownership remains with the Company until full payment.

Risk

Except as in 4(h)(i), risk transfers upon goods leaving the Company's premises or delivery.

Exclusions

(a) Technical data provided do not form part of the contract unless expressly warranted in writing.

(b) Purchaser claims related to supplied specifications are waived.

(c) Company is exempt from certain damages or claims.

(d) Company, servants, agents, or subcontractors are subject to specified exemptions.

(e) Force majeure exempts Company from obligations.

(f) Except for written warranties, Company disclaims certain liabilities.

Permits

Contract effectiveness depends on Company obtaining required permits.

Suspension of Company's Obligations

Non-payment triggers specified actions by the Company.

Cancellation

(a) Company may cancel for specified reasons.

(b) Company rights are additional to contractual rights.

Proper Law

Namibian law governs the agreement.

Jurisdiction

(a) Company may pursue legal action in designated Namibian courts.

(b) Non-resident purchasers submit to Namibian court jurisdiction.

Negotiable Instruments

Received instruments do not novate debts; purchaser waives certain rights.

Interpretation

Headings are for convenience; they do not affect interpretation.

Limited Deed of Suretyship and Indemnity

Suretyship Details

Detailed obligations and liabilities between Surety and Creditor.

Discretionary Powers

Creditor retains discretionary rights regarding actions against the Debtor.

Liability Limitation

Surety's liability is limited to specified amounts.

Indemnity

Surety indemnifies the Creditor against losses.

Waivers

Surety waives certain rights under specified acts.

Successor Liability

Waivers and agreements extend to successors.

Prescription Waiver

Surety waives prescription defense.

Admissions

Debtor admissions bind Surety.

Cancellation

Written consent is required for cancellation.

Legal Proceedings

Creditor may pursue legal action at its discretion.

Insolvency

Creditor's rights in case of debtor insolvency.

Collateral Security

Surety cedes rights as collateral.

Enforcement

Surety agrees to take necessary actions at Creditor's request.

Prior Cession

Surety cedes reversionary rights to the Creditor.

Jurisdiction

Surety consents to Namibian court jurisdiction.

Certification

Creditor's certificate of indebtedness is prima facie evidence.

Variation

No variation without written agreement.

Separate Suretyships

Independent suretyships are established.

Surety Obligation

Obligations of other sureties remain if one fails to sign.

Address for Notices

Designated addresses for all notices.