Conditions of Sale
In compliance with Section 49 of the Consumer Protection Act, Act 68 of 2008, the CONSUMER’s attention is drawn to the fact that the terms and conditions contained herein may constitute a limitation of risk and/or liability of Agricol (PTY) LTD (“Agricol”) and/or constitute an assumption of obligations, risk and/or liability by the CONSUMER. The CONSUMER may furthermore, in terms hereof, indemnify AGRICOL against claims for damages.
1. ACCEPTANCE OF TERMS AND CONDITIONS: – The placing of an order and/or taking delivery of the goods, whichever occurs first, shall constitute a full and unconditional acceptance of the terms and conditions of sale. It is further recorded that the opening of the product packaging shall constitute a further acceptance, alternatively confirmation of acceptance, of the terms and conditions contained herein.
2. SALE & PURCHASE:- AGRICOL hereby sells to the Consumer who purchases the goods, as identified on the order form and/or tax invoice. The purchase of the goods shall further at all times be subject to AGRICOL’s policy/ies regarding to defects and/or returns.
3. TRANSFER OF RISK & INSURANCE:- All risk of loss and/or damage to the goods shall immediately transfer to the Consumer upon delivery thereof. Delivery shall be affected ex works, as contemplated in the 2010 edition of the International Chamber of Commerce’s Commercial Terms (“Incoterms®”). AGRICOL will only procure insurance at the written request of the Consumer and upon such terms as the parties may agree upon in writing.
4. QUALITY OF GOODS:- AGRICOL takes reasonable care to ensure that its products comply with its quality standards and meet the expectations of the Consumer. In the event that the Consumer is dissatisfied with the quality of the products, the latter may lodge a formal complaint to AGRICOL in accordance with the Defects and Returns Policy and the matter shall be dispensed with in accordance therewith. The aforesaid policy may be viewed at www.agricol.co.za, alternatively shall be provided to the Consumer on request. The determination of the quality of the goods shall be performed in accordance with accepted industry practices, protocol and the International Rules for Seed Testing issued by the International Seed Testing Association (“ISTA”).
5. LABEL AND DESCRIPTION:- The label and description of the goods, as contained on its container and/or packaging, is merely for identification purposes and shall not constitute a representation or warranty of the information contained therein.
6. WARRANTY & REPRESENTATION:- Unless contained in these terms and conditions of sale, no express, alternatively tacit, alternatively implied warranty or representation of any nature whatsoever is given in relation to the goods, its quality, purity and genetic purity, usages, merchantability, fitness, suitability for a particular purpose, results and/or expectations due to use or otherwise. All recommendations in respect of the goods shall be bona fide, not binding upon AGRICOL and not constitute a warranty of the goods’ suitability for use or usefulness of whatsoever nature. AGRICOL does not warrant that the goods are free of any pests, insects, fungi, bacteria, weed seeds, chemicals or any other material and/or substance that may be harmful. The Consumer shall remain solely responsible to ensure that the goods are suitable for its intended use.
7. PRICE & PRICE FLUCTUATIONS:- Due to market and currency fluctuations prices of the goods may, from time to time, vary without notice. Prices are therefore not fixed and binding upon AGRICOL until expressly confirmed in writing to the Consumer. All prices quoted are exclusive of warehouse costs, transport costs, insurance, Value Added Tax or any other sales tax.
8. STOCK AVAILABILITY & DELIVERY TIME:- Orders are accepted in good faith and are subject to stock availability. Delivery times are not guaranteed and should only be interpreted as an estimated time of delivery. Notwithstanding the limitation of liability contained herein below, AGRICOL shall not be liable towards the Consumer for any loss or damage, of any nature, suffered as a result of its failure to supply, deliver the goods and/or to timeously deliver the goods.
9. INTELLECTUAL PROPERTY:- The Consumer acquires no right or license in respect of AGRICOL’s intellectual property rights incidental to and/or associated with, its products, trademarks, genetics, formulae, composition or manufacturing process. The Consumer is prohibited from any unauthorised use of AGRICOL’s intellectual property. The unauthorised multiplication, resale and/or trading of the seed is strictly prohibited. Once the seed has been planted, the Consumer shall not be entitled to replant or trade the harvested seed or to use same, in any manner of whatsoever nature that will infringe or limit any intellectual property rights that vests in Agricol, alternatively in which Agricol holds a vested interest. The Consumer’s attention is furthermore drawn to the fact that the unauthorised multiplication and/or sale of or trade in cultivars or varieties for which Plant Breeder’s rights, as contemplated in the Plant Breeder’s Rights Act, Act 15 of 1976, or any other intellectual property rights have been regi tered are unlawful and strictly prohibited.
10. PAYMENT TERMS & RESERVATION OF OWNERSHIP: – Goods shall only be sold and delivered on a “cash on delivery” basis. The goods shall at all relevant times remain the property of AGRICOL until such time as the full purchase price, interest and cost, if any, has been paid in full. AGRICOL, in its sole discretion, reserves the right to sell and deliver goods to the Consumer on credit, albeit incidental credit or otherwise, subject to terms and conditions that the parties may agree to, which is to be reduced to writing and signed by both the Consumer and AGRICOL. All overdue amounts shall attract compound interest at the rate of 2 % per month, calculated from date of delivery of the goods to date of payment in full and capitalised on a monthly basis.
11. LEGAL COSTS: – All fees, costs and expenses, including costs on an attorney and client scale, collection commission and tracing fees, incurred by AGRICOL in the recovery of any amount that may be due by the Consumer to AGRICOL, or in the enforcement of any rights and/or obligations arising from these terms and conditions, shall be borne by and recoverable from the Consumer.
12. LIMITATION OF LIABILITY: – AGRICOL’s liability towards the Consumer for any loss and/or damages (including consequential damages) shall be limited to the value of the purchase price of the goods that form the subject of the Consumer’s claim. The Consumer waives and/or abandons any portion of the claim that it may in law have against AGRICOL, which exceeds the aforesaid value.
13. COMPLETE AGREEMENT: – This document contains the complete agreement between the parties. No variation of this agreement, including this clause, shall be of any force or effect unless reduced to writing and signed by or on behalf of the parties to this agreement.
14. CONSENT TO JURISDICTION: – The parties hereby consent, in terms of Section 45 of the Magistrate’s Court Act, Act 32 of 1944 (as amended), to the jurisdiction of the Magistrates Court, notwithstanding that the subject matter of such claim might otherwise exceed the jurisdiction of the Magistrate’s Court. The parties will however reserve the right to institute proceedings in any Higher Court having jurisdiction. The parties hereby acknowledge and give their consent to the jurisdiction of the South African Courts and that any dispute of whatsoever nature, arising from this agreement, will exclusively be adjudicated by applying the law governing the Republic of South Africa.
15. CONFLICT OF TERMS: – In as much as the English version of the terms and conditions may be in conflict with the Afrikaans version, the English version shall prevail.
16. AUTHORITY TO CONTRACT: – The Consumer and signatory to this agreement hereby warrant that all internal processes has been followed and that he/she is duly authorised to contract with AGRICOL on the terms and conditions contained herein.
17. SUCCESSFUL CULTIVATION: – The Consumer acknowledges that the successful cultivation of all variety crops and seed may be seasonally and/or regionally bound. It may furthermore be subject to and influenced by the correct implementation of suitable, proper and accepted cultivation practices and favourable climate and/or warehousing conditions.