Thank you for appointing INSPIRED BRANDING CC (CK NUMBER 2008/113302/23) (“we/us”) to be your supplier of choice respect of the sourcing and supply workwear and promotional items with or without branding on these products (“the Products”).
These Terms sets out the terms and conditions which form the basis of our relationship. Please make sure that you have read and understood all the terms and conditions in these Terms and raised any questions which require clarification before signing it. In this Agreement the words and paragraphs in bold have special meaning. Pay close attention to these words and sections.
When you see these words, they have the following meanings in these Terms:
1.1. “Customer” means you as defined in your customer online onboarding document;
1.2. “Fees” means the amounts set out in the Price List attached to these Terms;
1.3. “Invoice” means an invoice generated upon acceptance of a Quote and in respect of an Order;
1.4. “Order” means the processing of the purchase of the Products as set out in the Quote;
1.5. “Quote” means to a written proposal including pricing for a specific amount and quality of the Products which you have enquired about;
1.6. “Terms” means these terms and conditions and any annexure attached to it;
1.7. “Third-Party Costs” means any amounts we need to pay third parties on your behalf. These amounts are payable by you and, where possible, we have indicated what these may be on the Price List. There may be other Third-Party Costs which co
2.1. We will send you a written Quote setting out the cost of the Products and the minim order quantity which applies to each Order. The cost of the Product will be influenced by the size of the Order and, where the minimum, order quantity cannot be met, we reserve the right to decline your Order.
2.2. The Quote is valid for 30 days or, in certain cases where prices will be subject to fluctuation before 30 days have passed, less.
2.3. We will notify you on your Quote should you need to accept the Quote before 30 days has passed.
2.4. These Terms will come into effect on the date that you receive the Quote from us and will apply to each and every Quote which you receive and/or Order which you place going forward unless we inform you, in writing of any changes to these Terms.
3.1. Upon of receipt of an invoice, a 75% upfront payment of the quoted price (“the Purchase Price”) is required before an Order is processed.
3.2. The balance of the Purchase Price is due on the date of delivery of the Products in terms of the Order.
Inspired Branding CC
2008/113302/23
VAT 4120309606
PO Box 4584, Tygervalley, 7536
3 Marbella Close, Durbanville, 7550
+27 74 155 2555
www.inspiredbranding.co.za
Corporate Wear & Promotional Items
cara@inspiredbranding.co.za
3.3. Within 10 days of receipt of the upfront payment referred to in clause 3.1 we will send through proof of any design work you have asked us to produce.
3.4. Any bank charges or other charges which you may occur when making payment to us are for your account. Your Invoice will only be considered paid when the full amount is paid into our bank account. The details of our bank account are contained on the Invoice.
3.5. We are resellers of the Products and are thus reliant on our suppliers with regard to time frames and costs in respect of the Orders. Should the terms of any Order change as a result of a change to the terms upon which our suppliers are supplying us with the Products, the pricing or delivery periods relating to the Order may change without notice.
3.6. Should you cancel an Order and we have already incurred costs related to this Order (including digital layouts, pre-printed samples, costs incurred in making presentations such as time, petrol and the like) we shall be entitled recover such costs from you.
4.1. Save where the Products are not fit for purpose or are objectively defective, no returns are permitted on branded Products.
4.2. Returns on unbranded Products may be requested within 7 (seven) calendar days of receipt of the unbranded Products.
4.3. It is the Customer’s responsibility to (at its own cost) view samples and/or arrange fittings of the Products prior to an Order proceeding to avoid receiving Products that do not conform to the Customer’s visual or size expectations.
5.1. We undertake that the Products will be of the highest possible standards and handled with reasonable skill and care.
5.2. We shall ensure that you are kept up to date with the process of the production and delivery of the Products.
6.1. You are responsible for
6.1.1. Supplying all branding and artwork in high resolution vector pdf format. If this is not available, you will be quoted on a redraw to convert the artwork into the correct format required for the chosen branding style.
6.1.2. Signing off of all branding proofs by a representative before any branding will be undertaken on any Products. Within 10 days of receipt of the upfront payment referred to in clause 3.1 we will send through proof of any design work you have asked us to produce.
6.1.3. Ensuring that any logos, slogans and tag lines and any other visual marks shall not infringe on the intellectual property of any third party and you hereby indemnify us from any claims however they may arise from such infringement.
Inspired Branding CC
2008/113302/23
VAT 4120309606
PO Box 4584, Tygervalley, 7536
3 Marbella Close, Durbanville, 7550
+27 74 155 2555
www.inspiredbranding.co.za
Corporate Wear & Promotional Items
cara@inspiredbranding.co.za
6.2. We are not responsible for incorrectly signed off artwork proofs. We are entitled to reply on the sign off by your representative and the defence that the person signing off the artwork proofs was not authorised to do so will not apply.
7.1. We know that legal jargon can be overwhelming, but we need to have it in to protect both you and us as we work together.
7.2. We have tried to make the sections below as simple as possible. If there is anything you don’t understand, please ask your lawyer to help you work through these Terms and especially the legalese which follows.
7.3. Warranties
7.3.1. We hereby make all the warranties required by POPI. A copy of our POPI policy is available on request or on our System.
7.3.2. Except for the warranty we have provided in paragraph 7.3.1, we will not be liable to you or to any other person for any direct, indirect or consequential claim, loss, liability or damages (whether foreseeable or unforeseeable and howsoever arising, arising out of the provisions of the Services).
7.3.3. To the extent that a competent court or tribunal or other competent dispute resolution body or authority finally determines, (notwithstanding the exclusion contained in this clause) that we are liable to you for any damages, our liability to you for any such damages will be limited to the amounts paid by you to us during the immediately preceding 12 (twelve) month period in respect of the Service which gave rise to the liability in question.
7.4. Breach of these Terms
7.4.1. In the event of either Party failing to meet its obligations under these Terms (the “defaulting parties”), the other party (“the Innocent Party”) will be entitled to cancel the agreement contained in these Terms or demand specific performance of the Defaulting Party’s obligations together with any damages suffered by the Innocent Party as a result of such default, provided that the defaulting Party is given 10 days written notice to remedy the default.
7.4.2. This clause will survive the cancellation or termination of the Terms.
7.5. Notices and addresses
7.5.1. For the purposes of the giving of notices and the serving of legal process in terms of these Terms, the Parties choose the addresses contained on the Quote, which addresses may be changed upon written notice to the other Party (to an address other than a post office box):
7.5.2. Any notice given in connection with these Terms which is sent to the address chosen by the Party concerned and:
7.5.2.1. delivered by hand or by courier, shall be presumed (unless the contrary is proved) to have been received on the date of delivery; or
7.5.2.2. sent by email, shall be presumed (unless the contrary is proved) to have been received on the 1st (first) Business Day after the date of transmission.
7.5.3. Any written notice (including any electronic mail) actually received by a Party shall be valid, notwithstanding that it may not have been given in accordance with the preceding provisions of this clause 7.5.
7.6. The general stuff:
7.6.1. These Terms make up the whole agreement between us and you.
7.6.2. No amendment, addition or consensual cancellation of the Terms will be binding unless it is recorded in writing and signed by both of us.
7.6.3. Neither of us will lose any of our rights under these Terms if we do not immediately and in every instance insist on them.
7.6.4. These Terms are governed by the law of the Republic of South Africa.
7.6.5. Both of us hereby consent to the jurisdiction of the Magistrates Court in any action or dispute arising as a result of these Terms.
7.6.6. In the event of us having to instruct its attorneys to recover moneys from the you, you shall be liable to reimburse us for all costs incurred.
7.6.7. The Parties acknowledge that each clause of these Terms is separate. If any clause of these Terms is or becomes illegal, invalid or unenforceable for any reason or in any jurisdiction, the clause shall be treated as if it had not been written and the rest of the Terms will be legal, valid and enforceable.
7.6.8. These Terms may be signed in counterparts which means that each of us can sign separate agreements and you are obliged to send your signed version of the Terms to me.
We may change our terms and conditions from time to time by updating this page with amended terms. You should check this page from on occasion to ensure that you are aware of any changes.
The contents of this Terms and conditions shall be governed by the laws of the Republic of South Africa. If you have any questions regarding our Terms and conditions, you’re welcome to contact us.
Last updated August 2023