TERMS OF SERVICE
READ THESE TERMS CAREFULLY BEFORE BROWSING THIS WEBSITE. YOUR CONTINUED USE OF THIS WEBSITE INDICATES THAT YOU HAVE BOTH READ AND ACCEPT THESE TERMSAND CONDITIONS WHICH CONSTITUTE THE AGREEMENT TOGETHER WITH ALL ANNEXURES WHICH FORMS PART OF THE AGREEMENT. YOU CANNOT USE THIS WEBSITE IF YOU DO NOT ACCEPT THESE TERMS. ALL SECTIONS OF THESE TERMS ARE APPLICABLE TO ALL USERS UNLESS THE SECTION EXPRESSLY STATES OTHERWISE.
1. INTRODUCTION
1.1 The website www.trodian.co.za (“the Website“) is operated and/or owned by Trodian Supplies (Pty) Ltd, Registration Number: 2016/527586/07(hereinafter referred to as “Trodian“, “we“, “our“ or “us“). The Terms herein are entered into by and between Trodian and the User. Any reference to “Trodian“, shall include our employees, officers, directors, representatives, agents, shareholders, affiliates, subsidiaries, holding companies, related entities, advisers, subcontractors, service providers and suppliers.
1.2 These terms, including any document incorporated by reference herein (collectively, the “Terms“ or the “Agreement”) apply to any User who uses any one or more of the Services, accesses, refers to, views and/or downloads any information or material made available on the Website for whatever purpose (hereinafter referred to as “User“, “you“ or “your“).
1.3 Accessing and/or use of the Website will indicate that you have read,understand, accept, and agree to be bound, and are bound, by the Terms, in your individual capacity and for and on behalf of any entity for whom you use the Website.
1.4 To the extent permitted by applicable law, we may modify the Terms with prospective effect without prior notice to you, and any revisions to the Terms will take effect when posted on the Website. Such modifications will require acceptance by you prior to your continued use of the Website and shall thereby be construed as your consent to the amended or updated Terms. Your only remedy, should you not agree to these Terms, is to refuse acceptance of the amended or updated Terms, thereby preventing your use of this Website.
2. TERMINOLOGY
2.1 “Browser” shall mean any person who visits any page of the Website, whether by landing at the home page or any other page through use of a hyperlink of another website or by direct access to the Website and who has no intention of using, or does not use, the Services offered by us;
2.3 “Cart” shall mean the User’s Cart on the Website in which it stores intended purchases prior to payment being made;
2.4 “Goods or Products” shall mean the products and/or services as made available to a User for purchase on the Website;
2.5 “Party” or “Parties” shall mean Trodian Supplies (Pty) Ltd and/or or the User as the context implies;
2.6 “Personal Information” shall mean Personal Information as required from the User in order to register for the Services;
2.7 “Registration Process” refers to the Registration Process to be followed by a Browser on our Website in order to enable them to use the Services and thus make the transition from a Browser to a User;
2.8 “User” shall mean the Browser who completes the Registration Process on the Website in order to make use of the Services.
2.9 “IBC” shall mean the Intermediate Bulk Container containing AdBlue®;
2.10 “IBC Return Inspection Checklist” shall mean the Intermediate Bulk Container checklist attached to this Agreement as Annexure “A”;
2.11 “Storage Instructions” shall mean the document detailing the requirements for storage and handling of AdBlue®, attached to this Agreement as Annexure “B”;
2.12 “Training Manual” shall mean the training manual meant to introduce and equipt persons who handle AdBlue® with the necessary skills and knowledge to use the product safely and attached to this Agreement as Annexure “C”;
2.13 “Working Instruction 2” shall mean the filling procedure for IBC at the plant, attached to this Agreement as Annexure “D”;
2.14 “Working Instruction 3” shall mean the filling procedure for IBC at customer site, attached to this Agreement as Annexure “E”;
2.15 Any reference in this Agreement to –
2.15.1 “business hours” shall be construed as being the hours between 08h00 and 17h00 on any business day. Any reference to time shall be based upon South African Standard Time;
2.15.2 “days” shall be construed as calendar days unless qualified by the word “business”, in which instance a “business day” shall be any day other than a Saturday, Sunday or public holiday as gazetted by the government of the Republic of South Africa from time to time;
2.15.3 “laws” means all constitutions; statutes; regulations; by-laws; codes; ordinances; decrees; rules; judicial; arbitral; administrative; ministerial; departmental or regulatory judgements; orders; decisions; rulings; or awards; policies; voluntary restraints; guidelines; directives; compliance notices; abatement notices; agreements with; requirements of; or instructions by any Government Body; and the common law, and “law” shall have a similar meaning and
2.15.4 “person” means any person, company, close corporation, trust, partnership or other entity whether or not having separate legal personality.
2.15.5 The words “include” and “including” mean “include without limitation” and “including without limitation”. The use of the words “include” and “including” followed by a specific example or examples shall not be construed as limiting the meaning of the general wording preceding it.
2.15.6 Any substantive provision, conferring rights or imposing obligations on a Party and appearing in any of the definitions in this clause 2 or elsewhere in this Agreement, shall be given effect to as if it were a substantive provision in the body of the Agreement.
2.16.7 Words and expressions defined in any clause shall, unless the application of any such word or expression is specifically limited to that clause, bear the meaning assigned to such word or expression throughout this Agreement.
2.15.8 Unless otherwise provided, defined terms appearing in this Agreement in title case shall be given their meaning as defined, while the same terms appearing in lower case shall be interpreted in accordance with their plain English meaning.
2.15.9 Unless specifically otherwise provided, any number of days prescribed shall be determined by excluding the first and including the last day or, where the last day falls on a day that is not a business day, the next succeeding business day.
2.15.10 If the due date for performance of any obligation in terms of this Agreement is a day which is not a business day, then (unless otherwise stipulated) the due date for performance of the relevant obligation shall be the immediately preceding business day.
2.15.11 Where figures are referred to in numerals and in words, and there is any conflict between the two, the words shall prevail, unless the context indicates a contrary intention.
2.15.12 The rule of construction that this Agreement shall be interpreted against the Party responsible for the drafting of this Agreement, shall not apply.
2.15.13 No provision of this Agreement shall (unless otherwise stipulated) constitute a stipulation for the benefit of any person (stipulatio alteri) who is not a Party to this Agreement.
2.15.14 The use of any expression in this Agreement covering a process available under South African law, such as winding-up, shall, if any of the Parties is subject to the law of any other jurisdiction, be construed as including any equivalent or analogous proceedings under the law of such other jurisdiction.
2.15.15 Whenever any person is required to act “as an expert and not as an arbitrator” in terms of this Agreement, then –
2.15.16 the determination of the expert shall (in the absence of manifest error) be final and binding;
2.3 “Cart” shall mean the User’s Cart on the Website in which it stores intended purchases prior to payment being made;
2.4 “Goods or Products” shall mean the products and/or services as made available to a User for purchase on the Website;
2.5 “Party” or “Parties” shall mean Trodian Supplies (Pty) Ltd and/or or the User as the context implies;
2.6 “Personal Information” shall mean Personal Information as required from the User in order to register for the Services;
2.7 “Registration Process” refers to the Registration Process to be followed by a Browser on our Website in order to enable them to use the Services and thus make the transition from a Browser to a User;
2.8 “User” shall mean the Browser who completes the Registration Process on the Website in order to make use of the Services.
2.9 “IBC” shall mean the Intermediate Bulk Container containing AdBlue®;
2.10 “IBC Return Inspection Checklist” shall mean the Intermediate Bulk Container checklist attached to this Agreement as Annexure “A”;
2.11 “Storage Instructions” shall mean the document detailing the requirements for storage and handling of AdBlue®, attached to this Agreement as Annexure “B”;
2.12 “Training Manual” shall mean the training manual meant to introduce and equipt persons who handle AdBlue® with the necessary skills and knowledge to use the product safely and attached to this Agreement as Annexure “C”;
2.13 “Working Instruction 2” shall mean the filling procedure for IBC at the plant, attached to this Agreement as Annexure “D”;
2.14 “Working Instruction 3” shall mean the filling procedure for IBC at customer site, attached to this Agreement as Annexure “E”;
2.15 Any reference in this Agreement to –
2.15.1 “business hours” shall be construed as being the hours between 08h00 and 17h00 on any business day. Any reference to time shall be based upon South African Standard Time;
2.15.2 “days” shall be construed as calendar days unless qualified by the word “business”, in which instance a “business day” shall be any day other than a Saturday, Sunday or public holiday as gazetted by the government of the Republic of South Africa from time to time;
2.15.3 “laws” means all constitutions; statutes; regulations; by-laws; codes; ordinances; decrees; rules; judicial; arbitral; administrative; ministerial; departmental or regulatory judgements; orders; decisions; rulings; or awards; policies; voluntary restraints; guidelines; directives; compliance notices; abatement notices; agreements with; requirements of; or instructions by any Government Body; and the common law, and “law” shall have a similar meaning and
2.15.4 “person” means any person, company, close corporation, trust, partnership or other entity whether or not having separate legal personality.
2.15.5 The words “include” and “including” mean “include without limitation” and “including without limitation”. The use of the words “include” and “including” followed by a specific example or examples shall not be construed as limiting the meaning of the general wording preceding it.
2.15.6 Any substantive provision, conferring rights or imposing obligations on a Party and appearing in any of the definitions in this clause 2 or elsewhere in this Agreement, shall be given effect to as if it were a substantive provision in the body of the Agreement.
2.16.7 Words and expressions defined in any clause shall, unless the application of any such word or expression is specifically limited to that clause, bear the meaning assigned to such word or expression throughout this Agreement.
2.15.8 Unless otherwise provided, defined terms appearing in this Agreement in title case shall be given their meaning as defined, while the same terms appearing in lower case shall be interpreted in accordance with their plain English meaning.
2.15.9 Unless specifically otherwise provided, any number of days prescribed shall be determined by excluding the first and including the last day or, where the last day falls on a day that is not a business day, the next succeeding business day.
2.15.10 If the due date for performance of any obligation in terms of this Agreement is a day which is not a business day, then (unless otherwise stipulated) the due date for performance of the relevant obligation shall be the immediately preceding business day.
2.15.11 Where figures are referred to in numerals and in words, and there is any conflict between the two, the words shall prevail, unless the context indicates a contrary intention.
2.15.12 The rule of construction that this Agreement shall be interpreted against the Party responsible for the drafting of this Agreement, shall not apply.
2.15.13 No provision of this Agreement shall (unless otherwise stipulated) constitute a stipulation for the benefit of any person (stipulatio alteri) who is not a Party to this Agreement.
2.15.14 The use of any expression in this Agreement covering a process available under South African law, such as winding-up, shall, if any of the Parties is subject to the law of any other jurisdiction, be construed as including any equivalent or analogous proceedings under the law of such other jurisdiction.
2.15.15 Whenever any person is required to act “as an expert and not as an arbitrator” in terms of this Agreement, then –
2.15.16 the determination of the expert shall (in the absence of manifest error) be final and binding;
3. AGREEMENT
3.1 Subject to, and on the basis of a User’s acceptance of the Terms (the “Agreement”), we grant to you a limited, revocable, non-transferable license to access and use the Website in accordance with the various policies and agreements which may govern such use and access.
4. PURCHASE AND PAYMENT OF GOODS AND PRODUCTS
4.1 The Goods as selected by the User for purchase together with the individual price thereof shall be reflected in the User’s Cart. The price of each of the Goods shall automatically be calculated in the Cart, as a total, which total shall be inclusive/exclusive of VAT to the extent that we are registered for VAT.
4.2 The cost of delivery of the Goods shall also be included in the total comprising the User’s Cart.
4.3 Payment may be made in one of the following manners:
4.3.1 Electronic Funds Transfer (“EFT”) or Bank Transfer. Goods will only be released for delivery once payment has been received into our banking account.
4.3.2 Payfast – You will need to comply with the terms and conditions stipulated by Payfast.
4.2 The cost of delivery of the Goods shall also be included in the total comprising the User’s Cart.
4.3 Payment may be made in one of the following manners:
4.3.1 Electronic Funds Transfer (“EFT”) or Bank Transfer. Goods will only be released for delivery once payment has been received into our banking account.
4.3.2 Payfast – You will need to comply with the terms and conditions stipulated by Payfast.
5. DELIVERY AND USE OF GOODS AND PRODUCTS
5.1 The Goods shall be delivered to the User through the services of a courier of our selection:
5.2 The Goods shall be delivered to the User at the address selected during the payment process.
5.3 The Goods shall be delivered, where possible on a Business Day, but this shall depend on the courier company.
5.4 Any additional charges that may be levied in respect of the delivery of the Goods or forced return of the Goods such as, but not limited to, custom blockage in respect of a User outside of the Republic of South Africa, shall be for the User’s account. Alternatively;
5.5 Our obligation to provide the Goods to you is fulfilled upon delivery/collection thereof. We are not responsible for any loss or unauthorised use of the Goods after provision thereof to you.
5.6 The transport, inspection, storage handling and use of specifically the product AdBlue® is described and detailed in Annexures “A”, “B”, “C”, “D” and “E” to this Agreement and the User herewith agree and confirm that they are familiar with the specifications and instructions in the Annexures and that the terms in Annexures specifically form part of this Agreement.
5.7 Refunds and return of Goods and Products will be regulated by our Refund and Return Policy.
5.2 The Goods shall be delivered to the User at the address selected during the payment process.
5.3 The Goods shall be delivered, where possible on a Business Day, but this shall depend on the courier company.
5.4 Any additional charges that may be levied in respect of the delivery of the Goods or forced return of the Goods such as, but not limited to, custom blockage in respect of a User outside of the Republic of South Africa, shall be for the User’s account. Alternatively;
5.5 Our obligation to provide the Goods to you is fulfilled upon delivery/collection thereof. We are not responsible for any loss or unauthorised use of the Goods after provision thereof to you.
5.6 The transport, inspection, storage handling and use of specifically the product AdBlue® is described and detailed in Annexures “A”, “B”, “C”, “D” and “E” to this Agreement and the User herewith agree and confirm that they are familiar with the specifications and instructions in the Annexures and that the terms in Annexures specifically form part of this Agreement.
5.7 Refunds and return of Goods and Products will be regulated by our Refund and Return Policy.
6. WARRANTIES BY THE USER
6.1 The User warrants and represents that the Personal Information provided to us is and shall remain accurate, true and correct and that the User will update the Personal Information held by us to reflect any changes as soon as possible.
6.2 The User further warrants that when registering on the Website it:
6.2.1 is not impersonating any person; and
6.2.2 is not violating any applicable law regarding use of personal or identification information.
6.3 Further and insofar as the Registration Process is concerned, the User warrants that the login details shall:
6.3.1 be used for personal use only; and
6.3.2 not be disclosed by a User to any third party.
6.4 The User agrees that, once the correct login details relating to the User’s account have been entered, irrespective of whether the use of the Log in Details is unauthorised or fraudulent, the User will be liable for payment of any such Goods purchased.
6.2 The User further warrants that when registering on the Website it:
6.2.1 is not impersonating any person; and
6.2.2 is not violating any applicable law regarding use of personal or identification information.
6.3 Further and insofar as the Registration Process is concerned, the User warrants that the login details shall:
6.3.1 be used for personal use only; and
6.3.2 not be disclosed by a User to any third party.
6.4 The User agrees that, once the correct login details relating to the User’s account have been entered, irrespective of whether the use of the Log in Details is unauthorised or fraudulent, the User will be liable for payment of any such Goods purchased.
7. WARRANTIES BY TRODIAN
7.1 Except for any express warranties in these Terms the Services are provided “as is”. Trodian makes no other warranties, express or implied, statutory or otherwise, including but not limited to warranties of merchantability, title, fitness for a particular purpose or non-infringement. We do not provide any warranties against viruses, spyware or malware that may be installed on your computer as a result of you accessing or using the Website.
7.2 Trodian shall not be liable for delays, interruptions, service failures or other problems inherent in use of the internet and electronic communications or other systems outside the reasonable control of Trodian. While a User may have statutory rights, the duration of any such statutorily warranties, will be limited to the shortest period to the extent permitted by required law.
7.2 Trodian shall not be liable for delays, interruptions, service failures or other problems inherent in use of the internet and electronic communications or other systems outside the reasonable control of Trodian. While a User may have statutory rights, the duration of any such statutorily warranties, will be limited to the shortest period to the extent permitted by required law.
8. UNAUTHORISED USE OF THE WEBSITE OR EMAIL ADDRESSES
8.1 A User may not use the Website for any objectionable or unlawful purpose.
8.2 A User, apart from uploading Personal Information as required when completing the Registration Process may also after the purchase of Goods add a review or comment relating to the Goods so purchased by it.
8.3 We reserve the right to remove any such review in the event that same is untrue, inflammatory or libellous.
8.4 A User undertakes not to send to us spam mail, or make use of other unsolicited mass e-mailing techniques.
8.5 A User shall not introduce any virus, worm, trojan horse, malicious code or other program which may damage computers or other computer-based equipment through email communication with us.
8.6 A User may not sell, redistribute or use information contained on the Website for a commercial purpose without our prior written consent.
8.7 A User may not remove or alter our copyright notices or other means of identification including any watermarks, as they appear on the Website or any of our emails.
8.8 A User understands and agrees that it is solely responsible for compliance with any and all laws, rules and regulations that may apply to its use of the Website or the Services.
8.2 A User, apart from uploading Personal Information as required when completing the Registration Process may also after the purchase of Goods add a review or comment relating to the Goods so purchased by it.
8.3 We reserve the right to remove any such review in the event that same is untrue, inflammatory or libellous.
8.4 A User undertakes not to send to us spam mail, or make use of other unsolicited mass e-mailing techniques.
8.5 A User shall not introduce any virus, worm, trojan horse, malicious code or other program which may damage computers or other computer-based equipment through email communication with us.
8.6 A User may not sell, redistribute or use information contained on the Website for a commercial purpose without our prior written consent.
8.7 A User may not remove or alter our copyright notices or other means of identification including any watermarks, as they appear on the Website or any of our emails.
8.8 A User understands and agrees that it is solely responsible for compliance with any and all laws, rules and regulations that may apply to its use of the Website or the Services.
9. LINKS TO OTHER WEBSITES AND COOKIES
9.1 The Website may contain links or portals to other websites. We have no control over websites operated by third parties and the User agrees that we are not responsible for and will have no liability in connection with a User’s access to or use of any third-party website.
9.2 The Website makes use of cookies. By using the Website you consent to the use of cookies in accordance with Trosdian’s Privacy and Cookie Policy.
9.2 The Website makes use of cookies. By using the Website you consent to the use of cookies in accordance with Trosdian’s Privacy and Cookie Policy.
10. LIMITATION OF LIABILITY AND INDEMNITY
10.1 The Website shall be used entirely at a User’s own risk.
10.2 Trodian is not responsible for, and will have no liability in relation to, the use of and conduct in connection with the Website, or any other person’s use of or conduct in connection with the Website, in any circumstance.
10.3 We cannot guarantee or warrant that any file downloaded from the Website or delivered to you via email will be free of infection or virus or other code that has contaminating or destructive qualities. A User is responsible for implementing appropriate processes, systems and procedures to protect itself from this type of issue.
10.4 A User indemnifies us, and agrees to keep us indemnified, from and against any claim, loss, damage, cost or expense that we may suffer or incur as a result of or in connection with a User’s improper use of or conduct in connection with the Website, including any breach by a User of these terms or any applicable law or licensing requirements.
10.2 Trodian is not responsible for, and will have no liability in relation to, the use of and conduct in connection with the Website, or any other person’s use of or conduct in connection with the Website, in any circumstance.
10.3 We cannot guarantee or warrant that any file downloaded from the Website or delivered to you via email will be free of infection or virus or other code that has contaminating or destructive qualities. A User is responsible for implementing appropriate processes, systems and procedures to protect itself from this type of issue.
10.4 A User indemnifies us, and agrees to keep us indemnified, from and against any claim, loss, damage, cost or expense that we may suffer or incur as a result of or in connection with a User’s improper use of or conduct in connection with the Website, including any breach by a User of these terms or any applicable law or licensing requirements.
11. COPYRIGHT
11.1 Trodian and the contents of the Website are the property of Trodian, unless specified otherwise, and are protected by South African and international copyright laws.
11.2 Except as stated in the Agreement, none of the contents may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, except as permitted by the fair use privilege under the South African copyright laws or without our prior written permission, which should such consent be provided, we reserve our right to withdraw such consent at any stage, in our sole and absolute discretion.
11.3 The User is granted a limited, revocable, and non-exclusive right to create a hyperlink to the Website, so long as the link does not portray us, our affiliates, Goods or Services in a false, misleading, derogatory, or otherwise offensive manner. A User may not use our logo or other proprietary graphic or trademark as part of the link without our permission or the permission of our affiliates or content suppliers.
All trademarks and copyrights, together with any other intellectual property rights, in and to any of the content of the Website, where not evidently that of third parties, are the exclusive property of Trodian.
11.2 Except as stated in the Agreement, none of the contents may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, except as permitted by the fair use privilege under the South African copyright laws or without our prior written permission, which should such consent be provided, we reserve our right to withdraw such consent at any stage, in our sole and absolute discretion.
11.3 The User is granted a limited, revocable, and non-exclusive right to create a hyperlink to the Website, so long as the link does not portray us, our affiliates, Goods or Services in a false, misleading, derogatory, or otherwise offensive manner. A User may not use our logo or other proprietary graphic or trademark as part of the link without our permission or the permission of our affiliates or content suppliers.
All trademarks and copyrights, together with any other intellectual property rights, in and to any of the content of the Website, where not evidently that of third parties, are the exclusive property of Trodian.
12. BREACH
12.1 If either Party commits a breach of the Terms and fails to remedy such breach within 7 (seven) days of receipt of written notice requiring the breach to be remedied, then the Party giving notice shall be entitled, at its option, either to cancel the Terms and claim damages or alternatively to claim specific performance of all the defaulting Party’s obligations, together with damages, if any, whether or not such obligations have fallen due for performance.
13. DISPUTE RESOLUTION
13.1 Any dispute which arises between the Parties in respect of the Terms shall require the Parties to use their best endeavours to resolve the dispute informally within 7 (seven) days of the dispute having been raised in writing.
13.2 If either Party provides written notification to the other that such attempt has failed then each Party shall attempt to agree upon the appointment of a suitably qualified mediator, within 10 (ten) days of such dispute being referred.
13.3 If agreement is not reached as to the appointment of such mediator within 10 (ten) days after either Party has in writing called for the appointment of a mediator, or where an appointment has been agreed upon and such mediator is not able to mediate a resolution of such dispute within 30 (thirty) days after such appointment then any Party may give written notice to the other Parties referring the dispute to arbitration in accordance with the rules of Arbitration Foundation of South Africa (“AFSA”) by an arbitrator or arbitrators appointed by AFSA.
13.3 Either Party may demand that a dispute be referred to arbitration by giving written notice to that effect to the other Party. This clause shall not preclude either Party from obtaining interim relief on an urgent basis from a court of competent jurisdiction pending the decision of the arbitrator.
13.4 The arbitration shall be held –
13.4.1 at/in Western Cape or other venue agreed by the parties in writing;
13.4.2 in English; and
13.4.4 immediately and with a view to its being completed within 21 (twenty one) days after it is demanded.
13.4.5 The Parties irrevocably agree that the decision in arbitration proceedings:
13.4.6 shall be final and binding upon them;
13.4.7 shall be carried into effect;
13.4.8 may be made an order of any court of competent jurisdiction.
13.2 If either Party provides written notification to the other that such attempt has failed then each Party shall attempt to agree upon the appointment of a suitably qualified mediator, within 10 (ten) days of such dispute being referred.
13.3 If agreement is not reached as to the appointment of such mediator within 10 (ten) days after either Party has in writing called for the appointment of a mediator, or where an appointment has been agreed upon and such mediator is not able to mediate a resolution of such dispute within 30 (thirty) days after such appointment then any Party may give written notice to the other Parties referring the dispute to arbitration in accordance with the rules of Arbitration Foundation of South Africa (“AFSA”) by an arbitrator or arbitrators appointed by AFSA.
13.3 Either Party may demand that a dispute be referred to arbitration by giving written notice to that effect to the other Party. This clause shall not preclude either Party from obtaining interim relief on an urgent basis from a court of competent jurisdiction pending the decision of the arbitrator.
13.4 The arbitration shall be held –
13.4.1 at/in Western Cape or other venue agreed by the parties in writing;
13.4.2 in English; and
13.4.4 immediately and with a view to its being completed within 21 (twenty one) days after it is demanded.
13.4.5 The Parties irrevocably agree that the decision in arbitration proceedings:
13.4.6 shall be final and binding upon them;
13.4.7 shall be carried into effect;
13.4.8 may be made an order of any court of competent jurisdiction.
14. ASSIGNMENT AND NOVATION
14.1 Trodian will be entitled to assign or novate any of our rights or obligations under these Terms without a User’s consent. A User may not assign or novate any of his/her rights.
15. DOMICILIUM CITANDI ET EXECUTANDI AND CONTACT INFORMATION
15.1 The User and Trodian choose as their respective domicilium citandi et executandi for the purpose of legal proceedings and for the purpose of giving or sending any notice provided for or necessary of these Terms, the following:
15.1.1 Trodian Supplies (Pty) Ltd: Unit 601 No 3 Silo, South Arm Road, V & A Waterfront, Cape Town, 8002. Email: admin@trodian.com.
15.1.2 User: The address as provided when registering on the Website.
15.2 Both the User and Trodian may change its domicilium to any other physical address or email address by written notice to the other to that effect. Such change of address will be effective 7 (Seven) days after receipt of notice of change of domicilium.
15.3 All notices to be given in terms of these Terms will:
15.3.1 be given in writing;
15.3.2 be delivered or sent by email; and
15.3.3 be presumed to have been received on the date of delivery.
15.1.1 Trodian Supplies (Pty) Ltd: Unit 601 No 3 Silo, South Arm Road, V & A Waterfront, Cape Town, 8002. Email: admin@trodian.com.
15.1.2 User: The address as provided when registering on the Website.
15.2 Both the User and Trodian may change its domicilium to any other physical address or email address by written notice to the other to that effect. Such change of address will be effective 7 (Seven) days after receipt of notice of change of domicilium.
15.3 All notices to be given in terms of these Terms will:
15.3.1 be given in writing;
15.3.2 be delivered or sent by email; and
15.3.3 be presumed to have been received on the date of delivery.
16. GENERAL
Whole Agreement
16.1 This Agreement constitutes the whole of the agreement between the Parties relating to the matters dealt with herein and, save to the extent otherwise provided herein, no undertaking, representation, term or condition relating to the subject matter of this Agreement not incorporated in this Agreement shall be binding on any of the Parties.
16.2 This Agreement supersedes and replaces any and all agreements between the Parties (and other persons, as may be applicable) and undertakings given to or on behalf of the Parties (and other persons, as may be applicable) in relation to the subject matter hereof.
Variations to be in Writing
16.3 No addition to or variation, deletion, or agreed cancellation of all or any clauses or provisions of this Agreement will be of any force or effect unless in writing and signed by the Parties. No Indulgences
16.4 No latitude, extension of time or other indulgence which may be given or allowed by any Party to the other Parties in respect of the performance of any obligation hereunder, and no delay or forbearance in the enforcement of any right of any Party arising from this Agreement and no single or partial exercise of any right by any Party under this Agreement, shall in any circumstances be construed to be an implied consent or election by such Party or operate as a waiver or a novation of or otherwise affect any of the Party’s rights in terms of or arising from this Agreement or estop or preclude any such Party from enforcing at any time and without notice, strict and punctual compliance with each and every provision or term hereof. Failure or delay on the part of any Party in exercising any right, power or privilege under this Agreement will not constitute or be deemed to be a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege.
No Waiver or Suspension of Rights
16.5 No waiver, suspension or postponement by any Party of any right arising out of or in connection with this Agreement shall be of any force or effect unless in writing and signed by such Party. Any such waiver, suspension or postponement will be effective only in the specific instance and for the purpose given.
Provisions Severable
16.6 All provisions and the various clauses of this Agreement are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other. Any provision or clause of this Agreement, which is or becomes unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality, unlawfulness or for any other reason whatever, shall, in such jurisdiction only and only to the extent that it is so unenforceable, be treated as pro non scripto and the remaining provisions and clauses of this Agreement shall remain of full force and effect. The Parties declare that it is their intention that this Agreement would be executed without such unenforceable provision if they were aware of such unenforceability at the time of execution hereof.
Continuing Effectiveness of Certain Provisions
16.7 The expiration or termination of this Agreement shall not affect such of the provisions of this Agreement as expressly provide that they will operate after any such expiration or termination or which of necessity must continue to have effect after such expiration or termination, notwithstanding that the clauses themselves do not expressly provide for this.
16.1 This Agreement constitutes the whole of the agreement between the Parties relating to the matters dealt with herein and, save to the extent otherwise provided herein, no undertaking, representation, term or condition relating to the subject matter of this Agreement not incorporated in this Agreement shall be binding on any of the Parties.
16.2 This Agreement supersedes and replaces any and all agreements between the Parties (and other persons, as may be applicable) and undertakings given to or on behalf of the Parties (and other persons, as may be applicable) in relation to the subject matter hereof.
Variations to be in Writing
16.3 No addition to or variation, deletion, or agreed cancellation of all or any clauses or provisions of this Agreement will be of any force or effect unless in writing and signed by the Parties. No Indulgences
16.4 No latitude, extension of time or other indulgence which may be given or allowed by any Party to the other Parties in respect of the performance of any obligation hereunder, and no delay or forbearance in the enforcement of any right of any Party arising from this Agreement and no single or partial exercise of any right by any Party under this Agreement, shall in any circumstances be construed to be an implied consent or election by such Party or operate as a waiver or a novation of or otherwise affect any of the Party’s rights in terms of or arising from this Agreement or estop or preclude any such Party from enforcing at any time and without notice, strict and punctual compliance with each and every provision or term hereof. Failure or delay on the part of any Party in exercising any right, power or privilege under this Agreement will not constitute or be deemed to be a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege.
No Waiver or Suspension of Rights
16.5 No waiver, suspension or postponement by any Party of any right arising out of or in connection with this Agreement shall be of any force or effect unless in writing and signed by such Party. Any such waiver, suspension or postponement will be effective only in the specific instance and for the purpose given.
Provisions Severable
16.6 All provisions and the various clauses of this Agreement are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other. Any provision or clause of this Agreement, which is or becomes unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality, unlawfulness or for any other reason whatever, shall, in such jurisdiction only and only to the extent that it is so unenforceable, be treated as pro non scripto and the remaining provisions and clauses of this Agreement shall remain of full force and effect. The Parties declare that it is their intention that this Agreement would be executed without such unenforceable provision if they were aware of such unenforceability at the time of execution hereof.
Continuing Effectiveness of Certain Provisions
16.7 The expiration or termination of this Agreement shall not affect such of the provisions of this Agreement as expressly provide that they will operate after any such expiration or termination or which of necessity must continue to have effect after such expiration or termination, notwithstanding that the clauses themselves do not expressly provide for this.