1. PAYMENT
The Contractor shall be entitled to receive progress payments as the Works proceed in accordance with
the provisions set out hereunder.
1.1 The Contract Sum shall be payable in installments as follows:
1.1.1 50% on signature of this Agreement, which is based on a valid quote.
1.1.2 The remaining 50% on completion of the Works.
1.2 Any installments not paid on the due date shall bear interest thereon at a rate of 2% greater than the
minimum lending rate charged by the contractor’s registered commercial bankers, which interest shall
accrue as from the due date for payment. In addition, any discounts in terms of this Agreement will be
forfeited.
2. COMMENCEMENT AND COMPLETION
2.1 The Employer shall supply electricity and toilet facilities to the Contractor, free of charge.
2.2 For purposes of this Agreement, except where expressly stated otherwise, the date of completion shall be
the date on which the installation is completed and when the site has been cleared of all rubble and building
debris.
2.3 If completion of the Works is delayed as a result of vis major or unforeseen circumstances, including but
without being limited to any strike, lock out, shortages of materials, riot, political or civil disturbance,
exceptionally inclement weather or any variation, act or omission on the part of the Employer or any other
cause beyond the Contractor’s control, then
2.3.1 the Employer shall not for such reason have any claim against the Contractor whether for damages or
otherwise,
2.3.2 the Contractor shall be entitled to a fair and reasonable extension of time for the completion of the Works.
2.4 Should the Contractor not be able to commence or proceed with the execution of the Works due to any act
or omission on the part of the Employer then, in such event
2.4.1 the Employer shall pay 50% of the contract sum in the event of the Contractor not being able to deliver the
materials and commence the Works, or
2.4.2 the Employer shall pay 40% of the contract sum in the event of the Contractor not being able to complete
the Works, provided, that the Contractor is not in breach of his obligations in terms of this Contract.
2.5 If the Contractor fails to complete the Works within the period stipulated in the preceding sub-clause or any
extended period authorized in writing by the Employer, then the Contractor shall pay the Employer as
liquidated and ascertained damages, the sum of R 150.00 per day for the period during which the said
works shall so remain incomplete and the Employer may deduct such damages from any monies due to the
Contractor.
2.6 Should the Employer interfere with the execution of the Works and the completion of the Works is thereby
delayed, the Contractor shall be paid liquidated and ascertained damages by the Employer, in the sum of
R 400.00 per day for the period during which the said Works is so delayed.
3. DEFECTS LIABILITY:
Subject to the provisions of the following paragraph, the Contractor undertakes that:
Any patent defects or other faults which may appear within 6 months of completion of the Works due to
materials and 12 months due to workmanship not in accordance with this Contract, shall within a
reasonable time after receipt of the Employer’s written instruction be made good by the Contractor and
unless otherwise mutually agreed upon, at his own cost, provided that the Contractor shall not be required
to make good at his own cost any damage, unless it is agreed that such damage is due to injury which took
place before completion.
The Contractor shall only be responsible in terms of the preceding paragraph for damages sustained by the
Employer under conditions of normal use and service and shall under no circumstances be responsible for
damage or loss caused by wear and tear, misuse, neglect, negligence, insects, weather and rain, abuse or
accident or in respect of or arising from any risk insured against in terms of homeowner’s insurance policies
normally issued by a leading South African Insurance company in respect of residential properties and the
contractor shall under no circumstances be liable for any consequential loss or damage.
The parties agreed to the following exceptions to the Contractors liabilities:
.........................................................................................................................................................
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4. OWNERSHIP OF MATERIALS:
Any unfixed materials required for the Works and delivered to the Property shall remain the property of the
Contractor until they have been paid for by the Employer in terms of Clause 2 and any unfixed surplus
materials shall become the property of the Contractor.
5. INTERFERENCE:
The Employer shall not have the right, either personally or through his agent, to issue instructions to,
interfere, hinder or obstruct any of the Contractor’s workmen or any subcontractors employed on the
Works or other persons employed by or acting on behalf of the Contractor.
5.1 Should the Contractor incur any expenses or loss beyond that provided for in, or reasonably contemplated
by, this Contract, due to the actions on the part of the Employer as described in Clause 3.4 or Clause 7,
then the value of such expense or loss shall be assessed between the Employer and the Contractor and such
agreed value shall be paid to the Contractor on completion of the Works.
6. EMPLOYER’S DEFAULT:
If the Employer does not pay the Contractor as provided for in Clause 2 or is in default in any other
manner, the Contractor shall be entitled to forthwith cease work under this contract until the Employer has
made payment or until such default has been rectified.
6.1 The time during which such work shall cease shall operate as an extension of the time for completion of the
works.
6.2 In addition to suspending work in terms of this Clause, the Contractor may, in the event of non-payment by
the Employer after giving 7 days written notice, or if the Employer’s Estate is sequestrated as insolvent or,
in the case of a company, it is placed in under voluntary or compulsory liquidation, or if the Employer’s
estate is placed under judicial management, or if the whole or substantially the whole of the Works (other
than Works in respect of defects under Clause 4 hereof) is delayed for three months, by written and
registered notice to the Employer determine this Contract and thereon without prejudice to the accrued
rights of either party their respective rights and liabilities shall be as follows: vis:
6.3 The Contractor shall with all reasonable dispatch remove from the site all his goods, machinery and plant.
6.4 The Contractor shall be paid by the Employer:
6.4.1 The Contractor value of the Works completed at the date of such determination as aforesaid subject to
Clause 10 hereof:
6.4.2 the value of work commenced and executed but not completed at the date of such determination the value
being ascertained mutatis mutandis in accordance with the provisions of Clause 10 hereof;
6.4.3 the cost of materials or goods properly ordered and delivered for the Works actually paid for by the
Contractor of which he is legally bound to accept delivery and on such cost being paid by the Employer the
same shall become his sole property;
6.4.4 liquidated and ascertained pre-estimated of damages in the sum of 20% of the Contract sum provided that
the above provisions shall in no way prejudice any other right or remedy that the Contractor may have in
law.
6.5 A Certificate signed by the Contractor’s Auditor specifying the amount due by the Employer to the
Contractor shall be sufficient proof of any amount due to the Contractor in terms of the Contract and may
be used by the Contractor for the purposes of obtaining judgment whether by default or otherwise,
summary judgment or provisional sentence against the Employer in any Court of Law having jurisdiction in
respect thereof.
7. CONTRACTOR’S DEFAULT:
If the Contractor shall make default in any of the following respects
7.1 without reasonable cause wholly suspend the Works before completion or
7.2 refuses to proceed with the Works with reasonable diligence or
7.3 refuses or to a substantial degree persistently neglects after notice in writing from the Employer, to remove
defective work or improper materials, then, if such default shall continue for 14 days after a registered letter
to the Contractor from the Employer specifying the same, the Employer may, without prejudice to any
other rights he may have in terms of this contract or in Law, by registered post, determine the employment
of the Contractor under this Contract, provided no dispute has been declared in terms of Clause 12.
In such event the Contractor shall be liable for all damages incurred by the Employer by reason of such
default.
8. MATERIALS IN SHORT SUPPLY:
8.1 In the event of the materials set out in the Specification hereto being in short supply or unavailable from the
manufacturer for an unreasonable period of time, then the Employer may select substitute material from
samples provided by the Contractor.
Any difference in price shall be for the account of the Employer.
8.2 Where the Employer does not select a substitute material within 7 days after being notified by the
Contractor of such short supply or unavailability, then either the contractor or the Employer may elect to
cancel this contract by giving the other party 7 days written notice of such cancellation. Any deposit or
other moneys paid to the Contractor by the Employee must be refunded to the Employer within 7 days of
such notification and the parties will have no further claim against each other.
9. VARIATIONS:
All variations, authorized or required by the Employer, which shall be writing and signed by both parties,
shall be carried out and the Contract Sum adjusted, the valuation being assessed on the basis of valuation of
similar work included in this Contract. Where this basis cannot be applied, a valuation agreed by the
Employer and the Contractor shall be made, failing which the Contractor shall be allowed the cost of the
materials use at the then current market value, plus 10% (ten per centum) thereof, together with the labour
cost of the materials involved, specifically excluding persons administratively employed in the Contractor’s
organization, to which labour costs shall be added 40% (forty per centum). The above percentage shall
cover foreman’s supervision and all other overhead costs and profit. In addition, all other direct costs
reasonably incurred shall be allowed to the Contractor. The onus to prove such costs shall be on the
Contractor.
9.1 The Employer agrees that any increase in the cost of materials and/or any statutory increases in labour costs
which may come into effect after signature of this Agreement by the Contractor shall be payable by the
Employer and added to the Contract Sum. For purposes of this Agreement statutory labour costs shall be
those applicable to the Building Industry.
9.2 The Contractor shall provide documentary proof of such increases to the Employer on request.
10. JURISDICTION:
10.1 The parties hereby expressly consent to the jurisdiction of the Magistrate’s court even though such claim
may otherwise exceed that Court’s jurisdiction to adjudicate on any dispute arising out of this Contract
which is not otherwise subject to arbitration in terms hereof. This is subject to the provision that if a party
elects to institute action in the Supreme Court, he shall be entitled to do so.
10.2 It is agreed between the parties that the Law of the Republic of South Africa shall be the only law of this
contract.
11. DISPUTES:
Any disputes or difference between the Contractor and the Employer arising out of and during the currency
of the Contract or upon termination or cancellation thereof shall be referred to arbitration. Such disputes
may however in the first instance be decided by mediation as follows:-
11.1 The parties shall agree in writing within seven (7) days of the date on which the dispute is declared upon
the person to be appointed by them as the mediator.
11.1.1 The mediator shall convene a hearing of the parties and their witnesses and may hold separate discussions
with either or both parties and shall assist the parties in attempting to reach a mutually acceptable settlement
of their differences through means of reconciliation, interpretation, clarification, suggestion and advice.
The mediator shall have the discretion whether to allow the parties to be assisted or represented by advisors
at the hearing.
11.1.2 If and when the parties reach a mutually acceptable settlement of their differences they shall record such
agreement in writing and thereafter they shall be bound by such agreement.
11.1.3 The mediator is authorized to end the mediation process whenever in his opinion further effort at mediation
would not contribute to a solution of the dispute between the parties.
11.1.4 The cost of the mediation and the apportionment thereof shall be determined by the mediator and shall be
binding on the parties.
11.2 The arbitration shall be held in terms of the Arbitration Act. The arbitrator is expressly authorized to
determine the format and procedure of the arbitration and in so doing and more particularly with regard to
pleadings, discovery of documents and other matters of that kind, the arbitrator shall in his sole discretion
determine the procedure to be adopted and shall have regard in that connection to the primary need to
determine the dispute or difference as expeditiously and as cheaply as possible with resort to as little
formality as is reasonably practicable.
11.2.1 The arbitrator shall in his sole discretion determine the costs of the arbitration, direct the same to be taxed
as between attorney and client or between party and party and direct by whom and to whom and in what
manner the same shall be borne and paid.
11.2.2 The Arbitrator shall be appointed at the request of either party by the President for the time being of the
Master Builders Association that has jurisdiction.
ENTIRE AGREEMENT:
This is the entire Agreement between the parties and there are not terms, conditions, warranties, representations or
other understandings other than what is contained in this document. No alteration or variation of this agreement
shall be of any effect unless it is recorded in writing.
By accepting the quotation or order from, I acknowledge having read, understood and accepted the conditions and
specifications appearing above as binding.
The Contractor shall be entitled to receive progress payments as the Works proceed in accordance with
the provisions set out hereunder.
1.1 The Contract Sum shall be payable in installments as follows:
1.1.1 50% on signature of this Agreement, which is based on a valid quote.
1.1.2 The remaining 50% on completion of the Works.
1.2 Any installments not paid on the due date shall bear interest thereon at a rate of 2% greater than the
minimum lending rate charged by the contractor’s registered commercial bankers, which interest shall
accrue as from the due date for payment. In addition, any discounts in terms of this Agreement will be
forfeited.
2. COMMENCEMENT AND COMPLETION
2.1 The Employer shall supply electricity and toilet facilities to the Contractor, free of charge.
2.2 For purposes of this Agreement, except where expressly stated otherwise, the date of completion shall be
the date on which the installation is completed and when the site has been cleared of all rubble and building
debris.
2.3 If completion of the Works is delayed as a result of vis major or unforeseen circumstances, including but
without being limited to any strike, lock out, shortages of materials, riot, political or civil disturbance,
exceptionally inclement weather or any variation, act or omission on the part of the Employer or any other
cause beyond the Contractor’s control, then
2.3.1 the Employer shall not for such reason have any claim against the Contractor whether for damages or
otherwise,
2.3.2 the Contractor shall be entitled to a fair and reasonable extension of time for the completion of the Works.
2.4 Should the Contractor not be able to commence or proceed with the execution of the Works due to any act
or omission on the part of the Employer then, in such event
2.4.1 the Employer shall pay 50% of the contract sum in the event of the Contractor not being able to deliver the
materials and commence the Works, or
2.4.2 the Employer shall pay 40% of the contract sum in the event of the Contractor not being able to complete
the Works, provided, that the Contractor is not in breach of his obligations in terms of this Contract.
2.5 If the Contractor fails to complete the Works within the period stipulated in the preceding sub-clause or any
extended period authorized in writing by the Employer, then the Contractor shall pay the Employer as
liquidated and ascertained damages, the sum of R 150.00 per day for the period during which the said
works shall so remain incomplete and the Employer may deduct such damages from any monies due to the
Contractor.
2.6 Should the Employer interfere with the execution of the Works and the completion of the Works is thereby
delayed, the Contractor shall be paid liquidated and ascertained damages by the Employer, in the sum of
R 400.00 per day for the period during which the said Works is so delayed.
3. DEFECTS LIABILITY:
Subject to the provisions of the following paragraph, the Contractor undertakes that:
Any patent defects or other faults which may appear within 6 months of completion of the Works due to
materials and 12 months due to workmanship not in accordance with this Contract, shall within a
reasonable time after receipt of the Employer’s written instruction be made good by the Contractor and
unless otherwise mutually agreed upon, at his own cost, provided that the Contractor shall not be required
to make good at his own cost any damage, unless it is agreed that such damage is due to injury which took
place before completion.
The Contractor shall only be responsible in terms of the preceding paragraph for damages sustained by the
Employer under conditions of normal use and service and shall under no circumstances be responsible for
damage or loss caused by wear and tear, misuse, neglect, negligence, insects, weather and rain, abuse or
accident or in respect of or arising from any risk insured against in terms of homeowner’s insurance policies
normally issued by a leading South African Insurance company in respect of residential properties and the
contractor shall under no circumstances be liable for any consequential loss or damage.
The parties agreed to the following exceptions to the Contractors liabilities:
.........................................................................................................................................................
.........................................................................................................................................................
.........................................................................................................................................................
.........................................................................................................................................................
4. OWNERSHIP OF MATERIALS:
Any unfixed materials required for the Works and delivered to the Property shall remain the property of the
Contractor until they have been paid for by the Employer in terms of Clause 2 and any unfixed surplus
materials shall become the property of the Contractor.
5. INTERFERENCE:
The Employer shall not have the right, either personally or through his agent, to issue instructions to,
interfere, hinder or obstruct any of the Contractor’s workmen or any subcontractors employed on the
Works or other persons employed by or acting on behalf of the Contractor.
5.1 Should the Contractor incur any expenses or loss beyond that provided for in, or reasonably contemplated
by, this Contract, due to the actions on the part of the Employer as described in Clause 3.4 or Clause 7,
then the value of such expense or loss shall be assessed between the Employer and the Contractor and such
agreed value shall be paid to the Contractor on completion of the Works.
6. EMPLOYER’S DEFAULT:
If the Employer does not pay the Contractor as provided for in Clause 2 or is in default in any other
manner, the Contractor shall be entitled to forthwith cease work under this contract until the Employer has
made payment or until such default has been rectified.
6.1 The time during which such work shall cease shall operate as an extension of the time for completion of the
works.
6.2 In addition to suspending work in terms of this Clause, the Contractor may, in the event of non-payment by
the Employer after giving 7 days written notice, or if the Employer’s Estate is sequestrated as insolvent or,
in the case of a company, it is placed in under voluntary or compulsory liquidation, or if the Employer’s
estate is placed under judicial management, or if the whole or substantially the whole of the Works (other
than Works in respect of defects under Clause 4 hereof) is delayed for three months, by written and
registered notice to the Employer determine this Contract and thereon without prejudice to the accrued
rights of either party their respective rights and liabilities shall be as follows: vis:
6.3 The Contractor shall with all reasonable dispatch remove from the site all his goods, machinery and plant.
6.4 The Contractor shall be paid by the Employer:
6.4.1 The Contractor value of the Works completed at the date of such determination as aforesaid subject to
Clause 10 hereof:
6.4.2 the value of work commenced and executed but not completed at the date of such determination the value
being ascertained mutatis mutandis in accordance with the provisions of Clause 10 hereof;
6.4.3 the cost of materials or goods properly ordered and delivered for the Works actually paid for by the
Contractor of which he is legally bound to accept delivery and on such cost being paid by the Employer the
same shall become his sole property;
6.4.4 liquidated and ascertained pre-estimated of damages in the sum of 20% of the Contract sum provided that
the above provisions shall in no way prejudice any other right or remedy that the Contractor may have in
law.
6.5 A Certificate signed by the Contractor’s Auditor specifying the amount due by the Employer to the
Contractor shall be sufficient proof of any amount due to the Contractor in terms of the Contract and may
be used by the Contractor for the purposes of obtaining judgment whether by default or otherwise,
summary judgment or provisional sentence against the Employer in any Court of Law having jurisdiction in
respect thereof.
7. CONTRACTOR’S DEFAULT:
If the Contractor shall make default in any of the following respects
7.1 without reasonable cause wholly suspend the Works before completion or
7.2 refuses to proceed with the Works with reasonable diligence or
7.3 refuses or to a substantial degree persistently neglects after notice in writing from the Employer, to remove
defective work or improper materials, then, if such default shall continue for 14 days after a registered letter
to the Contractor from the Employer specifying the same, the Employer may, without prejudice to any
other rights he may have in terms of this contract or in Law, by registered post, determine the employment
of the Contractor under this Contract, provided no dispute has been declared in terms of Clause 12.
In such event the Contractor shall be liable for all damages incurred by the Employer by reason of such
default.
8. MATERIALS IN SHORT SUPPLY:
8.1 In the event of the materials set out in the Specification hereto being in short supply or unavailable from the
manufacturer for an unreasonable period of time, then the Employer may select substitute material from
samples provided by the Contractor.
Any difference in price shall be for the account of the Employer.
8.2 Where the Employer does not select a substitute material within 7 days after being notified by the
Contractor of such short supply or unavailability, then either the contractor or the Employer may elect to
cancel this contract by giving the other party 7 days written notice of such cancellation. Any deposit or
other moneys paid to the Contractor by the Employee must be refunded to the Employer within 7 days of
such notification and the parties will have no further claim against each other.
9. VARIATIONS:
All variations, authorized or required by the Employer, which shall be writing and signed by both parties,
shall be carried out and the Contract Sum adjusted, the valuation being assessed on the basis of valuation of
similar work included in this Contract. Where this basis cannot be applied, a valuation agreed by the
Employer and the Contractor shall be made, failing which the Contractor shall be allowed the cost of the
materials use at the then current market value, plus 10% (ten per centum) thereof, together with the labour
cost of the materials involved, specifically excluding persons administratively employed in the Contractor’s
organization, to which labour costs shall be added 40% (forty per centum). The above percentage shall
cover foreman’s supervision and all other overhead costs and profit. In addition, all other direct costs
reasonably incurred shall be allowed to the Contractor. The onus to prove such costs shall be on the
Contractor.
9.1 The Employer agrees that any increase in the cost of materials and/or any statutory increases in labour costs
which may come into effect after signature of this Agreement by the Contractor shall be payable by the
Employer and added to the Contract Sum. For purposes of this Agreement statutory labour costs shall be
those applicable to the Building Industry.
9.2 The Contractor shall provide documentary proof of such increases to the Employer on request.
10. JURISDICTION:
10.1 The parties hereby expressly consent to the jurisdiction of the Magistrate’s court even though such claim
may otherwise exceed that Court’s jurisdiction to adjudicate on any dispute arising out of this Contract
which is not otherwise subject to arbitration in terms hereof. This is subject to the provision that if a party
elects to institute action in the Supreme Court, he shall be entitled to do so.
10.2 It is agreed between the parties that the Law of the Republic of South Africa shall be the only law of this
contract.
11. DISPUTES:
Any disputes or difference between the Contractor and the Employer arising out of and during the currency
of the Contract or upon termination or cancellation thereof shall be referred to arbitration. Such disputes
may however in the first instance be decided by mediation as follows:-
11.1 The parties shall agree in writing within seven (7) days of the date on which the dispute is declared upon
the person to be appointed by them as the mediator.
11.1.1 The mediator shall convene a hearing of the parties and their witnesses and may hold separate discussions
with either or both parties and shall assist the parties in attempting to reach a mutually acceptable settlement
of their differences through means of reconciliation, interpretation, clarification, suggestion and advice.
The mediator shall have the discretion whether to allow the parties to be assisted or represented by advisors
at the hearing.
11.1.2 If and when the parties reach a mutually acceptable settlement of their differences they shall record such
agreement in writing and thereafter they shall be bound by such agreement.
11.1.3 The mediator is authorized to end the mediation process whenever in his opinion further effort at mediation
would not contribute to a solution of the dispute between the parties.
11.1.4 The cost of the mediation and the apportionment thereof shall be determined by the mediator and shall be
binding on the parties.
11.2 The arbitration shall be held in terms of the Arbitration Act. The arbitrator is expressly authorized to
determine the format and procedure of the arbitration and in so doing and more particularly with regard to
pleadings, discovery of documents and other matters of that kind, the arbitrator shall in his sole discretion
determine the procedure to be adopted and shall have regard in that connection to the primary need to
determine the dispute or difference as expeditiously and as cheaply as possible with resort to as little
formality as is reasonably practicable.
11.2.1 The arbitrator shall in his sole discretion determine the costs of the arbitration, direct the same to be taxed
as between attorney and client or between party and party and direct by whom and to whom and in what
manner the same shall be borne and paid.
11.2.2 The Arbitrator shall be appointed at the request of either party by the President for the time being of the
Master Builders Association that has jurisdiction.
ENTIRE AGREEMENT:
This is the entire Agreement between the parties and there are not terms, conditions, warranties, representations or
other understandings other than what is contained in this document. No alteration or variation of this agreement
shall be of any effect unless it is recorded in writing.
By accepting the quotation or order from, I acknowledge having read, understood and accepted the conditions and
specifications appearing above as binding.
| CONDITIONS OF CONTRACT |
| Gaea Ugesi Logistics CC |
| CK 2010/014535/23 |
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