STANDARD TERMS AND CONDITIONS OF SALE

IMPORTANT

These Terms and Conditions ("Terms") govern all offers, sales, and services provided by Kani (Pty) Ltd

("Kani," "the Company," "we," "us," or "our") to you ("Customer," "you," or "your"). By engaging in

any transaction with us, using our website, or accepting our services, you agree to abide by these

Terms.

1. GENERAL

1.1. Applicability: These Terms apply to all transactions between Kani (Pty) Ltd and the Customer,

ensuring clarity and consistency in our business relationships. They supersede any previous

agreements or understandings, whether verbal or written.

1.2. Entire Agreement: Our intention is for these Terms to be comprehensive and inclusive,

encompassing all aspects of our interactions with customers. By agreeing to these Terms, both

parties acknowledge that they constitute the entirety of their agreement, effectively nullifying any

previous negotiations or discussions.

1.3. Severability: In the event that any provision of these Terms is deemed unenforceable or invalid,

the remaining provisions shall continue to hold full force and effect. This clause ensures that a single

problematic provision does not compromise the entire agreement between Kani and the Customer.

1.4. Waiver: Our decision to overlook or tolerate a breach of these Terms in one instance does not

waive our right to enforce these Terms in the future. This clause maintains our ability to uphold the

Terms consistently and impartially.

2. ORDERS AND ACCEPTANCE

2.1. Quotes: Our quotes are valid for a specified period, usually 30 days from issuance, to provide

customers with a clear timeframe within which to consider and act upon our proposals. After this

period, prices may be subject to change due to fluctuating market conditions.
2.2. Order Acceptance: While we strive to accommodate all orders, we reserve the right to refuse

acceptance for any reason. This allows us to maintain flexibility in our business operations while

ensuring that we can fulfil our commitments effectively.

2.3. Changes: Once an order is placed, changes or cancellations may only be made with our explicit

written consent. Depending on the nature of the requested changes and the stage of production,

additional charges may apply to cover any incurred costs or disruptions to our workflow.

3. PRICES AND PAYMENT

3.1. Prices: Our pricing structure is designed to be transparent and reflective of the value provided to

customers. While we endeavour to maintain consistent pricing, factors such as material costs, labour

expenses, and market dynamics may necessitate occasional adjustments.

3.2. Payment Terms: To facilitate smooth transactions, we outline clear payment terms based on

progressive milestones throughout the project lifecycle. This approach ensures that both parties

have a shared understanding of payment expectations, minimizing the risk of misunderstandings or

delays.

3.3. Payment Methods: We offer various payment methods to accommodate the preferences and

convenience of our customers, including bank transfers, credit cards, and electronic funds transfers

(EFTs). This flexibility aims to streamline the payment process and enhance customer satisfaction.

4. DELIVERY

4.1. Delivery Times: We provide estimated delivery times to give customers a realistic timeframe for

receiving their orders. Factors such as manufacturing lead times, shipping logistics, and potential

delays are taken into account when determining these estimates, ensuring transparency and

managing expectations.

4.2. Risk of Loss: Once products are delivered to the specified location, the risk of loss or damage

transfers to the customer. This allocation of risk encourages customers to promptly inspect delivered

goods and report any issues in accordance with our policies.

4.3. Inspection: Customers are encouraged to thoroughly inspect delivered products within a

specified timeframe and report any discrepancies or damages promptly. This allows us to address any

issues in a timely manner and uphold our commitment to delivering high-quality products and

services.

5. WARRANTIES AND LIMITATIONS OF LIABILITY
5.1. Warranty: We stand behind the quality of our products and services, offering warranties to

provide customers with peace of mind. These warranties cover specified periods and ensure that

customers receive adequate support in the event of any defects or deficiencies.

5.2. Limitation of Liability: While we strive to deliver exceptional products and services, we

acknowledge that unforeseen circumstances may arise. To mitigate potential risks, we limit our

liability to specified remedies, ensuring that customers are fairly compensated for any issues while

protecting our business interests.

6. INTELLECTUAL PROPERTY

6.1. Ownership: Intellectual property rights resulting from our services remain with Kani (Pty) Ltd

unless explicitly stated otherwise in writing. This ensures that we retain control over proprietary

assets and innovations developed during the course of our engagements with customers.

6.2. License: We grant customers a non-exclusive, non-transferable license to use any intellectual

property provided by Kani for specified purposes. This license enables customers to leverage our

expertise and innovations while respecting our rights as the creators and owners of the intellectual

property.

7. GOVERNING LAW AND DISPUTE RESOLUTION

7.1. Governing Law: These Terms are governed by the laws of South Africa, providing a clear legal

framework for our business operations and interactions with customers.

7.2. Dispute Resolution: In the event of any disputes or disagreements, we are committed to

resolving them amicably through good-faith negotiations. If resolution cannot be reached, the

parties agree to pursue legal recourse in accordance with South African law.

8. MISCELLANEOUS

8.1. Force Majeure: South Africa, like many other countries, is susceptible to a range of natural and

man-made events that may be considered force majeure events. These events include but are not

limited to acts of nature such as earthquakes, floods, droughts, and storms, as well as human-made

events such as wars, civil unrest, strikes, and government actions. The Force Majeure clause

acknowledges that under such circumstances, Kani (Pty) Ltd may be unable to fulfil its obligations

under these Terms and Conditions.

8.1.1. Notification: In the event of a force majeure event, Kani (Pty) Ltd is committed to promptly

notifying the Customer of the situation and its impact on the fulfilment of our obligations. This

notification allows for transparency and enables both parties to assess the situation and discuss

potential solutions or alternative arrangements.
8.1.2. Mitigation Efforts: Despite the occurrence of a force majeure event, Kani (Pty) Ltd will make

reasonable efforts to mitigate the impact on our operations and fulfil our obligations to the extent

possible. This may involve implementing contingency plans, seeking alternative suppliers or service

providers, or adjusting delivery timelines as appropriate.

8.1.3. Extension of Time: In cases where a force majeure event significantly delays or hinders our

ability to perform, Kani (Pty) Ltd may request an extension of time to fulfil our obligations under

these Terms and Conditions. This extension allows for flexibility and acknowledges the practical

challenges posed by unforeseen events beyond our control.

8.1.4. Limitation of Liability: While Kani (Pty) Ltd endeavours to minimize disruptions caused by

force majeure events, we cannot be held liable for any losses, damages, or expenses incurred by the

Customer as a result of such events. This limitation of liability is in line with common legal principles

and protects both parties from unforeseeable circumstances beyond their control.

8.1.5. Good Faith Cooperation: Throughout the duration of any force majeure event, Kani (Pty) Ltd is

committed to maintaining open communication and cooperating in good faith with the Customer to

address any challenges and find mutually acceptable solutions. This collaborative approach fosters

trust and ensures that both parties work together to overcome obstacles and minimize disruptions to

business operations.

By including a comprehensive Force Majeure clause in our Terms and Conditions, Kani (Pty) Ltd aims

to provide clarity, transparency, and protection for both our company and our customers in the face

of unforeseen events that may impact our ability to fulfil our obligations.

By engaging in any transaction with us, you acknowledge understanding and acceptance of these

Terms and Conditions. Modifications require written agreement from both parties.