1.Price
 
1.1 The price to be paid by the Purchaser set out in quotations are based on current material, labour, transport costs, current interest, insurance, and import rates. Validity of prices is as agreed or otherwise as confirmed in writing.
1.2 All unit prices quoted are net contract prices and are exclusive of VAT (unless stated otherwise). VAT is calculated at the rate applicable at the date of delivery of the furniture.
1.3 Prices are calculated based on delivery & installation, if included, taking place during normal business hours Monday to Friday. Weekend and after hour work will be charged for accordingly.
1.4 Prices exclude delivery and installation unless stated otherwise.
1.5 Prices are valid for orders placed & received within 30 days & deliveries executed within a maximum of 90 days from date of the quotation.
1.6 Prices of goods to be imported are subject to the forex rate and shipping costs at the time of importing.
1.7 Prices include commissions, royalties, retainers and fees, where applicable.
1.8 Prices exclude furniture mock-ups, samples or approx costs.

2.Manufacturing Lead Times, Delivery, Installations, Liability, and Risk
 
2.1 Lead times stated in the quotation are estimated based on information at our disposal at the time.
 
2.2 The manufacturing lead times starts from the date when all the following applicable criteria have been met:
•          The date the order is received,
•          The date deposit is received
•          The date all details are finalised and confirmed,
•          The date of receipt of fabric; or
•          The date of final credit approval; or
•          The date on which layouts are signed off and frozen (if applicable).
•          The date any outstanding information communicated to the client is received.
 
Lead times can be confirmed within about 5-7 working days after receipt of all this information. Volumes, production capacity & availability of finishes & materials may affect the lead time.

Lead times for imported products or components are subject to shipping line schedules and cannot be guaranteed. C.O Designs will not be held responsible for shipping delays or delays by the Port authorities, Customs or other occurrences that are out of our control.
 
2.2 Delivery costs are based on a single delivery, or what we determine is necessary based on the quantities of the order. Additional or split deliveries requested that result in additional costs being incurred will be charged for separately.
We are to be advised in advance if no goods lift is available for goods that are to be placed and/or installed on, or higher than, two levels from the position where the delivery vehicle can be parked for offloading. Additional charges may apply if this has not been allowed for.
 
Raw materials which are available at the time of preparing the quote may no longer be available at the time of the order being placed. Lead times will be recalculated subject to the availability of the raw materials
 
2.3 Should the Client request any changes to the order after the order has been confirmed, such changes will be made only after a mutual written agreement between the Client and C.O Designs. This agreement will include new delivery dates and the additional costs that result from the change to the order.
 
2.4 Should the Client have cause to delay the delivery of finished goods beyond the agreed delivery date, for whatever reason, C.O Designs can exercise its option to:
•          Invoice out the goods on the original agreed date; and
•          Charge for any storage, double handling, and overtime costs incurred by C.O Designs.
•          C.O Designs are indemnified against any losses, damages, costs, liability and/or expenses that are incurred as a result (including, without limitation) of any storage and/or re-delivery.
•          Payment for goods, as agreed, is from date of invoice and not date of delivery.
 
2.5 Should the Client cancel any order or part thereof, C.O Designs will be entitled to charge the Client for any reasonable costs incurred by us resulting from such a cancellation.
 
2.6 All responsibility and risk for the furniture will pass to the Client, upon collection of the furniture at the C.O Designs’ factory by the Client or the Clients’ representative, or upon delivery of the goods by C.O Designs to the Client, or the Client’s representative.
 
2.7 Any claims for non-delivery, shortages, or damage must be reported before responsibility and risk pass to the Client. The signing of delivery documents upon collection or receipt of the furniture by the Client or the Client’s representative shall be considered proof that the furniture was received in good order. C.O Designs accepts no liability in respect of any claims for non-delivery, shortages, or damages once responsibility and risk have passed to the Client.
 
2.8 C.O Designs intends to have goods prepared for delivery or collection on the agreed date. However, C.O Designs will not be held liable, nor is the Client entitled to terminate the agreement should C.O Designs fail to deliver or have goods available for collection on the agreed date.
 
2.9 It is the responsibility of the Client to provide sufficient access for delivery at its premises.
 
2.10 Should the Client, or its representative not be present to sign the delivery note, C.O Designs will not offload any goods.
 
2.11 If an employee or representative of the Client signs a delivery note, C.O Designs will deem that the employee or representative has the necessary authority to accept delivery on behalf of the Client.
 
2.12. Installation costs, whether included in the unit costs or shown separately, are calculated either for a single trip & I Installation or what we determine is necessary based on the quantities of this quotation. Additional costs incurred due to requests for changes to the installation programme or relocating furniture already placed or installed on site will be charged for separately
 
2.13. Installation height restriction is 3 meters (working platforms or ladders cannot exceed 2 meters). Prices DO NOT include for scaffolding, rigging thereof nor certification by a qualified inspector, unless stated otherwise.
 
 
2.14. Price calculations and product designs are based on mounting surfaces being able to accommodate straight acoustic panels, unless stated otherwise. Profiled or modified acoustic panel designs will incur an additional cost.
 
 
2.15. Prices for acoustic panels exclude any allowances to accommodate light switches, power points or any other obstructions, unless stated otherwise.
 
2.16. C.O Designs will not be responsible for, nor fit or install, any electrical apparatus, light switches, plug boxes, power sets etc. on site, unless these form an integral part of a product manufactured by C.O Designs.
 
2.17 For acoustic wall & ceiling mounted panels, a site inspection may be conducted and charged prior to manufacturing commencing. Prices are subject to change based on the findings of these inspections.
 
2.18. Any additional costs incurred for structural/wall/floor imperfections or unobservable & undeclared defects of the installation or mounting surface may be charged accordingly.
 
2.19. Privacy pods can accommodate floor surfaces that are not level to a maximum tolerance of 5mm over 1000mm.
 
2.20. Product dimensions specified are nominal and should not be considered as exact. Allowance should therefore be made for small tolerances.
 
3.Payment Terms
 
3.1 The quoted prices after any discount are net and, after adding applicable VAT, must be paid in cash, free of exchange, deduction or set-off. Normal payment terms are a 50% deposit, and the balance due prior to delivery or collection, unless agreed or stated otherwise in writing.
 
3.2 Should the Client not make payment within the agreed period then interest at a rate of 2% above the ruling prime bank overdraft rate will be charged.
 
3.3 Payments must be made in South African Rand (ZAR) without any deduction or reliance on set-off. The Client is not entitled to withhold payment under any circumstances, including instances whereby it alleges that C.O Designs failed to comply with obligations and terms of the agreement.
 
3.4 C.O Designs is entitled in its sole discretion to allocate funds paid by the Client towards any debts owed to it, unless stated otherwise in writing.
 
4.Guarantees
 
4.1 C.O Designs guarantees that all furniture manufactured by it, is free of faulty workmanship and materials for a period of 3-5 years, subject to normal conditions of fair wear and tear. Items repaired or replaced during the original term of the guarantee will be covered by the guarantee for the remainder of the original guarantee period only.
 
4.2 All upholstery fabrics carry the original manufacturer’s guarantee.
 
4.3 Gas cartridges in chairs carry the original manufacturer’s guarantee of one year.
 
4.4 C.O Designs in no way accepts responsibility for fabrics and materials which are discontinued and are no longer available to match existing furniture.
 
4.5 C. O Designs gives no greater warranty and accepts no greater liability in respect of bought-out proprietary items not of our own manufacture. These items are subject to the manufacturer’s guarantee.
 
4.6 C.O Designs will not be liable to honour any guarantees if the products or components supplied by the Seller:
Are altered or modified without prior written consent of the Seller, or;
If any components/parts other than that supplied or authorized by C.O Designs are used, without our prior written consent to do so, or
Are used for any purpose other than what it was designed or intended to be used for, or; Whilst the Client is in breach of any of the terms and conditions between it and C.O Designs, or;
C.O Designs specifically does not accept liability for any marks, stains, or damages caused by any objects or rubber/synthetic foot stubs of equipment placed on work surfaces,
or damages caused by any fluids or chemicals used by the Client.
   
5.Solid Timber and Veneer
 
5.1 All face veneers used in our products are classified A grade, and as such are prime quality. Every endeavour is made to attain a colour and grain pattern match as close as possible. However, timber is a natural raw material, and as such is subject to variations and changes. Whilst every effort is made in our selection, we have no control over the ageing effects due to environmental or natural causes. We cannot guarantee perfect colour and grain matching, particularly over extended periods.
 
5.2 All solid timbers are selected clear and prime quality. When preparing from planks we waste in some cases as much as 65% in an effort to retain a consistent appearance for each component. However, we cannot guarantee an exact colour match between solid timber and veneers used on the same product, or that there will be no colour changes due to ageing or other natural causes.
 
5.3 Furthermore, once part of a living tree, veneers and solid timbers contain minute voids and air pockets within its tubules, which are affected by changes in environmental conditions (e.g. humidity levels). These changes can cause shakes, cracks, twisting and warping that are beyond our control and is excluded from our guarantee.
 
5.4 All woods change colour as part of a natural ageing process. Generally wood surfaces exposed to light will darken and discolour faster than covered surfaces (e.g. areas covered by computers, desk pads etc). C.O Designs has no control over these forces and does not accept any liability for the uneven discolouration of wood or veneered products over time. For the same reason, C.O Designs cannot guarantee that any veneer furniture that it repairs or replaces, for whatever reason, including any repairs/replacements due to warrantee claims:
Will be the same original colour after it has been repaired/replaced, or;
That it will have an exact colour match to any of the furniture originally supplied.
 
6.Maintenance and Complaints Handling
 
6.1 C.O Designs has a recommended cleaning and maintenance instruction for the furniture that it supplies. This      document is available upon request. We accept no liability for damage or deterioration to the furniture resulting from cleaning and maintenance practices differing from that recommended by us.
 
6.2 Should the Client encounter any problems with the furniture supplied by us, the Client should report the problem to our Customer Service Division: Info@COdesigns.co.zs; Cape Town 021 534 1530 / Gauteng 011 463 1953. We require a maximum lead-time of 3-5 working days in Cape Town and Gauteng, to ensure that all service calls are dealt with effectively. Outlying areas may take longer. However, every effort will be made to attend to problems within the shortest period possible.
 
6.3 C.O Designs reserves the right to investigate any complaint before the goods are returned and or repaired. Should the Client fail to inform us of any complaint or return any goods without our prior agreement, the acceptance by us of the goods returned will not prejudice C.O Designs or be deemed in any circumstances to be acceptance by us of the complaint or the goods returned. C.O Designs furthermore accepts no liability for any costs or damages incurred by the Client in returning goods to us.
 
7.Ownership
 
7.1 Ownership of all furniture supplied by us remains our property until the invoiced price has been paid in full. In the meantime, the Client will be liable for any loss, damage, or destruction of the goods.
 
8. Force Majeure
 
8.1 C.O Designs shall be entitled to suspend any delivery while the Client is in breach of any of the terms and conditions of any contract between it and C.O designs. C.O designs will be entitled to claim from the Client any reasonable costs incurred by the us resulting from such a breach of contract, and C.O Designs may repossess the goods if ownership has not been passed to the Client in terms of clause 7.1.
 
8.2 Neither party shall be liable to the other for inability to perform or delay performance in terms of the quotation/contract, should such inability or delay arise from any cause beyond reasonable control of such party, the existence or happening of which cause has been drawn to the attention of the other party within a reasonable time of the occurrence of such cause (hereinafter referred to as a force majeure event).
 
8.3 For the purposes of this clause a force majeure event shall without limitation of the generality of the foregoing be deemed to include strikes, lock-outs, labour disputes, accidents, plant and machinery break-downs, fire, explosions, theft, war (whether declared or not), invasion, hostilities, riot, civil insurrection, flood, earthquake, lightening, act of local or national government, martial law, failure or delay in the part of the C.O Designs’ suppliers, of services, of bought out raw materials, specifications, or defect or changes in specifications or any other cause beyond the reasonable control of the party affected.
 
8.4 This agreement shall in all respects be governed by and construed in accordance with the laws of the Republic of South Africa, and all disputes’ actions and other matters shall be determined in accordance with such laws. Both parties consent to the non-exclusive jurisdiction of the Gauteng Local Division and the Western Cape Division of the Republic of South Africa.
 
9.Exemptions
 
9.1 C.O Designs will be exempted from and will not be held liable under any circumstances whatsoever for:
Damages or loss of profit of any description, which the Client may experience as a result of any breach by C.O designs under its obligations of the agreement.
Negligence in carrying out the obligations of the agreement by any involved servants or agents.Claims for any alleged shortage or failure of delivery goods, unless otherwise claimed in writing.
 
10.Waiver
 
10.1 No exceptions granted by C.O Designs to the Client may be considered a waiver of any of our rights in the agreement hereof, nor may any exception be considered a substitute of the terms and conditions of this agreement. No exceptions or extension to pay any funds due to C.O Designs, shall be valid unless agreed in writing, and signed by both parties.
 
11. Sole Agreement and Non-Variation
 
11.1 No Amendments, additions, omissions, or cancellations of this agreement will be valid, unless agreed in writing, and signed by both parties thereto. Unenclosed herein, implied, or tactic terms and conditions do not form part of the agreement between the parties. No waiver of the terms and conditions of this agreement shall be binding unless agreed in writing and signed by both parties hereto.
 
11.2 Each condition of this agreement is separate to one another. Should a condition of this agreement be found to be invalid, the remaining conditions of this agreement will remain and continue to be binding.
 
12.Costs
 
12.1 Under circumstance of a breach of this agreement, C.O Designs may refer this matter to its attorneys and/or collection agents. Without prejudice to any other rights, C.O designs is entitled to recover, from the Client, all legal costs incurred from the date of handover to the attorney and/or collection agents, including collection commission to which C.O Designs’ attorneys may be entitled according to law, and the costs accompanying ascertaining the whereabouts of the Client, regardless of whether legal proceedings are put in motion against the Client.