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Standard Conditions of Sale

1) CONTRACT This document is the contract between the Buyer and the Seller and no variations will be of any force and effect unless reduced to writing and signed by both parties.

2) PRICE • The prices stated are subject to change provided that: not less than 30 days prior of any such increase has been given to the Buyer. In the event of any such Increase, the Buyer shall be entitled by notice In writing to the Seller to cancel the order within 14 days after such notification: provided that such cancellation shall only be effective in respect of goods which have not been dispatched by the Seller prior to receipt of the Buyers notice of cancellation: and o any price reduction shall become effective in respect of subsequent deliveries immediately upon the Seller's decision to reduce such prices.

3) PAYMENT AND DEFAULT • Unless specifically stated otherwise, payment in respect of all goods purchased shall be made within he days after the date of the Sellers statement. • Interest shall be charged on any overdue amount at a rate equal to one percentage point above the Prime bank overdraft rate. • If payment is due by way of instalment and the Buyer falls to pay anyone Instalment on due dale, the Seller shall be entitled to: o suspend delivery of any outstanding orders due for delivery to the Buyer; and/or 0 require immediate payment of all amounts due by the Buyer to the Seller, and/or o cancel any other contract which the Seller may have with the Buyer; without prejudice to any of the rights which the Seller may have against the Buyer.

4) CLAIMS • The Seller gives no warranties to the Buyer in regard to the goods and In particular that they are of a suitable quality of fitness for any purpose whatsoever. In particular, the Seller shall not mix batches of the same shade supplied by the Seller to the Buyer as claims regarding variation in colour where thread is from different batches shall not be entertained by the Seller. • It is the Buyers responsibility to test the specific fabric for his/her specific use, before cutting. • All goods supplied by the Seller shall be examined by the Buyer on receipt at the Buyer's premises. if the Buyer regards the goods or any part thereof as being defective, the Buyer shall advise the Seller in writing within 30 days after the date of receipt, of the nature of the defect and shall submit a sample of goods to the Seller for examination. • The Buyer shall not be entitled to return the goods to the Seller without the prior written agreement of the Seller, without which the Seller shall not accept return of any such goods. tf the Seller agrees to accept return of any goods sold, the Seller shall be entitled at its option to replace such goods, or pass a credit in favour of the Buyer for any damages of whatsoever nature, including consequential damages. In particular, if the Seller accepts return of any goods, it shall not: o constitute a ground for withholding payment by the Buyer under any contract which the Seller may have with the Buyer whether by way of set-off or otherwise; and/or o entitle the Buyer to cancel any remaining deliveries if any) under this and/or any other contract with the Seller. • In the event of a complaint concerning thread quality, the Buyer shall, if requested by the Seller, permit representatives of the Seller to have reasonable access to the Buyer's premises for the purpose of examining stocks of raw materials, work-In-progress and finished goods and equipment and machinery on which the thread is processed, • No claim In respect of any fault or error in quality or description or correspondence of bulk with sample of similar matter will be considered unless such claim is made Immediately, the fault or error Is reasonably capable of discovery In any part of the fabric and In any event within 7 (seven) days of the date of delivery. The Buyer shall afford to the Seller, or his nominee, an opportunity to examine the fabric before it has been further handled, processed or otherwise dealt with, If the Seller makes an allowance to the Buyer, no further claim may be made by the Buyer In respect of the matter. In any event, the Seller shall not be responsible for consequential losses of any kind for deleterious effects resulting from application of any process or treatment to the fabric after delivery, or from deterioration during transit. • No claims will be allowed in respect of cut lengths and pieces cut off pilot to inspection by the Buyer, notwithstanding anything contained to the contrary herein, The Buyer shall not have any claim against the Seller arising out of any matter in regard hereto once the Buyer has cut any portion whatsoever of the lengths of fabric or In any way damaged the fabric after receipt by him,
5) DYED NON-STANDARD THREAD Notwithstanding anything to the contrary contained in this agreement, the Buyer shall not be entitled to cancel or suspend any order for non standard thread for any reason whatsoever, after the dyeing process for such thread has commenced.

6) Weights, sizes and metres cannot be guaranteed within 10%, more or less, Small deviations in colour, finish, etc must be allowed for.

7) MATERIAL CUT TO SIZE No refunds or returns will be accepted for material that was cut to size,

8) The Seller shall not be deemed to be aware of any particular purpose for which the fabric or any product made there from is required, any particular physical characteristics required in the fabric or product thereof must be stated in the contract

9) CANCELLATION OF CREDIT ARRANGEMENTS The Seller shall be entitled in its discretion, at any time, to restrict limit or cancel any credit arrangements or facilities granted to the Buyer and shall further be entitled In its discretion, to require the Buyer to furnish security for payment of any or all amounts due in terms of this or any related contract

10) RESERVATION OF OWNERSHIP The ownership of all goads sold in terms of this agreement shall remain the property of the Seller until payment In respect thereof has been made In full by the Buyer.

11) MIS MAJOR If, by deliver date, the Buyer cannot take or Seller cannot glue delivery of any goods under this contract owing to war. act of God, strike, lockout, fire, storm, tempest, breakdown, shortage of raw or other materials, government action, riots, civil commotion, stoppage of machinery, or to any causes or other circumstances beyond the Buyer's or Seller's control, Either party may suspend delivery in terms of this contract as regards the goods so affected without claim on either side,

12) NON PREJUDICE CLAUSE Any relaxation or indulgence which the Seller may allow to the Buyer shall not in any way prejudice the Seller's rights hereunder in respect of any past, existing or future failure in performance or breach of this contract by the Buyer.

13) SPECIAL ORDERS No refunds Of returns wilt be accepted on special orders,

14) CESSION OF CLAIMS The Buyer and Surety hereby jointly and severally, irrevocably and In rem suam cede and assign as a pledge unto and in favour of the Supplier, all the right, title, interest in and to all claims of whatsoever nature and description and howsoever arising which the Buyer and/or Surety may now or at any time hereafter have against all and any persons. companies, corporations, firms, partnership, associations, syndicates and other legal personae whomsoever without exception as continuing covering security for the due payment of every sum of money which may now or at any time hereafter be or become owing by the Buyer and/or Surety from whatsoever cause or causes arising. It being acknowledged that this cession Is a cession in securitiatium debit and is not an out-and-out cession. Should it transpire that the Buyer and/or Surety entered into prior deeds of cession or otherwise disposed of any of the right, title and interest in and to any of the claims which will from time to time be subject to this cession, then this cession shall operate as a cession of all the Buyer and/or Surety's reversionary rights. This Cession shall be and remain in full force and effect as a continuing security notwithstanding any fluctuation, or temporary extinction of the Buyer and/or Surety's Indebtedness to the Supplier. For the purpose of giving effect to the a foregoing Cession, both the Buyer and Surety hereby nominate, constitute and appoint the Supplier to be its Attorney and Agent, in rem suam, with full authority for the Buyer and/or Surety and in the Buyer and/or Surety's name to demand, sue for, recover and receive all sums of money hereby ceded and assigned and with the authority to sign all documents on the Buyer and/or Surety's behalf and in the Buyer and/or Surety's name in connection with the recovery of the said sums and to give acquittances and receipts for the Buyer and/or Surety's. The Buyer and Surety agree that, on request by the Supplier, they shall be obliged to hand over to the Supplier all books of account, contracts, invoices, documents and the like which it may require for tile purposes of ascertaining the amounts due to the Buyer and/or Surety for the purpose of recovery of payment. The Buyer and Surety shall be obliged to furnish the Supplier with a schedule of all debts due to the Buyer and/or Surety by its debtors monthly and upon demand, Notwithstanding the aforegoing, the Supplier or Its nominee shall at all times be entitled to inspect all or any of the Buyer and Surety's records as the Supplier deems fit. Failure by either party to give effect to the a foregoing shall not in any way prejudice the rights of the Supplier hereunder, and the Supplier shall at all times be deemed to have perfected Its security In terms hereof.