SALE WARRANTY AND MAINTENANCE AGREEMENT
Between:
DNeA (Pty) Ltd (Reg: 2020/142086/07) and the Customer
(As defined in the quotation (“the Quotation”) to which this
Sale Agreement (“the Agreement”) is attached)

TERMS OF SALE:

1. DNeA agrees to provide the products described in the Quotation (“the Products”) together
2. with the maintenance services described in this Agreement (“the Services”) to the customer subject to the terms and conditions of both this Agreement and the Quotation
3. Every purchase made by the Customer from DNeA shall be governed by the terms and conditions recorded in this Agreement.
4. The Customer confirms that he has read and understood all the terms and conditions in this Agreement and raised any questions which require clarification and understood before signing the Agreement.
5. The Customer understands that the terms herein have important legal
   consequences.

PRICES & QUOTATIONS

1. All quotations for the Products will remain valid for a period of fourteen (30) days from the date on the quotation.
2. The price for Services and/or Products shall be specified on the Quotation, exclusive of VAT, unless otherwise specified.
3. DNeA is entitled to vary the price contained in the Quotation in the following circumstances where it was unaware of all the relevant factors affecting the price:
   • Any additional Services and/or Products requested by the Customer, which were not
   • Included in the original quotation.
   • Any unexpected increase in the volume or extent of materials and /or products and
     services: e.g.: labour…
   • Any additional work required to complete the installation, which was not reasonably
   • Anticipated at the time of the original Quotation.
4. Any material price variation from quotation will be submitted in writing to the Customer for his/her approval.
5. No work will commence without an order and Customer’s signing of the Quotation and/or the payment of the deposit referred to below, where applicable. Telephonic instructions and digital communication are deemed as official orders
6. A commitment deposit of 80% will be required on all quotations above R2 500.
7. Upon signature of the Quotation where no deposit is payable or upon confirmation that the
8. Customer’s deposit has cleared where a deposit is payable, an installation date will be arranged with the Customer.
9. All sales are considered ex Johannesburg. Shipment/delivery costs will consequently be charged accordingly and reflected in the Quotation
10. If the Customer cancels an order prior to delivery, DNeA shall be entitled to impose a cancellation fee. The cancellation fee will depend on the nature of the order, the length of notice of cancellation before delivery, the reasonable potential to find alternative clients for the order and the reason for cancellation. The Customer shall not be entitled to a deposit refund in the event of cancellation.

PAYMENTS DUE IN RESPECT OF THE PRODUCTS

1. DNeA shall remain the owner of the Products until all amounts due in terms of this Agreement have been paid in full.
2. The Customer shall pay for the Products in accordance with the following payment schedule on receipt of an invoice from DNeA:
   • For all installed products: 80% on order, 20% after practical completion of installation.
   • A one hundred per cent (100%) deposit is required on any Product where installation is not required.
3. The Customer shall not be entitled under any circumstances to withhold any payment due to DNeA in terms of this Agreement.
4. All discounts given will be forfeited if payment is not received according to the payment schedule above.
5. Cheques are not accepted.
6. Cash bank deposits shall be charged at R150.00 incl. VAT + 3% above R 10 000
7. All payments shall be made into Dnea’s bank account reflected on the quotation or invoice.
8. Payment will only be confirmed by DNeA after the payment has been cleared by Dnea’s bank.
9. No Product will be delivered or made available for collection until the deposit paid has been cleared by Dnea’s bank. In the event that a deposit is not payable, the Product will only be available for collection once the Quotation has been signed and the Customer has provided proof of the financing agreement pertaining to the purchase of the Product.

THE CUSTOMER’S OBLIGATIONS

1. The Customer shall provide reasonable access to his property over normal working hours, being:
2. Monday to Friday, 8:00 – 17:00 in order for DNeA to be able to perform its obligations in terms of this Agreement. Special arrangements will be made for work necessary to be completed after hours, on weekends or public holidays for emergencies.
3. The Customer shall co-operate with all reasonable requests by DNeA in order to assist DNeA to perform its obligations under this Agreement.
4. Any delays caused by the Customer shall be charged per hour of standstill as per Dnea’s standard rates in Annexure “A”.
5. The Customer shall provide electricity, water and toilet facilities to DNeA for the purpose of DNeA performing its obligations in terms of this Agreement.
6. The accuracy of any measurements requested by DNeA for the supply of the Products and provision of the Services shall be the responsibility of the Customer and any expenses incurred by DNeA as a result of an inaccurate measurement shall be met by the Customer.
7. The Customer shall be liable for any expenses incurred by DNeA as a result of the customer’s failure to comply with his obligations as defined in this Agreement.
8. The risk in and to any Products purchased from DNeA shall pass to in the Customer,
9. Immediately upon delivery to the Customer or to the address nominated by the Customer for delivery.
10. The Customer is responsible for informing DNeA of the position of possible hidden air-conditioning pipes, water pipes and electrical cables. DNeA will not accept liability for the damage of hidden pipes or cables that were not brought to its attention by the Customer.
11. The Customer is responsible for ensuring his availability or representative on their behalf on the day of commencement of installation so that the Product can be explained to him and so that all necessary documentation pertaining to the Product including:
12. Warranty documents, User Manuals and Application Documents as well as CoC’s where requested can be handed to him.

BREACH

1. In the event of either Party failing to meet its obligations under the Agreement, the innocent Party shall be entitled to cancel the Agreement or demand specific performance of the other Party’s obligations together with any damages suffered by the innocent Party as a result of such default, provided that the defaulting Party is given 10 days written notice to remedy the default.

LIMITATION OF LIABILITY

1. All reasonable effort will be made to ensure timeous delivery of any Products purchased by the Customer. Should DNeA be unable to deliver the Products timeously, it shall inform the Customer as soon as reasonably possible of such a delay and the new proposed delivery time.
   DNeA shall not be liable for any loss or damage by reason of the non-delivery of the Products or for any delay in executing delivery caused by force majeure or by any other cause beyond the control of DNeA.
2. DNeA shall not be liable for any indirect or consequential damages suffered by then Customer arising out of any breach of its obligations in terms of this Agreement, including the obligations of its employees or agents.
3. DNeA will not be liable in any manner for any indirect, special or consequential damages suffered by the Customer arising out of the negligent use of any of the Products purchased or the malfunction thereof.
4. DNeA will not be held responsible or liable for any costs, expenses, fees, damage or any other matter associated with the installation or removal of the Product.
5. DNeA shall not be liable for the lapsing of or changes to a warranty held over the
   customer’s existing infrastructure as a result of the installation of the Products.

DELIVERY

1. All Products shall be checked by DNeA prior to the Products leaving Dnea’s premises.
2. Products delivered by DNeA shall be delivered to the Customer’s premises, or to such address stipulated by the customer. If requested by the Customer to place the Products in a building on the premises DNeA will not be responsible in any manner for any theft or damage to such Products. MATERIAL, PRODUCTS & EQUIPMENT
3. Should the Products ordered by the Customer have, due to no fault of DNeA, been superseded, replaced or other prevailing price to those ordered by the Customer has become unavailable, DNeA will offer similar alternative Products.
4. If the Customer supplies any material, products or equipment, and/or accessories for the purposes of installing the Product, DNeA shall not be responsible for any defect in such materials, products or equipment or any damages arising from the use of such materials, products or equipment. The Customer agrees that such damages shall be for its own account.

PRODUCT DEFECTS: WARRANTIES

1. In addition to the Customer’s statutory rights in relation to product defects, DNeA shall provide the warranties recorded in Annexure “B” to this Agreement, subject to the terms and conditions of Annexure “B” and the provisions pertaining to Maintenance below.

SERVICE DEFECTS

1. Any defects pertaining to the Service and workmanship shall be communicated to DNeA within seven (7) days of the Customer identifying the defect
2. DNeA shall be afforded an opportunity to, within fourteen (14) days of receipt of an alleged defect report, inspect the alleged defect and:
3. If DNeA is of the view that the workmanship and/or Service defects are of acceptable standard, it shall notify the Customer in writing of its findings together with reasons;
4. a. If the Customer does not accept the findings, he shall be entitled to enforce his rights in Terms of applicable consumer law;
5. b. If DNeA is of the view that the work is of an unacceptable standard, any defects in the workmanship or Services provided shall be rectified, within a period of fourteen (14) days, to the reasonable satisfaction of the Customer, at Dnea’s cost.

MAINTENANCE, SERVICE & REPAIRS:

1. DNeA shall on request provide the Customer with a quarterly service agreement inspection of the Product installed in line with the Product manufacturer’s recommendations.
2. Such quarterly service inspection shall be charged in accordance with the price for Standard Maintenance Service provided in Annexure “A”.
3. The Customer shall book such service (and all subsequent monthly services) with DNeA.
4. In order to be able to rely on the product warranties above, the Customer shall ensure that it continues to maintain the Product for the period of the warranty in accordance with the provisions of this Agreement. After the expiry of the warranty period, the Customer shall be entitled to approach a service provider of his choice in respect of the on-going maintenance of the Product.
5. Extra Extended Warranties and services can be purchased….
6. All maintenance and annual services shall be provided in accordance with the provisions of Annexure“C” to this Agreement.
7. DNeA shall provide a 90(Ninety) minute on-site training on controllers and other components of the Product on the date when the Customer requests the commissioning of the Product.
8. Should the Customer miss the opportunity for the training on this date, the Customer can request Training on any other day at a later stage, which will then be charged at a Standard Service Call out rates as per Annexure “A”.

GENERAL RIGHTS AND OBLIGATIONS OF THE PARTIES

• Nothing in this agreement shall affect the Customer’s statutory rights as a Consumer.
• This Agreement makes up the whole agreement between DNeA and the Customer.
• No amendment, addition or consensual cancellation of the Agreement will be binding unless it is recorded in writing and signed by duly authorised representatives of both parties to this Agreement (“the Parties”).
• The Parties agree to accept any notice and legal processes at the addresses indicated in the Quotation.
• Neither Party shall lose any of its rights under this Agreement if it does not immediately and in every instance insist on them.
• The Parties consent to the jurisdiction of the Magistrates Court in any action or dispute arising as a result of this Agreement and irrespective of the amount in dispute.
• In the event of DNeA having to instruct its attorneys to recover moneys from the Customer, the Customer shall be liable for and shall pay all legal costs incurred by DNeA on an attorney Customer basis, inclusive of collection commission
• The Parties acknowledge that each clause of this Agreement is separate. If any clause of this Agreement is or becomes illegal, invalid or unenforceable for any reason or in any jurisdiction, the clause shall be treated as if it had not been written. This does not make the rest of the Agreement illegal, invalid or unenforceable or affect the legality, validity or enforceability of the clause in another jurisdiction.

SALE & MAINTENACE AGREEMENT
Annexure “A”

STANDARD SERVICE CALL PRICE LIST: (prices valid if not quoted for separately) 2021-04 to 2022-04, 10% escalation yearly thereafter

• Service Call Fee – all prices excl. VAT:
• Annual Standard Maintenance Service (no faults) 1.0% of Purchase amount.
• Service Call scheduled for Mon or Fri in advance R850.00 (1 hour)
• Service Call for same day service, weekends and after-hours R900.00 (1 hour)
• The above rates include 1 hour on-site analysis/ repair by a technician
• Service Call/ half hour thereafter R500.00 (1/2 hour)
• The above rates apply to customers within 30km from Bedfordview.
• Each km/ km outside the 30km range from Bedfordview R5.80
• Electrical CoC R1190 – R2990
• Technical Assessment for systems not installed by DNeA R1000.
• This assessment does not include any repair or maintenance
• The assessment is there to establish what needs to be done
• A quotation will be issued after the assessment to ensure the following:
  • i. Compliance & Safety
  • ii. Working condition and savings
  • iii. Maintenance
• Please note that DNeA is unable to take over warranties for systems installed by third
  Parties

Annexure “B”: PRODUCT WARRANTY STATEMENT

Product Warranties
In addition to any warranties arising in law:

1. The manufacturer of each of the major components has warranted their product in accordance with its warrantee provisions, which warrantee shall be provided to the Customer on the date of installation together with Dnea’s invoice.
2. The manufacturer of each of the minor components of the Product has warranted each minor component for a period of not less than 6 (six) months in accordance with its warrantee provisions, which warrantee shall be provided to the Customer on the date of installation together with Dnea’s invoice.
3. The manufacturer’s warrantee in respect of each component does not include the labour costs involved in the replacement of the relevant minor component.

Service Warranties
In addition to any warranties arising in law:

1. DNeA shall install the product in accordance with SABS standards and upon request by the customer issue a Certificate of Compliance. Such CoC’s will be charged for in accordance with Annexure “A. This warranty provided by DNeA refers only to the workmanship on installations carried out by DNeA and is only valid if the Customer has paid all amounts due by it in terms of this Agreement.

Terms of Warranties:

1. It is the Customer’s responsibility to keep his invoice as proof of the purchase date and, if required by the manufacturer of the Product, to register his warranty with the manufacturer.
2. Any work to be performed by DNeA pursuant to a claim on the warranty will be carried out during ordinary working hours (Monday to Friday from 08H00 to
   17H00).
3. Re-setting and performance problems due to a failure in electricity do not fall With-in the ambit of these warrantees. Consequently, call-outs to fix these problems will be charged for according to the rates provided for in Annexure “A”. Warranties on Equipment is attached to this Document.
   I.e.: Inverters Batteries Solar Panels etc…. accordingly to the quote / Invoiced
   equipment supplied.