Orbit Industrial (Pty) Ltd t/a Orbit Industrial Supplies

Terms and Conditions of Sale

Effective date: 6 February 2025  |  Last reviewed: October 2026

1. Definitions and Application

1.1  In these Terms and Conditions of Sale, "Supplier" means Orbit Industrial (Pty) Ltd t/a Orbit Industrial Supplies, a company registered in the Republic of South Africa (Registration Number 2017/187308/07), and "Purchaser" means the entity or individual placing an order for goods.

1.2  These Terms and Conditions govern all sales of goods by the Supplier to the Purchaser, whether placed in person, by telephone, by email, by purchase order or through the Supplier's website at www.orbitindustrial.co.za. They apply to all transactions unless expressly varied in writing by an authorised representative of the Supplier.

1.3  These Terms and Conditions supersede all prior representations, quotations, correspondence and agreements between the parties in respect of their subject matter, except to the extent that a separate written agreement signed by an authorised representative of the Supplier expressly varies these terms. Where a conflict exists between these Terms and a specific written agreement for a particular transaction, that agreement shall prevail.

1.4  No variation, cancellation or amendment of these Terms shall be valid or binding unless reduced to writing and signed by a duly authorised representative of the Supplier.

1.5  Where the Consumer Protection Act 68 of 2008 ("CPA") applies to a particular transaction and any provision of these Terms conflicts with the CPA, that provision shall not apply to the extent of the conflict and the applicable provision of the CPA shall govern.

2. Online Orders and Contract Formation

2.1  The Supplier's website is an invitation to do business and not an offer capable of acceptance. A binding contract of sale is formed only when the Supplier issues a written order confirmation or tax invoice to the Purchaser for a specific order.

2.2  The Supplier may decline or cancel any online order at its discretion, including where a product is displayed at an incorrect price because of a technical error. In such cases the Supplier will notify the Purchaser promptly and refund any amount paid in full.

2.3  Prices displayed on the Supplier's website are in South African Rand and include VAT at the prevailing rate. Website prices may change without prior notice; the price that applies is the price confirmed on the order confirmation or tax invoice.

2.4  By placing an order through the Supplier's website, the Purchaser confirms that they are authorised to enter into a binding commercial transaction on behalf of the entity in whose name the order is placed, and that they have read and accepted these Terms and Conditions.

3. Pricing, VAT and Currency

3.1  Unless a specific price has been quoted in writing by the Supplier, the price of goods will be the Supplier's current ruling price on the date of invoice. All prices are in South African Rand (ZAR).

3.2  Website prices include VAT (see clause 2.3). Prices on quotations and invoices are shown inclusive or exclusive of VAT as stated on the document. VAT is charged at the rate prescribed by the Value-Added Tax Act 89 of 1991, as amended, applicable on the date of invoice. The Supplier's VAT registration number appears on all tax invoices.

3.3  The Supplier may adjust any quoted price to account for: (a) adverse fluctuations in the rate of exchange between the date of quotation and the date of supply where goods are sourced in foreign currency; (b) increases in manufacturer pricing, import duties or logistics costs arising after the date of quotation; or (c) any other cost increase caused by circumstances beyond the Supplier's reasonable control. The Supplier will notify the Purchaser of any such adjustment before invoicing.

3.4  Quoted prices are valid for the period stated on the quotation. Where no validity period is stated, quotations are valid for 14 (fourteen) calendar days from the date of issue.

4. Payment Terms

4.1  The Supplier's standard payment terms are payment in full before or on delivery (cash sale), unless the Supplier has granted the Purchaser a written credit facility, in which case payment shall be made within the credit period agreed in the credit facility agreement.

4.2  All payments must be made without deduction, set-off or counterclaim of any kind, save as required by law.

4.3  Where multiple deliveries are made under a single order or contract, each delivery will be invoiced separately and payment for each invoice will be due in accordance with clause 4.1.

4.4  The Supplier's banking details for direct payment are set out on its official tax invoices. The Supplier will notify the Purchaser in writing of any change to its banking details. The Purchaser should verify banking details directly with the Supplier by telephone on 021 569 2530 before making any electronic payment. The Supplier accepts no liability for payments made to fraudulent banking details where the Purchaser has not verified the details directly with the Supplier.

4.5  The Supplier is entitled to charge interest on overdue amounts at the maximum rate permitted by law from time to time, as provided for in the National Credit Act 34 of 2005 (as amended) or any other applicable legislation, calculated from the due date to the date of actual payment.

4.6  Should the Purchaser default on any payment, the Supplier is entitled, at its election, to: (a) declare the entire outstanding balance immediately due and payable, regardless of any agreed credit period; (b) suspend the fulfilment of any uncompleted orders or obligations until payment is made in full; or (c) cancel any outstanding orders without penalty.

4.7  Where any invoice amount is disputed, the Purchaser shall nevertheless pay the full invoiced amount on the due date. The Supplier will investigate the disputed amount promptly and, where the dispute is valid, will issue a credit note or refund for the amount owing to the Purchaser. This obligation does not apply where the CPA gives the Purchaser a right to withhold payment.

4.8  Payments received will be applied first to any legal costs owing, then to accrued interest, and then to the oldest outstanding invoice balance.

4.9  Where goods have been delivered but not yet paid for in full, the Purchaser shall keep the goods adequately insured against standard commercial risks and shall provide proof of insurance to the Supplier on request.

5. Ownership and Risk

5.1  Ownership of all goods sold remains with the Supplier until the Supplier has received payment in full of all amounts owing by the Purchaser to the Supplier, whether arising from the specific transaction or any other indebtedness.

5.2  Until ownership passes under clause 5.1, the Purchaser holds the goods on behalf of the Supplier and must: (a) store the goods separately and clearly identified as the property of the Supplier; (b) not encumber, pledge or otherwise deal with the goods in a manner inconsistent with the Supplier's ownership; and (c) on demand, allow the Supplier access to inspect or recover the goods.

5.3  The Supplier is entitled to recover possession of goods for which ownership has not passed, without prior notice and without cancelling the contract of sale, if the Purchaser defaults.

5.4  Despite clauses 5.1 to 5.3, risk in the goods passes to the Purchaser on delivery, as defined in clause 6.

6. Delivery

6.1  Delivery is deemed to have taken place when: (a) goods transported by the Supplier's own vehicle or nominated courier have been offloaded at the Purchaser's nominated delivery address; or (b) goods collected by the Purchaser or its nominated carrier have been loaded onto that vehicle at the Supplier's premises.

6.2  Where the Supplier engages a third-party carrier at the Purchaser's request, the Supplier is authorised to contract with that carrier on terms it considers appropriate. The Purchaser shall indemnify the Supplier against all claims, costs and liabilities arising from such carrier engagement.

6.3  Risk in the goods passes to the Purchaser on delivery, as defined in clause 6.1. From that point the Purchaser is responsible for any loss, damage or deterioration of the goods.

6.4  The Purchaser must inspect all goods at delivery and note any visible damage, shortage or discrepancy on the delivery note before signing. The signature of any employee, agent or representative of the Purchaser on the delivery note or waybill is conclusive evidence of delivery of the goods in the condition and quantity noted.

6.5  Claims for goods damaged in transit must be reported to the Supplier in writing within 24 hours of delivery. Claims for shortage or discrepancy must be reported within 2 business days of delivery. The Supplier will not be liable for transit damage or shortage claims reported after these periods.

6.6  If the Purchaser fails to take delivery on the agreed date, risk passes immediately to the Purchaser and the Supplier may charge reasonable storage and insurance costs for each day the goods remain uncollected. If goods remain uncollected for more than 30 days after the Supplier has notified the Purchaser that they are ready for collection, the Supplier may dispose of the goods as it sees fit without liability to the Purchaser.

6.7  The Supplier's obligation to deliver is subject to: (a) availability of the goods; and (b) receipt of all necessary instructions from the Purchaser in good time. Time is not of the essence for delivery, and the Supplier is not liable for losses arising from delivery delays unless caused by its gross negligence. Delivery fees and lead times are set out in the Supplier's Shipping and Delivery Policy.

7. Warranties and Product Suitability

7.1  All goods sold by the Supplier carry the warranty of the original manufacturer only. The Supplier provides no additional warranty beyond that offered by the manufacturer. Manufacturer warranty terms are available from the Supplier on request.

7.2  Subject to the Supplier's obligations under the CPA (where applicable), all goods are sold in the condition in which they stand. All implied warranties and conditions, other than those expressly set out in these Terms or required by law, are excluded to the maximum extent permitted.

7.3  The Supplier makes no warranty that any goods are suitable for a particular purpose unless such suitability has been expressly confirmed in writing. The Purchaser is responsible for satisfying itself before purchase that the goods are fit for the intended application. The Supplier's team is available to help with product selection and specification guidance, and the Purchaser is encouraged to consult the Supplier before buying, particularly for specialised or technical applications.

7.4  The Purchaser must always follow the manufacturer's usage, storage and handling instructions. Failure to do so will void any applicable warranty claim.

7.5  Warranty claims must be directed to the Supplier first. The Supplier will liaise with the relevant manufacturer on the Purchaser's behalf. The Supplier's Refund and Returns Policy sets out the warranty claim procedure in full.

8. Return of Goods and Credits

8.1  No goods may be returned without prior written authorisation from the Supplier and the issue of a Return Merchandise Authorisation (RMA) number. Goods returned without an RMA number will not be accepted.

8.2  To qualify for a credit, standard (non-special order) goods must be: (a) unused and in their original, undamaged packaging; (b) returned within 5 calendar days of the delivery date; and (c) accompanied by the original invoice number and the RMA number.

8.3  Whether goods are in a resaleable condition is determined by the Supplier, acting reasonably, after inspection.

8.4  Where the Supplier accepts the return of goods that were correctly supplied according to the Purchaser's order (that is, returned for reasons other than defect or incorrect supply), the Supplier may apply a handling and restocking charge of up to 10% of the original invoice value, deducted from the credit or refund.

8.5  Special order goods, including non-standard products, goods ordered specifically for a customer and bulk volumes procured to order, are not eligible for return or credit once the order has been confirmed.

8.6  Approved credits will be applied to the Purchaser's account, offset against outstanding invoices, or refunded via the original payment method, within 10 business days of the Supplier receiving and inspecting the returned goods.

8.7  The Supplier's Refund and Returns Policy forms part of these Terms and Conditions and sets out additional procedures for returns, warranty claims and transit damage.

9. Limitation of Liability

9.1  The Supplier's total liability to the Purchaser arising from any cause, including negligence, breach of contract or defective supply, is limited to the lesser of: (a) the replacement of goods found to be defective at the date of delivery; or (b) the purchase price of the relevant goods as shown on the applicable invoice.

9.2  The Supplier is not liable for any indirect, consequential, special or punitive loss or damage, including loss of profit, loss of production, loss of business opportunity or equipment damage arising from the use of goods supplied, whether or not caused by the Supplier's negligence.

9.3  The Supplier has no liability for failure to perform any obligation under these Terms where the failure results from causes beyond its reasonable control, including Force Majeure events as defined in clause 16.

9.4  Nothing in these Terms limits the Supplier's liability for: (a) death or personal injury caused by the Supplier's negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded by law.

10. Suspension and Cancellation

10.1  Without prejudice to any other rights, the Supplier may immediately suspend fulfilment of any uncompleted obligations if any amount owed by the Purchaser is not paid on the due date.

10.2  The Supplier may cancel this contract or any uncompleted part of it, without prejudice to any accrued rights, if the Purchaser: (a) commits a material breach of any term and fails to remedy it within 7 days of written notice; (b) is sequestrated, liquidated, placed under business rescue, surrenders its estate or makes a general compromise with its creditors; (c) has a judgment recorded against it that remains unsatisfied for 7 days; or (d) ceases or threatens to cease trading.

10.3  On cancellation for any reason, all amounts owing by the Purchaser become immediately due and payable in full.

11. Credit Facilities

11.1  The granting, extension, reduction or withdrawal of credit facilities is at the sole discretion of the Supplier, and facilities may be withdrawn at any time.

11.2  Credit facilities are subject to separate credit facility terms and conditions, which are in addition to these Terms. If these Terms conflict with the credit facility terms, the credit facility terms prevail.

11.3  These Terms form part of an incidental credit agreement as contemplated in section 8(4)(b), read with section 1, of the National Credit Act 34 of 2005 ("NCA"). The application of the NCA to the agreement between the parties is accordingly limited by section 5 of the NCA. Where a notice under section 129(1)(a) of the NCA is required, the Purchaser's domicilium address (clause 17) is the address for delivery.

12. Landlord's Lien

12.1  If the Purchaser leases its premises, the Purchaser must notify the Supplier and must inform its landlord that goods supplied by the Supplier remain the Supplier's property until paid for in full. The Supplier may also notify the landlord directly of its ownership.

12.2  The Purchaser must provide the Supplier with the name and contact details of its landlord and promptly notify the Supplier of any change.

13. Dissolution of Business Entity

Where the Purchaser is a partnership, close corporation, company, trust or other legal entity, any dissolution, deregistration or change in the composition of that entity does not affect the liability of the relevant parties to the Supplier for goods sold and delivered after the dissolution, unless the Supplier received prior written notice of the dissolution and confirmed in writing its acceptance of a change in the responsible party.

14. Certificate of Indebtedness

A certificate signed by any duly authorised officer of the Supplier setting out the amount owing by the Purchaser is prima facie proof of that indebtedness and sufficient evidence of the amount due for provisional sentence, summary judgment or any other legal proceedings.

15. Legal Costs

If the Supplier must institute legal proceedings against the Purchaser for any reason arising from these Terms, the Purchaser agrees to pay all legal costs incurred by the Supplier on the scale as between attorney and own client, including tracing fees, collection charges and debt collection commission.

16. Force Majeure

16.1  Neither party is liable for any failure or delay in performing its obligations where the failure or delay arises from an event beyond its reasonable control, including acts of God, natural disasters, pandemics or epidemics, war, terrorism, civil unrest, government action, port closures, load shedding or infrastructure failure, provided the event could not reasonably have been foreseen or prevented.

16.2  The affected party must notify the other in writing as soon as reasonably practicable, setting out the nature of the event and its expected duration.

16.3  If a Force Majeure event continues for more than 30 consecutive days, either party may cancel the affected order or contract on written notice without liability, save for payment for goods already delivered.

17. Domicilium and Notices

17.1  The Purchaser nominates its business address as recorded on its credit application, purchase order or the relevant invoice as its domicilium citandi et executandi for the service of all legal notices, processes and demands arising from these Terms.

17.2  The Supplier nominates as its domicilium citandi et executandi: Unit 5, DuVille Industrial Park, 8 Arum Lily Street, Durbanville, 7550, Western Cape.

17.3  Written notices may be delivered by hand, sent by email or sent by registered post. Notices sent by email are deemed received on the date of transmission, provided no delivery failure notification is received. Notices sent by registered post are deemed received 7 days after posting.

18. Jurisdiction

18.1  The parties consent to the jurisdiction of the Magistrate's Court for any proceedings arising from these Terms, irrespective of the amount claimed.

18.2  Despite clause 18.1, the Supplier may, at its election, institute proceedings in any Division of the High Court of South Africa having jurisdiction over the Purchaser, particularly for claims exceeding the monetary jurisdiction of the Magistrate's Court or where the Supplier considers the High Court the more appropriate forum.

18.3  These Terms and all transactions between the parties are governed by the laws of the Republic of South Africa.

19. Cession of Claims

The Supplier may, at its sole discretion and without the Purchaser's prior consent, cede, assign or pledge any claim it holds against the Purchaser to any third party. On notification of the cession, the Purchaser becomes liable to pay the amount ceded directly to the cessionary.

20. Waiver

No indulgence, extension of time or relaxation granted by the Supplier to the Purchaser waives the Supplier's right to later require strict and punctual compliance with these Terms, or prevents the Supplier from exercising any of its rights arising from a later breach by the Purchaser.

21. Credit Information and Privacy

21.1  The Purchaser consents to the Supplier obtaining, using and disclosing credit information about the Purchaser's account and payment history with the Supplier for these purposes: (a) submission to registered credit bureaux; and (b) providing trade references to third parties making legitimate enquiries about the Purchaser's creditworthiness.

21.2  All personal information collected by the Supplier is processed in accordance with the Protection of Personal Information Act 4 of 2013 ("POPIA") and the Supplier's Privacy Policy, which sets out the Purchaser's rights as a data subject and how to exercise them.

22. General

22.1  If any provision of these Terms is found by a competent court to be invalid, unlawful or unenforceable, it shall be severed and the remaining provisions shall continue in full force and effect.

22.2  These Terms constitute the entire agreement between the parties in relation to the sale and purchase of goods and supersede all prior discussions, representations and agreements, save as otherwise expressly provided.

22.3  The Supplier may update or amend these Terms from time to time. Updated terms will be published on the Supplier's website and will apply to all orders placed after the date of publication.

These Terms and Conditions are governed by the laws of the Republic of South Africa, including the Consumer Protection Act 68 of 2008, the National Credit Act 34 of 2005 and the Protection of Personal Information Act 4 of 2013 where applicable. © 2026 Orbit Industrial (Pty) Ltd t/a Orbit Industrial Supplies. Co Reg 2017/187308/07. All rights reserved.