Binam Holdings (Pty) Ltd – Terms and Conditions

Welcome to Binam Holdings (Pty) Ltd. These terms and conditions outline the rules and regulations for the use of our website located athttps://binamholdings.com. By accessing this website, we assume you accept these terms and conditions. Do not continue to use Binam Holdings (Pty) Ltd if you do not agree to take all of the terms and conditions stated on this page.

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and any or all Agreements: “Client”, “You” and “Your” refers to you, the person accessing this website and accepting the Company’s terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner, whether by formal meetings of a fixed duration, or any other means, for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services/products, in accordance with and subject to, prevailing law of South Africa. Any use of the above terminology or other words in the singular, plural, capitalisation and/or he/she or they are taken as interchangeable and therefore as referring to same.

Definitions

1. Business Day: means a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
2. Contract: has the meaning set out in clause 2.1.
3. Force Majeure Event: means an event beyond the reasonable control of Binam Holdings including but not limited to strikes, lock-outs or other industrial disputes, failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, inclement weather or default of suppliers or subcontractors.
4. General Description: has the meaning given to it in clause 2.4.
5. Order: has the meaning set out in clause 2.1.
6. Order Confirmation Form: has the meaning given to it in clause 2.1.
7. Order Form: means an order sheet containing details of your order.
8. Price: the price of the Seeds and delivery (if applicable) calculated in accordance with clause 3.1.
9. Seeds: means the seeds offered for sale by Binam Holdings as specified on an Order Form which is accepted in accordance with clause 2.1.
10. Binam Holdings: means Binam Holdings Limited, a company registered in South Africa with company number ?, and whose registered office is at 7 Dartfield Rd Jet Park, Johannesburg, Gauteng 2068.
11. In these terms, the above definitions and those throughout these terms apply and a person includes a natural person, corporate or unincorporated body, whether or not having separate legal personality.
12. Save as may be agreed in writing by a Director of Binam Holdings, no servant, employee or agent of Binam Holdings is permitted to alter or vary these General Terms and Conditions of Sale in any way.

Orders and Contract Formation

You may place an order for Seeds through Binam Holdings website at www.binamholdings.com or by speaking to a member of the Binam Holdings sales team in person or by phone, who will then complete an Order Form for you, or by faxing, posting or emailing your completed Order Form to Binam Holdings for acceptance. Binam Holdings will accept your Order in writing by issuing you with an Order Confirmation Form or email if you have placed your Order through www.binamholdings.com. A contract will only be formed when Binam Holdings accepts your order in this way and each Order which is accepted by Binam Holdings will be governed by the Order Form, the Order Confirmation Form and these terms and any other document expressly stated in writing by Binam Holdings to form part of the arrangement between Binam Holdings and you. Any quotation given by Binam Holdings shall not constitute an offer and is only valid for a period of 20 Business Days from its date of issue.

In the event of any conflict or inconsistency between the terms of the Order Confirmation Form and these terms then the Order Confirmation Form shall prevail over these terms. The Contract applies to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. The Contract constitutes the entire agreement between the parties in relation to its subject matter.

Price

Unless otherwise agreed in writing by Binam Holdings, the price for the Seeds is that set out on Binam Holdings standard price list available on request for the quantities set out in the Contract which includes the sacks and bags in which the Seeds are delivered. We may change the prices set out in our standard price list at any time. We may increase the Price after Binam Holdings accepts your Order if our costs increase, the cost of delivering to you increases, if the Seeds are or any treatment is sourced by Binam Holdings from outside South Africa and between the time when Binam Holdings accepts your Order and Binam Holdings purchases the relevant products the applicable currency fluctuates resulting in an increase cost to Binam Holdings, any new or increased tariff or levy applies to Binam Holdings in respect of the Seeds, and/or if Binam Holdings has made a genuine mistake in its pricing.

Minimum Order Value

Orders placed by phone, in person, by fax, post and email are subject to a minimum order value of ? and Orders placed through www.binamholdings.com are subject to a minimum order value of ? and for Orders under this amount, ? will be charged.

Payment

Failure to Pay

Quality

1. Binam Holdings shall have the right to make any changes to the Seeds which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Seeds.
2. Binam Holdings warrants that the Seeds, on delivery, shall comply with the Seed Marketing Regulations 2011.
3. Binam Holdings confirms that, where, at your request, any treatment whether chemical or otherwise is applied to the Seed (Treatment), Binam Holdings shall use its reasonable endeavours to ensure that such Treatment is carried out with reasonable skill and care and in accordance with the Treatment manufacturer’s instructions. Binam Holdings accepts no responsibility whatsoever for the effectiveness or otherwise of any Treatment.
4. Where, at your request any treatment or similar authorised as a Horticultural Development Company Extension of Authorisation for Minor Uses (EAMU) is applied to the Seed, subject to clause 7.5, Binam Holdings accepts no liability whether in contract, tort (including negligence), breach of statutory duty or otherwise for any direct or indirect consequence of such application and, subject to clause 7.6, such application is entirely at your risk. You shall provide to Binam Holdings, on request, a copy of the relevant EAMU.
5. Where Seeds have been treated with a liquid or powder to control pests or diseases, or have been fumigated or pelleted, the purity and germination percentages are based on tests made before the treatment.

Use of Seeds

Important: The Seeds sold by Binam Holdings are not edible and must not be eaten directly by humans. The Seeds are also not suitable for sprouting and must not be used for the production of sprouted seeds when seed, or at least part of the seed, will be eaten as part of the final product.

Exclusion and Limitation of Liability and Time Limit for Claims

Nothing in the Contract shall limit or exclude either party’s liability for death or personal injury caused by its negligence, fraud or fraudulent misrepresentation, breach of the terms implied by relevant laws, or any other liability that cannot be lawfully limited or excluded. Subject to the above, the only warranties given by Binam Holdings under the Contract are those set out in the terms and conditions. All other warranties, conditions and other terms implied by statute or common law in your favour are, to the fullest extent permitted by law, excluded from the Contract.

Subject to the terms and conditions, if Binam Holdings breaches any of the warranties set out in the terms and conditions, you may apply to Binam Holdings for a refund of the price you paid for the Seed or Binam Holdings will provide you with a replacement free of charge of the Seed. Subject to clauses in the terms and conditions, Binam Holdings shall not be liable for any loss of profit, indirect, special or consequential loss arising under or in connection with the Contract.

Arbitration

Without prejudice to clause 20.11, any dispute arising under or in connection with the Contract shall be referred to arbitration in accordance with the arbitration rules of the ? current at the date of referral. Copies of the arbitration rules can be obtained from address.

Confidentiality

You shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes, information, pricing or documentation which are of a confidential nature and have been disclosed to you by Binam Holdings, its employees, agents or subcontractors, and any other confidential information concerning Binam Holdings’ business or its products or its services which you may obtain and shall only use the same for the purposes of the Contract.

Intellectual Property

All intellectual property rights owned and/or controlled by Binam Holdings in relation to its name, branding, marketing and advertising materials and the Seeds including, without limitation, the genetics in the Seeds and their varieties, are and shall remain at all times owned and/or controlled by Binam Holdings and are not assigned to you or licensed to you in any way.

General

Binam Holdings shall not be liable to you as a result of any delay or failure to perform its obligations under the Contract as a result of a Force Majeure Event. Any dispute arising out of or related to the Contract shall be governed by and construed in accordance with the prevailing law of South Africa.

By using this website, you agree to these terms and conditions. If you do not agree to these terms and conditions, please do not use this website. If you have any questions or concerns regarding these terms and conditions, please contact us at support@binamholdings.com or call us at 011 245 6789.

Thank you for choosing Binam Holdings (Pty) Ltd.