Terms & Conditions of Sale

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Terms & Conditions of Sale

Parties

Seller” means Incstyle Proprietary Limited t/a Zoya Africa. The Seller is a company incorporated in the Republic of South Africa (“South Africa”) in accordance with the laws applicable to companies in South Africa.

Buyer” / ”You” / “Your” / “Yourself” / “you” / “your” / “yourself” means and refers to the person (natural or an artificial entity) who has placed an order for Products (as hereinafter defined) from Seller, through the Seller’s website (“Website”), or the natural person or artificial entity that has registered as a registered user of the Website.

The goods covered by Buyer’s purchase order (“PO” / “Purchase Order”) or the goods ordered by the Buyer from the Seller through the Website are hereinafter referred to as the “Products“.
The singular shall refer to the plural and vice versa.

TERMS AND CONDITIONS OF SALE

These terms and conditions of sale are referred to as the “T&Cs”.

The T&Cs are subject to the Legal Statement (“TandCs”) and the Returns Policy (“Returns TCs”) that appear on the Website (or for which a link / links is /are provided in the Website). Accordingly, the T&Cs must be read together with the TandCs and the Returns T&Cs.

The T&Cs, TandCs and the Returns T&Cs are collectively called the “Material T&Cs”, all of which are and shall always be binding on the Buyer.

Acceptance/No Other Terms and Conditions

Seller’s acceptance of Buyer’s PO or any order from the Buyer for any Products (“Order’) is entirely conditional (as a condition precedent) upon Buyer’s acceptance of all of the Material T&Cs and, if applicable, the terms and conditions of any quotation (if any) previously furnished to Buyer by Seller (“Quote T&Cs”).

Where there is any conflict between the T&Cs, the TandCs and the Returns T&Cs, then the TandCs (the Legal Statement) shall prevail, This will also apply to any conflict between the Quote T&Cs and each or all of the Material TCs.

Any other terms and conditions which are in addition to or different from those contained herein which are not separately agreed to in writing by the Seller shall not be binding on the Seller and shall therefore be invalid, ineffective and unenforceable.

Buyer shall have unambiguously and unconditionally agreed to all of the Material T&Cs (and, where applicable, the Quote T&Cs) immediately on the Buyer becoming a registered user of the Seller’s Website or clicking or on the first order by the Buyer of any Products through or by way of the Website, or on acceptance by the Seller of any order by the Buyer or the Buyer’s PO.

The Seller shall be entitled, from time to time, to vary any and all of the Material T&Cs (including these T&Cs), as well as the Quote T&Cs, which variations shall be immediately effective and binding on the Buyer (as a registered user of the Website) immediately on the Buyer accessing or using the Website after such variations have been made to or on the Website.

The Material T&Cs constitute the entire agreement between the Seller and the Buyer (You) with respect to the subject matters thereof – this applies to the Quote T&Cs as well.
Products/Limitation of Liability

At the time of shipment to the Buyer of the Products covered by Buyer’s Purchase Order or ordered or purchased by the Buyer from the Seller will be the Products ordered by the Buyer. In the event that the Products are damaged during transit, Seller shall, at its option, replace the Products free of charge or refund the purchase price paid for those Products by Buyer. Such replacement or refund shall constitute Buyer’s sole remedy for breach of the Material T&Cs and/or (if applicable) the Quote T&Cs, save as otherwise provided in the TandC’s and/or the Returns T&Cs, and Seller shall have no additional or other liability therefor. Seller’s liability for damages under Buyer’s Purchase Order or otherwise shall not exceed that part of the purchase price applicable to the Product purchased by the Buyer, directly in respect of or directly attributable to the damages suffered in connection with the Products purchased by the Buyer. In no event shall the Seller be liable for any incidental, consequential, special, punitive or indirect damages attributable to the sale or delivery of the purchased Products to the Buyer or any other matter arising (directly or indirectly) out of or in connection with the Material T&C (and, where applicable, the Quote T&Cs)s. Subject to the Consumer Protection Act 68 of 2008 (as amended or replaced from time to time) (“CPA”):

(1)    Buyer must notify Seller within 24 (twenty four) hours following receipt of the Products if any Product is damaged or if a shortage occurs, – such notification must be in writing and must be accompanied by a clear photograph of the damaged Product;

(2)    Seller will not be responsible for any claim for damage or shortage not reported within such 24 (twenty four) hour period;

(3)    the refund of any amount or replacement of any damaged Product shall be at the discretion of the Seller.

Returns of Products

Please see return policy – see the Seller’s Returns Policy on the Website or the link thereto on the Website (the Returns Policy is the Returns T&Cs.

Registration and use of the Website

Only registered users may order any Products from the Seller form or through the Website (the details of which may appear on the TandCs).

To register as a user, The user (the potential Buyer) (“you” / “your” / “yourself”) must provide a unique username and password and provide certain information and personal details to the Seller on the Website . You must use such your unique username and password to access the W in order to purchase any Products.

You hereby agree and warrant that your username and password shall:

  1. be used for personal use only; and
  2. not be disclosed by you to any third party.

For security purposes you agree to enter the correct username and password whenever using or accessing the Website or  when or in ordering any Products from and through or by way of the Website, failing which you will be denied access to the Website.

You agree that, once the correct username and password relating to your account have been entered, irrespective of whether the use of the username and password is unauthorized or fraudulent, you will be liable for payment of such order, save where the order is cancelled by you prior to the shipment of the Products (that are the subject matters of the relevant order or Purchase Order) or cancelled in accordance with the TandCs or these T&Cs.

You agree to notify the Seller immediately upon becoming aware of or reasonably suspecting any unauthorised access to or use of your username and password and to take steps to mitigate any resultant loss or harm.

By using the Website you warrant that you are 18 (eighteen) years of age or older and of full legal capacity. If you are under the age of 18 (eighteen) years or if you are not legally permitted or competent to enter into a binding agreement, then you may use the Website only with the involvement and supervision of your parent or legal guardian or (if applicable) your curator or similar custodial person. If your parent or legal guardian or (if applicable) your curator or similar custodial person supervises you and gives his/her consent, then such person  agrees to be bound to all of the Material T&Cs (and, where applicable the Quote T&Cs)and to be liable and responsible to you and the fulfilment of all all of your obligations and duties under the Material T&Cs (and, where applicable the Quote T&Cs).

You must not in any way use any device, software or other instrument or means to interfere or attempt to interfere with the proper working of the Website. In addition, you agree that you will not in any way use any robot, spider, other automatic device, or manual process to monitor, copy, distribute or modify the Website or the information contained herein, or to otherwise change or intentionally disrupt the proper working order and functions of the Website,

You may not use the Website to distribute material which is defamatory, offensive, contains or amounts to hate speech or is otherwise unlawful or otherwise harmful to any person or any person’s dignity or reputation or good standing (including that of the Seller).

You may not in any way display, publish, copy, print, post or otherwise use the Website and/or the information contained therein without the express prior written consent of the Seller (duly signed or deemed to be duly signed by the Seller’s duly authorised representative).

Conclusion of Sales and availability of stock

The Seller shall be entitled to accept or reject any order for Product by you the user or potential Buyer) or any Purchase Order (whether fully or partially). The Seller may decide (at its sole discretion) to accept or reject any order or Purchase Order (whether fully or partially) for any reason, such reasons including, amongst others, availability of any Products and/or    the correctness of any information relating to the Products (including, without limitation, the price).

NOTE: Acceptance by the Seller of any order made by you or of any Purchase Order shall only occur if the Seller indicates such acceptance in writing through its Website or otherwise in writing by an invoice sent by the Seller to you for the Products ordered or in connection with any Purchase Order), such acceptance subjectto payment by you for the Products ordered by you or for the Products that are the subjects of any Purchase Order.  The Seller is entitled toindicate the rejection of your order by cancelling it and, as soon as possible thereafter, refunding you for any amount already paid by you to and received by the Seller.

Placing any Products in a shopping basket (on the Website) without completing the purchase cycle does not constitute an order by you for such Products, and, as such, any such Products may be removed by you from the shopping basket or removed by the Seller from the shopping basket if any Product is not in stock or not available (the Seller shall not be liable to you or otherwise, whatsoever or howsoever and/or for whatsoever reason or cause or howsoever arising) for such removal by the Seller, or ) if any such Products are not available when you complete or attempt to complete the purchase cycle at a later or other stage or time).

You hereby unambiguously acknowledge that stock of all Products on offer is limited. In the case of Products for sale by the Seller, the Seller will take all reasonable efforts to monitor stock levels and ensure that when stock is no longer available, that offers thereof are discontinued on the Website or indicated as unavailable or out of stock. However, the Seller cannot guarantee the availability of stock. When any Products are no longer available after placing an order, the Seller will notify you and you will be entitled to a refund of the amount paid by you (and received by the Seller) for such ordered Products. 

Payment

We are committed to providing secure online payment facilities. All transactions are encrypted using appropriate encryption technology.

Payment can be made for Goods via –

Depending on payment gateway or similar payment facilitator

  1.  credit card or debit card (using Paygate or PayPal as payment facilitator or other payment facilitator expressly, clearly and unambiguously provided for in the Website ): where payment is made by credit card, we may require additional information in order to authorise and/or verify the validity of payment. In such cases we reserve the right to withhold delivery or shipment until such time as the additional information is received by the Seller and authorisation is obtained by the Seller for the amounts so paid by you. If the Seller does not receive such authorisation, your order for the Products concerned or under the Purchase Order concerned shall be cancelled. You warrant that you are fully authorised to use the credit card or debit card supplied for purposes of paying such Products. You also warrant that your credit card or debit card has sufficient available funds to cover all the costs incurred as a result of the services used on the Website or for the Products ordered by you;
  2. direct bank deposit or electronic funds transfer: if you pay via direct bank deposit or electronic funds transfer, payment must be made within 3 (three) days of placing your order. The Seller will not accept your order or the Purchase Order concerned if payment has not been received by the Seller. Such payment must be made by you into the Seller’s bank account specified in writing by the Seller in any invoice to you or on the Website. You shall also be liable to the amount assessed by the Seller as bank costs for which it will be liable for nay such payment (especially int eh case of cash deposits).
  3. payment by way of;

store credit (the Seller’s wallet funds) as specified in writing by the Seller on the Seller’s Website.

You may contact the Seller via email to the Seller to obtain a full record of your payment. We will also send you email and SMS communications about your order and payment.

Once you have selected your payment method (which shall be further confirmation and acknowledgement of your unambiguous and unconditional acceptance by you of all of the Material T&Cs (and, where applicable the Quote T&Cs)) and you click the icon or button on the Website whereby you accept these T&Cs (including all of the other Material T&Cs (and, where applicable the Quote T&Cs)) , you will be directed to a link to a secure site for payment of the applicable purchase price for the Products ordered by you from the Seller.

Delivery of Products

The Selleronly offers one method of delivery or shipment to you of the Products ordered by you – that is, which is via courier.

Where the Seller accepts your order(as contemplated by these T&Cs or the TandCs (the legal statement)), the Seller will deliver or ship the Products ordered by you to you as soon as reasonably possible, but no later than 7 (seven) working days (which days exclude weekends and public holidays) of receipt of your payment (“Delivery Period”).In the event of a transport strike (a strike in the logistics and/or courier industries) or on the occurrence of any circumstance that is beyond the control of the Seller or which could not have been reasonably foreseen by the Seller, delivery may then exceed 7 (seven) working days – in this regard, there may be a higher charge for delivery should the Seller have to use an alternative or another or a different courier company or service. The Seller will notify you if the Seller is unable to deliver the Products ordered by you during the Delivery Period. You may then, within 48 (forty eight) hours, subject to any additional period as provided by the CPA, of receiving such notification elect whether or not to cancel your order for the Products ordered by you. If you elect to cancel your order, we will reimburse you for the purchase price.

Any cancellation of any order by you for any Products shall be without prejudice to any and all of the rights of the Seller.

Errors

The Seller shall take all reasonable efforts to accurately reflect the description, availability, purchase price and delivery charges of Products (as well as any other matters relative to such Products, as determined by the Seller in its sole and absolute discretion) on the Website. However, should there be any errors of whatsoever nature on the Website (which are not directly due to the  Seller’s gross negligence or intentional conduct), the Seller shall not be liable for any loss, claim, expense, and/or damages relating to a transaction or for the purchased Products based on any error, save – in the case of any incorrect purchase price reflected for any ordered Products (as reflected on the Website when any such ordered has been placed by you) – to the extent of refunding you for any amount already paid to and received by the Seller, or otherwise as may be set out in the Returns T&Cs

The weight of a product may vary and may not be the weight indicated on the Website. Products may also vary in colour as well as packaging from (and, accordingly, be different to) the images of Products displayed on the Website.

Shipping / courier rates are subject to change without prior notice (this also applies to the clauses above dealing with delivery).

Discount coupons / affiliate codes are not valid on sale items.

Force Majeure/Allocation

Seller shall not be liable for any delay in delivery or for non-delivery, in whole or in part, caused by the occurrence of any event or contingency beyond the control of either Seller or the suppliers to Seller, including but not limited to failure or delay in transportation, act of God, fire, explosion, flood, hurricanes or other unusually severe weather, strikes, walkouts or other disputes with workers or labour disputes or unrest, acts of any government or agency or subdivision thereof or judicial action, shortage of labour, fuel, raw materials, or any forms of energy, load-shedding (electrical or similar supply), water-shedding, war, civil war, piracy, hijacking, civil commotion or disturbance, civil unrest, government or other forms of sanctions or restrictions, any forms of embargo or quarantine, litigation or criminal process or sanction or any other event of similar nature that is beyond the Seller’s reasonable foresight and/or control. In the event that any event of force majeure occurs, Seller may allocate available production and deliveries among Seller’s customers in any manner that Seller deems fit. Buyer agrees to accept, as full and complete performance by Seller, deliveries in accordance with such determination as Seller may make. In no event shall Seller be required to purchase Products from third parties, nor will Seller be liable for any cost increases suffered by Buyer in purchasing Products from a third party.

Risk of Loss

Except where Seller arranges freight with a carrier of its own choosing, title to and risk of loss of all Products purchased by you or sold any Purchase Order pass to the Buyer upon Seller’s delivery to a carrier at the point of shipment or on the loading of any such Products on the means of transport or delivery used, whether or not Seller pays all or any part of the freight (and whether or not the Buyer pays all or any part of the freight).

Otherwise, title to and risk of loss of all Products purchased by you or sold any Purchase Order shall pass upon Seller’s delivery to a carrier at the point of shipment or on the loading of any such Products on the means of transport or delivery used or upon delivery to the carrier at the address or point designated by the Buyer for loading of the Products or as the point or address where shipment commences.

Product Diversion

Buyer acknowledges that Seller is selling the Products to Buyer for Buyer’s personal use or for distribution through Seller’s authorized channels of distribution. Buyer agrees that it shall not divert Products to other resellers that are not authorized distribution channels of Seller, including but not limited to mass retailers. In the event that Seller determines, in its sole and absolute discretion, that Buyer has diverted any Product to non-authorized channels of distribution, Seller shall have the right to refuse to make further deliveries to Buyer, in addition to all other remedies available to Seller at law.

Vouchers, Coupons and Referral Bonuses

The Seller may from time to time make electronic gift vouchers (“Vouchers”) and electronic promotional coupons (“Coupons”) available for use on the Website

towards the purchase of the Sellers Products. Vouchers and Coupons can only be redeemed while they are valid and their expiry dates cannot be extended.

Vouchers are valid for 3 (three) months unless expressly specified on the voucher.

Affiliate codes are valid for a period agreed in writing by the Seller and/or the affiliate concerned.

More specifically:

Vouchers

Vouchers are valid for 1 (one) year after sale. If your Voucher has not been used within that period, then it will expire.

Vouchers cannot be used to buy other Vouchers or Coupons, and are not transferable: they are only eligible for redemption via the original email address that they were sent to. Vouchers do not accrue interest and are not refundable for cash once purchased.

If your Voucher value is insufficient for the order you wish to place, you may make up the difference by paying via one of our other payment methods.

Coupons

Coupons are issued electronically by the Seller (in its sole and absolute discretion).  Users/You do not have a right to Coupons, and Coupons cannot be earned. Coupons are issued under specific terms and conditions regulating when and how they may be used.

  1. As a general rule, and unless specified otherwise on the specific Coupon itself:
  2. a Coupon can only be used once, with promotional offers on the Website;
  3. only one Coupon can be used per person unless the Seller specifies otherwise (in writing); and
  4. the value of the Coupon will be set off against the value of your shopping basket and the balance remaining, if any, will be payable by you.

Coupons cannot be used to buy Vouchers or other Coupons, cannot be exchanged for cash, and are not transferable to any other person.

If the Selleris running a special on the Website where a discount is automatically applied upon check-out, and you try to redeem a Coupon as well, the Website will automatically apply the promotion of greater value or benefit to you.

Site Promotions

From time to time the Sellerwill run promotions. These promotions will either be on selected Products or sitewide or sitewide links on or of the Website. For each promotion there will be specific terms and conditions. Promotions may require the customer / you to apply the stated promo-code to their shopping cart during the check-out process.

Promo-code discounts, even if sitewide or sitewide links on or of the Website, will only apply to physical Products. No promo-code discount will be applied to gift vouchers/cards.

Minimum Resale Prices

Buyer covenants and agrees that it shall not resell, list or advertise the Products at prices lower than the minimum resale prices for the products established by seller at the time of sale. If Seller determines, in its sole and absolute discretion, that Buyer has violated the immediately preceding sentence, Seller shall have the right, in addition to all other rights available to it at law or in terms of the Material T&Cs (and, where applicable the Quote T&Cs)s, to discontinue making further deliveries of Products to Buyer.

Only wholesalers who are registered with the Seller / on the Website shall be entitled and have the right to resell any and all Products.

Wholesalers / Salon / Spa Section 

Stands, posters or any marketing material or point of sale items provided to any wholesaler shall at all times be, and remain, the property of the Seller, and the Seller’s rights of ownership thereto are hereby reserved.

The wholesale Buyer shall be liable to replace or refund to the Seller, to the Seller’s satisfaction, the value of the cost or sale price, in the discretion of the Seller, of each Product and/or of each stand, poster or marketing material or point of sale items, should any damage or loss occur thereto.

No Product shall be mixed with other Products as well as any other item or material. The Seller’s Products are specially formulated to work as a system – the Seller shall therefore not be responsible nor liable for, amongst others, any complaints, damages, loss, harm, injury and/or impairment that results due to or arises from  any mixing (as contemplated herein). These provisions shall also be applicable to Buyers who purchase Products as retail purchasers or on a retail basis.

You may not seek damages which may arise from your negligence in connection with the Products, including, without limitation, any mixing as contemplated above. These provisions shall also be applicable to Buyers who purchase Products as retail purchasers or on a retail basis.

The Seller hereby reserves the right to withdraw any Products from your wholesale business / salon / spa if you are in any way whatsoever failing, refusing or neglecting to meet the brand standards of the Seller and/or the brand standards of the manufacturer of any Product.

You are prohibited to share the Seller’s wholesale pricing with any other person or third party.

You are not allowed to sell the Products below the suggested retail price of the Product concerned unless otherwise authorised by the Seller in writing.

 

Use of Seller’s Trademarks and Website Images

It is understood and agreed that all patents, copyright, designs, trademarks, trade names, trade dress, and goodwill and any and all advertising and promotional materials used or developed by Seller in connection with the Products (including without limitation all text, images and other information found on the Seller’s website) shall at all times remain the sole and exclusive property of the Seller. All use of such materials shall inure to the benefit of Seller. The Buyer shall not make any use of such materials for any purpose, including the Buyer’s efforts to resell the Products, whether or not within Seller’s authorised channels of distribution, except with the prior written approval of Seller (which approval may be conditional). All use of text, images and other information found on Seller’s website shall also be subject to the terms and conditions regarding use thereof found on Seller’s website. Reference to patents, copyright, designs, trademarks and trade names includes such intellectual property that are or may be registered and/or unregistered,

Miscellaneous

  • Assignment. Buyer’s Purchase Order and its rights and obligations thereunder may not be assigned by Buyer without the prior written consent of Seller.
    (b) Governing Law. Buyer’s purchase order and these Terms and Conditions shall be governed by and construed in accordance with the laws of the Republic of South Africa, without regard to its or any other country’s or jurisdiction’s choice of laws or conflicts of laws provisions.
    (c) Waiver. No waiver by Seller of any of the terms of Buyer’s purchase order and these T&Cs (or of any of the Material T&Cs (and, where applicable the Quote T&Cs)) shall operate to relieve Buyer from responsibility for any prior or subsequent breach of the terms of Buyer’s Purchase Order and/or any the Material T&Cs (and, where applicable the Quote T&Cs). Failure by Seller at any time and from time-to-time to enforce any term or condition of Buyer’s Purchase Order or any of the provisions of any of the Binding T&Cs shall not be deemed to be a waiver thereof on the same or on subsequent occasions, nor a waiver of any other term or conditions of Buyer’s Purchase Order or of any of the Material T&Cs (and, where applicable the Quote T&Cs).

(d)Other:

(1)             The rule of interpretation that in the case of ambiguity, an agreement is to be interpreted against or adverse to the person who has or at whose instance an agreement has been prepared shall not apply to any and all of the Material T&Cs (and, where applicable the Quote T&Cs);

(2)             These T&Cs, all Purchase Orders and the purchase by you of Products are all governed by all  of the Material T&Cs (and, where applicable the Quote T&Cs), and the provisions thereof);

(3)             Where there is any conflict between the provisions of any of the Material T&Cs (and, where applicable the Quote T&Cs), then the TandCs (the legal statement) shall prevail;

(4)             If any of the Quote T&Cs do not apply to you and/or are not connected to any Products purchased by you or to any Purchase Order concerned, then the Quote T&Cs shall not form part of or comprise the Material T&Cs).

(e) ACKNOWLEDGEMENT (extremely important for you to note and understand)

You (the Buyer) hereby fully, unambiguously, and unconditionally acknowledge that you have read and understood all of the Material T&Cs (that is, these T&Cs, the TandCs (that is, the legal statement of the Seller that appears on its Website), the Returns T&Cs (that is, the returns policy of the Seller that appears on its Website), and (if applicable to the Buyer or the Purchase Order or the Products ordered by the Buyer from the Seller) the relevant Quote T&Cs). You (the Buyer) hereby agree, unambiguously and unconditionally, to all of the provisions (terms and conditions) of all of the Material T&Cs and, where applicable the Quote T&Cs).   

 

 

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