PEGASUS ALUMINIUM SOUTHERN AFRICA
STANDARD TERMS AND CONDITIONS OF SALE, SUPPLY AND INSTALLATION
1. Application and acceptance
1.1 These terms apply to every quotation, order, supply, delivery, removal, repair and installation undertaken by Pegasus Aluminium Southern Africa (“Pegasus”).
1.2 The contract commences only when:
a. the Client has signed Pegasus’s quotation or supplied an acceptable written purchase order;
b. Pegasus has received the required deposit in cleared funds; and
c. all required drawings, measurements, specifications and window or door schedules have been approved in writing.
1.3 Payment of a deposit, written acceptance, electronic acceptance, allowing Pegasus to commence work, or accepting delivery constitutes acceptance of the quotation and these terms.
1.4 If a purchase order or other Client document contains conflicting terms, these terms prevail unless Pegasus expressly accepts the conflicting term in writing.
1.5 No employee or representative may vary these terms unless the variation is recorded in writing and approved by an authorised representative of Pegasus.
2. Quotations, scope and pricing
2.1 Quotations remain valid for 30 days unless otherwise stated.
2.2 Only items expressly described in the quotation are included. Building work, structural work, lintels, beams, waterproofing, plastering, painting, tiling, electrical work, scaffolding, hoisting, making good and work by other trades are excluded unless specifically included.
2.3 Quantities and dimensions based on drawings, schedules or information supplied by the Client remain subject to verification. Any discrepancy or additional requirement constitutes a variation.
2.4 Quotations and invoices are rendered Errors and Omissions Excepted.
2.5 Pricing is based on:
a. the complete quoted scope being performed as one continuous project;
b. the site being ready on the agreed date;
c. uninterrupted and reasonable access during ordinary working hours;
d. no delay or obstruction by the Client, main contractor or other trades; and
e. completion within the programme stated in the quotation.
2.6 Pegasus may adjust the price for documented increases in aluminium, glass, hardware, transport or other input costs occurring after expiry of the quotation-validity period or during a Client-caused delay. The adjustment will be notified in writing before the affected work proceeds.
3. Payment
3.1 Unless the quotation states otherwise, payment is:
a. 60% deposit upon acceptance;
b. 30% before delivery to site; and
c. 10%, together with variations and additional charges, upon practical completion.
3.2 No retention, set-off, deduction or withholding applies unless expressly agreed in writing or required by law.
3.3 Pegasus may allocate payments to the oldest outstanding amount.
3.4 An amount not paid on its due date bears interest at the maximum lawful rate stated in the quotation or, if no rate is stated, at the prescribed legal rate from time to time.
3.5 Pegasus may suspend manufacture, delivery, installation, remedial work and the issue of non-mandatory documentation while an undisputed amount remains overdue.
3.6 The Client is responsible for reasonable collection and legal costs lawfully recoverable by Pegasus.
4. Ownership, delivery and risk
4.1 Ownership of all goods remains with Pegasus until Pegasus has received full payment of every amount due under the applicable contract.
4.2 Risk of loss, theft or damage passes to the Client upon delivery to the site or other agreed location, except to the extent that loss or damage is caused by Pegasus.
4.3 If the Client cannot accept delivery on the agreed date, Pegasus may store the goods at the Client’s risk and charge reasonable transport, handling, insurance and storage costs.
4.4 Delivery occurs when goods are delivered to the agreed location or placed in storage because the Client or site is not ready.
4.5 To the extent permitted by law, Pegasus may recover unpaid goods that remain its property, provided that lawful procedures are followed.
5. Programme and estimated dates
5.1 Manufacturing, delivery and installation dates are estimates unless Pegasus expressly guarantees a date in writing.
5.2 Any stated installation period assumes one continuous, uninterrupted mobilisation to a site that is fully ready.
5.3 A programme does not include time lost because of:
a. incomplete building work or openings;
b. wet works, plastering, screeding, tiling or painting;
c. missing lintels, supports, thresholds or waterproofing;
d. unavailable access, electricity, scaffolding or lifting equipment;
e. interference by other contractors;
f. safety stoppages or unsafe conditions;
g. changes, additional work or late approvals;
h. adverse weather; or
i. events outside Pegasus’s reasonable control.
5.4 Where delay is not caused by Pegasus, the completion date automatically extends by the period of delay plus reasonable time required to reschedule labour, manufacture, transport and access equipment.
6. Site readiness
6.1 The Client must ensure, before each agreed attendance, that:
a. openings are complete, accessible, dimensionally stable, level, square and ready to receive the products;
b. lintels, beams, walls, slabs, thresholds and other supporting structures are complete, adequate and safe;
c. wet trades near the installation area are complete or sufficiently advanced;
d. clear access, parking, unloading space and secure storage are available;
e. electricity, water and other agreed facilities are available;
f. scaffolding, hoists and specialised lifting equipment exceeding Pegasus’s included access equipment are available and compliant;
g. work areas are clear of furniture, occupants, obstructions and other contractors; and
h. all necessary permissions, approvals and safety arrangements are in place.
6.2 Pegasus may inspect site readiness, but such an inspection does not make Pegasus responsible for structural design, hidden defects or work performed by others.
6.3 Pegasus may refuse to start or may suspend work where the site is unsafe, inaccessible, incomplete or otherwise not ready.
7. Delays, aborted visits and remobilisation
7.1 The quotation includes only the number of deliveries and site attendances expressly stated in it. If no number is stated, it includes one delivery and one continuous installation mobilisation.
7.2 If Pegasus attends site and cannot perform or continue its work because the site is not ready or because of circumstances outside its control, the attendance will constitute an aborted or interrupted visit.
7.3 The Client is liable for reasonable additional costs resulting from delay, phasing, interruption or repeat attendance, including:
a. labour and supervision;
b. travel, fuel and accommodation;
c. standing time;
d. remobilisation and establishment;
e. storage, handling and additional delivery;
f. scaffolding, lifting equipment and plant;
g. extended preliminaries and general costs; and
h. material-price increases.
7.4 Pegasus will notify the Client of the applicable charge or charging basis before undertaking additional work, except where immediate action is reasonably necessary to protect persons or property.
7.5 Pegasus is not obliged to keep labour permanently available during a Client-caused delay. Resumption is subject to reasonable notice and Pegasus’s available programme.
7.6 If work is delayed for more than [30] calendar days for reasons not caused by Pegasus, Pegasus may reprice the outstanding work and require payment for completed manufacture, delivered goods, storage and additional costs before resuming.
8. Variations and additional work
8.1 A variation includes any change to quantities, dimensions, design, glass, finish, hardware, sequence, access, programme, installation method or scope.
8.2 Pegasus is not required to perform a variation until its price and programme effects have been accepted in writing.
8.3 If urgent instructions are given on site, an email, messaging-platform instruction, signed site instruction or approved time sheet may constitute written authorisation.
8.4 Work reasonably required because information, dimensions or conditions supplied by the Client were inaccurate will be treated as a variation.
9. Existing structures and removal work
9.1 Unless expressly included, Pegasus is not appointed as a structural engineer, building contractor or specialist responsible for the design or adequacy of walls, beams, lintels, slabs, columns, foundations or other structures.
9.2 The Client warrants that all openings and supporting structures are properly designed, adequately supported, safe and suitable for the proposed products and work.
9.3 Removal of an existing window, door, frame or other product does not mean that Pegasus accepts responsibility for supporting or stabilising the surrounding structure.
9.4 Before removal work begins, the Client must disclose known cracks, movement, water ingress, inadequate support, concealed services and structural concerns.
9.5 Pegasus may photograph or record existing conditions. Failure to record a defect does not mean that no defect existed.
9.6 If Pegasus encounters cracking, movement, sagging, an inadequate lintel, concealed services or another unsafe or unexpected condition, it may stop work until the Client obtains appropriate professional advice and completes the required remedial work.
9.7 Pegasus is not liable for failure, cracking, movement, sagging or damage arising from:
a. a pre-existing defect;
b. inadequate or missing structural support;
c. ordinary settlement or movement of the building;
d. work by the Client or another contractor;
e. concealed conditions that could not reasonably have been identified beforehand; or
f. the Client’s failure to obtain structural advice,
except to the extent that the loss was directly caused by Pegasus’s negligent performance of its agreed scope.
10. Incidental damage and making good
10.1 Removal and installation may unavoidably cause dust, vibration and minor disturbance.
10.2 Pegasus will exercise reasonable care but cannot guarantee that existing tiles, plaster, paint, finishes, reveals or adjacent materials will remain undamaged during authorised removal work, particularly where they are brittle, concealed, poorly bonded or already defective.
10.3 Repairing tiles, plaster, paint, waterproofing and other finishes is excluded unless specifically included in the quotation.
10.4 Nothing in these terms excludes liability that cannot lawfully be excluded, including liability for loss directly caused by Pegasus’s gross negligence where such exclusion is prohibited by law.
11. Work by others and protection of products
11.1 Pegasus is not responsible for damage, contamination, adjustment or malfunction caused after delivery or installation by the Client, occupants, cleaners, security personnel or other contractors.
11.2 Other contractors must not alter, remove, drill, plaster over, paint, misuse or interfere with Pegasus’s products.
11.3 The Client must protect installed products against cement, plaster, paint, grinding sparks, welding, impact, theft and misuse.
11.4 Damage caused by others and any resulting repair or replacement work is chargeable.
12. Access equipment and site services
12.1 Pegasus will supply ordinary ladders providing access up to 2.5 metres unless otherwise stated.
12.2 Scaffolding, hoists, cranes, cherry pickers, specialised lifting equipment and extraordinary access arrangements are for the Client’s account unless included in writing.
12.3 The Client or main contractor must provide reasonable site access, parking, unloading facilities, electricity and secure storage.
13. Safety
13.1 Pegasus will comply with safety obligations applicable to its agreed scope.
13.2 A project-specific safety file, safety officer, safety representative, medical testing, inductions or other extraordinary project requirements are excluded unless specifically included.
13.3 Pegasus may suspend work without liability if the site is unsafe or if required safety arrangements are absent.
14. Measurements and approved information
14.1 The Client must verify all schedules, drawings, configurations, colours, opening directions and specifications before approval.
14.2 Once approved, manufacture may proceed. Changes after approval are variations and may require remanufacture at the Client’s cost.
14.3 Where Pegasus cannot obtain final site measurements because the work is incomplete, manufacture based on drawings or Client-supplied dimensions is at the Client’s risk if the Client instructs Pegasus to proceed.
15. Practical completion and snagging
15.1 Practical completion occurs when the work is substantially complete and capable of being used for its intended purpose, despite minor defects or outstanding items that do not materially prevent such use.
15.2 Practical completion is not delayed by:
a. minor snag items;
b. cleaning or tape removal excluded from the quotation;
c. work that cannot be completed because the site is not ready;
d. damage caused by others; or
e. variations or additional work awaiting approval.
15.3 Pegasus may request a joint inspection. The Client must provide a consolidated written snag list within five business days after the inspection or notice of practical completion.
15.4 Items not included in the consolidated snag list will be deemed accepted to the extent permitted by law, except for latent defects and statutory rights.
15.5 Snagging must be completed during reasonable working hours and with suitable access provided by the Client.
16. Cleaning and protective tape
16.1 Removal of protective tape and final cleaning of frames and glass are for the Client’s account unless expressly included.
16.2 Protective material must be removed within the manufacturer’s recommended period. Pegasus is not responsible for deterioration caused by delayed removal by the Client or other contractors.
16.3 A return visit for cleaning, tape removal or repair of damage caused by others is chargeable.
17. Warranty
17.1 Pegasus warrants its installation workmanship for 12 months from practical completion.
17.2 The warranty covers defects caused by defective Pegasus workmanship and does not cover:
a. fair wear and tear;
b. misuse, abuse or lack of maintenance;
c. building movement, structural failure or water ingress from surrounding construction;
d. corrosion or deterioration caused by inappropriate environmental exposure or chemicals;
e. damage or alteration by others;
f. glass breakage after risk has passed, unless caused by a proved covered defect;
g. consumable items and ordinary adjustment arising from use; or
h. defects in work or materials not supplied by Pegasus.
17.3 The Client must notify Pegasus promptly in writing, provide reasonable evidence and allow Pegasus a reasonable opportunity to inspect and remedy a covered defect.
17.4 No third party may repair or alter the affected work before Pegasus has inspected it, except where urgent action is reasonably necessary to prevent injury or further damage.
17.5 This warranty is additional to, and does not limit, any mandatory rights available under the Consumer Protection Act or other applicable law.
18. Glazing certificates
18.1 Where applicable and included, a glazing certificate will be issued after completion of the relevant glazing work, receipt of information reasonably required for certification and payment of all undisputed amounts due.
18.2 Pegasus will not withhold any certificate where doing so would contravene a legal obligation.
18.3 A certificate relates only to work and glazing supplied or installed by Pegasus and does not certify the structural adequacy or compliance of work performed by others.
19. Limitation of liability
19.1 To the maximum extent permitted by law, Pegasus is liable only for direct loss proved to have been caused by its breach, negligence or defective performance of the agreed scope.
19.2 Pegasus is not liable for indirect, consequential or special loss, loss of profit, loss of rental, loss of production, business interruption or penalties imposed on the Client by another party, except where such liability cannot lawfully be excluded.
19.3 Where legally permissible, Pegasus’s aggregate liability arising from a contract will not exceed the amount paid or payable to Pegasus under that contract.
19.4 Clauses 19.2 and 19.3 do not apply to liability that may not lawfully be excluded or limited, including liability arising from gross negligence where prohibited by law, or liability governed by section 61 of the Consumer Protection Act.
20. Client responsibility and indemnity
20.1 The Client is responsible for claims, costs or damage arising from inaccurate instructions, unsafe premises, structural defects, work by others or the Client’s breach of these terms.
20.2 To the extent permitted by law, the Client indemnifies Pegasus against third-party claims arising from those matters, except to the extent caused by Pegasus’s negligence, unlawful conduct or breach.
21. Suspension and cancellation
21.1 Pegasus may suspend work after written notice where:
a. payment is overdue;
b. the site is unsafe or not ready;
c. access is denied or materially restricted;
d. approved information is outstanding; or
e. the Client commits a material breach.
21.2 The Client remains responsible for work performed, goods ordered or manufactured, restocking or cancellation fees lawfully charged, storage, demobilisation and other reasonable costs resulting from suspension or cancellation.
21.3 Consumer cancellation rights, where applicable, remain subject to the Consumer Protection Act and other applicable legislation.
22. Force majeure
22.1 Neither party is liable for delay caused by events beyond its reasonable control, including severe weather, fire, flood, civil unrest, industrial action, transport disruption, utility failure, government action, shortage of materials or supplier failure not reasonably avoidable.
22.2 The affected obligations are suspended for the duration of the event, and the programme will be reasonably extended.
23. Notices
23.1 The parties select the physical and email addresses stated in the quotation for notices and legal process, subject to applicable law.
23.2 A party must notify the other promptly of an address change.
23.3 Operational instructions and approvals may be given by email or an agreed electronic messaging platform.
24. Disputes and governing law
24.1 The parties must first attempt in good faith to resolve a dispute through negotiation between authorised representatives.
24.2 If unresolved, either party may pursue any remedy available under South African law, including any consumer-protection process available to the Client.
24.3 The contract is governed by the laws of the Republic of South Africa.
24.4 Nothing in these terms prevents a consumer from approaching a court, the National Consumer Commission, an applicable ombud or another body having jurisdiction.
25. General
25.1 If a provision is invalid or unenforceable, it will be severed or limited to the minimum extent necessary without invalidating the remaining provisions.
25.2 A failure or delay in enforcing a right is not a waiver.
25.3 The quotation, approved drawings, accepted variations and these terms constitute the agreement between the parties.
25.4 Where the Consumer Protection Act applies, these terms must be interpreted consistently with that Act, and no provision excludes or limits a right that may not lawfully be excluded or limited.
PEGASUS ALUMINIUM 