Terms & Conditions of Service

▵ CPA §49Important Notice — Please Read Carefully

1.Definitions

2.Application

2.1 These Terms and Conditions apply to all work carried out by the Company and form part of every Service Agreement entered into between the Company and the Client.

2.2 By signing the Service Agreement, the Client agrees to be bound by these Terms and Conditions. No amendments to these terms shall be valid unless agreed to in writing by both parties.

2.3 In the event of any conflict between these Terms and Conditions and the Quotation, the Quotation shall prevail to the extent of the conflict, except where these Terms address liability, risk, or payment, in which case these Terms shall prevail.

2.4 These Terms and Conditions are subject to and must be read in conjunction with the Consumer Protection Act 68 of 2008. Nothing in these terms is intended to limit or exclude any right that the Client has under the CPA that cannot lawfully be limited or excluded.

3.Nature of Custom Work

The Client acknowledges and agrees that:

• (a)All work performed by the Company is custom, hand-built work. This includes but is not limited to custom fabrication, hand-shaped panels, custom wiring looms, bespoke mounting solutions, and one-off installations.
• (b)Hand-built custom work, by its nature, will differ from factory or mass-produced components. Minor variations in finish, fitment, and surface texture are inherent to custom fabrication and do not constitute defects.
• (c)The Company takes pride in exceptional craftsmanship and will exercise all reasonable skill and care in performing the Work. However, custom fabrication cannot and does not replicate the tolerances of press-moulded, CNC-machined, or factory-produced components.
• (d)Each vehicle and each build is unique. Solutions that work on one vehicle may not be suitable for another, even if the vehicles are of the same make and model.
• (e)The Client has been made aware of these characteristics and accepts them as part of commissioning custom work.

4.Custom Build Timelines — No Rush Policy

4.1 Custom vehicle work is a specialist craft that cannot be rushed. The Company’s reputation is built on the quality and integrity of its work, and that quality requires time, care, and attention to detail. The Client acknowledges and accepts this as a fundamental condition of commissioning custom work from the Company.

4.2 The Company will provide an estimated timeframe for the Work at the time of quoting. This estimate is given in good faith based on the known scope of work, current workshop capacity, and anticipated parts availability. It is not a guaranteed completion date.

4.3 Estimated timeframes may be affected by factors including but not limited to: the complexity or nature of the build; unforeseen technical challenges discovered during the work; parts availability and supplier lead times; the need for Variation Orders; and the Client’s own response times to approvals and communications.

4.4 The Client agrees not to pressure, rush, or demand accelerated completion of the Work. The Company will not compromise the quality, safety, or integrity of a build to meet an artificial or client-imposed deadline. Every failed project the Company has encountered in over 25 years of experience has been the result of rushed timelines, interrupted builds, or compromised processes.

4.5 If the Client insists on an accelerated timeline that the Company reasonably believes will compromise the quality of the Work, the Company reserves the right to decline the instruction and, if necessary, to return the Vehicle to the Client in its current state of completion. In such circumstances, the Client shall be liable for all work completed, materials purchased, and reasonable costs incurred up to the date of return, in accordance with Clause 13 (Cancellation and Termination).

4.6 Once a build is underway, the Vehicle may be partially or fully disassembled, with multiple processes, suppliers, and personnel involved simultaneously. The Client acknowledges that a build in progress cannot simply be stopped and the Vehicle returned at a moment’s notice. Requesting the immediate return of a partially disassembled Vehicle creates significant disruption to the Company’s workshop, staff, and workflow. If the Client requests the return of a Vehicle that is mid-build, the Company will use reasonable endeavours to bring the Vehicle to a safe and stable condition before release, and the Client shall be liable for the full cost of doing so.

4.7 The Company will keep the Client informed of progress at reasonable intervals and will notify the Client of any material changes to the estimated timeframe as soon as reasonably practicable.

4.8 For the avoidance of doubt: the Company’s No Rush Policy does not mean that the Company may take an unreasonable or indefinite amount of time to complete the Work. The Company undertakes to pursue the Work diligently and without unnecessary delay. If the Client reasonably believes that the Work has been unreasonably delayed by the Company, the dispute resolution process in Clause 19 shall apply.

5.Quotations, Estimates, and Variations

Estimates vs Fixed Quotes

5.1 Due to the nature of custom vehicle work, certain costs cannot be determined until the build is underway. The Quotation will clearly distinguish between fixed-price items (where the cost is known) and estimated items (where the cost depends on factors that can only be assessed during the build).

5.2 Where an item is marked as an estimate, the actual cost may be higher or lower than the estimated amount. Reasons include but are not limited to: the condition of existing vehicle wiring; the capacity of existing electrical systems (alternators, batteries, wiring gauge); unforeseen structural or access issues; and the availability and pricing of components at the time of installation.

Variation Orders

5.3 If, during the course of the Work, additional work is required or the scope needs to change, the Company will notify the Client in writing (which may include WhatsApp, email, or SMS) before carrying out the additional work.

5.4 The notification will include a description of the additional work required and the estimated additional cost.

5.5 The Client must approve the Variation Order in writing before the Company proceeds. Approval may be given via WhatsApp, email, SMS, or signed document.

5.6 The Company will not carry out any additional work that has not been approved by the Client, unless the work is urgently required to prevent damage to the Vehicle and the Client cannot reasonably be reached.

5.7 No claim shall be made against the Company for cost variations that have been approved by the Client.

What Is Not Included

5.8 Unless specifically listed in the Quotation, the following are not included: repairs to pre-existing faults; upgrades to vehicle electrical systems (alternators, batteries, wiring) required to support new installations; repair of damage discovered during disassembly; and any work not described in the Quotation.

6.Payment Terms

6.1 Payment terms are as set out in the Quotation. Unless otherwise agreed in writing, the following applies:

• (a)A deposit is payable before the Work commences. The deposit amount will be specified in the Quotation.
• (b)Progress payments may be required at milestones agreed in the Quotation.
• (c)Final payment, including any approved Variation Orders, is due on completion of the Work and before the Vehicle is released.

6.2 The Vehicle will not be released until all undisputed amounts due have been paid in full. The Company exercises a lien (right of retention) over the Vehicle in respect of all amounts owed for work performed and materials supplied, as permitted by South African common law.

6.3 Where the Client disputes a specific charge, the Client must pay all undisputed amounts in full. The disputed amount shall be placed into a trust account held by an independent attorney agreed upon by both parties, pending resolution of the dispute in accordance with Clause 19. Upon payment of undisputed amounts and deposit of disputed amounts into trust, the Company shall release the Vehicle.

6.4 If the Client fails to collect the Vehicle or make payment within 14 (fourteen) calendar days of being notified that the Work is complete, a storage fee of R500 (five hundred Rand) per day will be charged.

6.5 The Company reserves the right to charge interest on overdue amounts at the rate prescribed under the Prescribed Rate of Interest Act (currently 11.5% per annum), calculated from the due date until the date of payment.

6.6 Payments may be made by electronic funds transfer (EFT), cash, or such other method as the Company may agree to in writing.

7.Vehicle Intake and Pre-Existing Conditions

7.1 Before any work begins, a Vehicle Intake Report will be completed jointly by the Company and the Client (or the Client’s authorised representative). This report will document the condition of the Vehicle at the time of delivery, including photographs of the exterior, interior, and relevant mechanical or electrical components.

7.2 The Company will conduct the Vehicle Intake Report with reasonable care and diligence. However, the intake process is a visual and functional assessment and cannot detect all latent, hidden, or intermittent faults. The Company does not warrant that the intake will identify every pre-existing condition.

7.3 Both parties will sign the Vehicle Intake Report. If the Client is not present at the time of delivery, the Client authorises the Company to complete the report and will be provided with a copy (including photographs) within 48 hours. The Client must raise any objections to the report within 7 (seven) business days of receipt. If the Client disputes any aspect of the report, the Client may request a follow-up inspection within a further 3 (three) business days. If no objection is raised within the initial 7-day period, the report will be deemed accepted.

7.4 The Company accepts no liability for any pre-existing faults, defects, damage, or conditions in the Vehicle that are recorded in the Vehicle Intake Report or that existed at the time of intake but were not visible, detectable, or disclosed at the time of the assessment. The Client has a duty to disclose all known faults, defects, modifications, and conditions to the Company at the time of intake.

7.5 Vehicles are complex mechanical and electrical systems. During the course of custom work, pre-existing faults may become apparent that were not visible or detectable during the intake process. These include but are not limited to: corroded or brittle wiring; weakened electrical components; hidden body damage; worn or failing mechanical parts; and factory defects. The Company shall not be liable for any such pre-existing conditions.

7.6 If a pre-existing fault is discovered during the Work that may affect the installation or the safety of the Vehicle, the Company will notify the Client and provide a recommendation. The Client may instruct the Company to repair the fault (at the Client’s cost, subject to a Variation Order) or to proceed without repair (in which case the Company accepts no liability for any consequences arising from the pre-existing fault).

8.Vehicles on Our Premises — Risk and Insurance

8.1 The Company will take all reasonable care of the Vehicle while it is on Our premises. The Vehicle will be stored in a secure facility and only accessed by authorised personnel.

8.2 The Company’s liability for damage to the Vehicle while on Our premises is limited to damage directly and demonstrably caused by the negligence of the Company or its employees during the course of the Work. This is in line with Section 54 of the CPA.

8.3 The Company shall not be liable for loss of or damage to the Vehicle caused by events beyond the Company’s reasonable control, including but not limited to: theft; armed robbery; fire; flood; storm; hail; lightning; power surges; riot; civil unrest; or any other event of force majeure. The Company will, however, take all reasonable steps to mitigate the impact of any such event and will notify the Client as soon as practicable.

8.4 The Client is responsible for maintaining comprehensive insurance coverage on the Vehicle at all times while the Vehicle is on the Company’s premises. The Company’s insurance covers its own premises, equipment, and stock. The Company’s insurance does not extend to client vehicles.

8.5 Before the Work commences, the Client must confirm in writing (which may include email or WhatsApp) that the Vehicle is insured and that the Client’s insurance policy covers the Vehicle while it is at a third-party premises for the purpose of repairs or modifications. If the Client’s insurance does not provide such cover, the Client must arrange appropriate cover or acknowledge in writing that they assume the risk. The Company may, at its discretion, decline to commence work until written confirmation of insurance is received.

8.6 Where damage to the Vehicle is caused by the Company’s negligence, the Company shall be liable for the reasonable cost of repair. Where such negligence results in a demonstrable reduction in the Vehicle’s market value beyond what repair can restore, the Company shall also be liable for the proven diminution in value, subject to the liability cap in Clause 9.1.

8.7 For the avoidance of doubt: the Company cannot and does not exclude liability for loss arising from its own gross negligence, in accordance with Section 51(1)(c)(i) of the CPA.

9.General Limitation of Liability

9.1 Subject to Clause 8.7, the Company’s total aggregate liability to the Client under or in connection with this agreement, whether in contract, delict (tort), or otherwise, shall in no event exceed the total value of the Quotation (including approved Variation Orders).

9.2 The Company shall not be liable for any indirect, incidental, special, or consequential damages, including but not limited to: loss of profit; loss of revenue; loss of use of the Vehicle; cost of hiring a replacement vehicle; loss of opportunity; reputational damage; or any penalties, fines, or costs arising from the Client’s inability to use the Vehicle — except where such loss arises directly from the proven negligence or breach of contract by the Company, in which case liability for consequential damages shall be subject to the cap in Clause 9.1.

9.3 This limitation does not apply to liability that cannot lawfully be excluded under the CPA, including liability arising from gross negligence.

9.4 The Client acknowledges that the pricing of the Work reflects the allocation of risk set out in this agreement and that, without these limitations, the cost of the Work would be significantly higher.

10.Warranty on Workmanship and Parts

10.1 The Company warrants its workmanship for a period of 12 (twelve) months from the date of completion, or such longer period as may be specified in the Quotation.

10.2 New parts and components fitted by the Company carry the manufacturer’s warranty where applicable. The Client’s statutory rights under the CPA, including the right to return defective goods under Section 56, are preserved in addition to any manufacturer’s warranty.

10.3 The warranty covers defects in workmanship and installation that become apparent under normal use during the warranty period. The Company will repair or replace the defective work or part at no charge to the Client. Where the Client has a right under Section 56 of the CPA to direct whether the remedy is a repair, replacement, or refund, that right is preserved.

10.4 The Company accepts responsibility for ensuring that all installed components are compatible with the Vehicle’s electrical system as assessed at the time of installation. If the Company’s installation places demands on the Vehicle’s electrical system that exceed its capacity, the Company shall have advised the Client of the need for upgrades (such as an alternator or battery upgrade) as part of the Quotation or a Variation Order.

10.5 The warranty does not cover:

• (a)Damage caused by the Client, a third party, or any person other than the Company;
• (b)Damage caused by accident, misuse, abuse, neglect, or failure to follow the Company’s care and usage instructions;
• (c)Modifications, alterations, or repairs to the Company’s installed components carried out by any person other than the Company after completion of the Work. For clarity: routine vehicle maintenance and servicing (such as tyre changes, oil services, or scheduled dealer servicing) does not constitute interference with the Work and does not affect this warranty;
• (d)Normal wear and tear;
• (e)Damage caused by electrical faults, surges, or failures in the Vehicle’s existing electrical system that are not part of the Work and were not within the Company’s scope to assess or address;
• (f)Pre-existing conditions as described in Clause 7; and
• (g)Any component or system not installed or supplied by the Company.

10.6 To claim under the warranty, the Client must return the Vehicle to the Company’s premises at the Client’s cost. The Company will assess the claim and, if the defect is covered by the warranty, carry out the repair or replacement within a reasonable time.

10.7 Replaced parts removed during the Work will be retained for the Client in accordance with the CPA. The Client may collect these parts within 7 (seven) days of completion, after which the Company may dispose of them.

11.Client Obligations and Rights

Client Obligations

The Client agrees to the following:

• (a)Deliver the Vehicle to the Company’s premises on or before the agreed date. Delays in delivery will extend the estimated completion date by an equivalent period.
• (b)Provide accurate and complete information about the Vehicle, including any known faults, modifications, or issues that may affect the Work.
• (c)Disclose all known pre-existing conditions at the time of the Vehicle Intake Report.
• (d)Respond to communications from the Company within a reasonable time, and in any event within 5 (five) business days. Failure to respond to Variation Orders, requests for approval, or requests for information will be treated as a delay caused by the Client.
• (e)Make payments in accordance with Clause 6.
• (f)Confirm insurance coverage on the Vehicle as required by Clause 8.5.
• (g)Collect the Vehicle within 14 (fourteen) days of notification that the Work is complete and all amounts have been paid.
• (h)Not engage any third party to modify, alter, or interfere with the Company’s installed components without the Company’s prior written consent. Any such interference will void the warranty on the affected components only. Routine vehicle maintenance and servicing does not constitute interference.
• (i)Respect the Company’s No Rush Policy as set out in Clause 4. The Client agrees not to pressure, rush, or demand accelerated completion of the Work.
• (j)Adhere to the Professional Conduct requirements set out below.

Professional Conduct and Mutual Respect

11.1 APEX Customs operates a professional workshop environment. The Client, and any person acting on the Client’s behalf (including legal representatives, family members, drivers, or assistants), is expected to treat the Company’s owner, staff, subcontractors, and premises with courtesy and respect at all times. This obligation is mutual — the Company and its staff will treat the Client with the same courtesy and professionalism.

11.2 The following conduct by the Client, or any person acting on the Client’s behalf, shall constitute a material breach of this agreement:

• (a)Verbal abuse, threats (whether legal or physical), intimidation, or aggressive behaviour directed at the Company’s owner, staff, or subcontractors, whether in person, by telephone, or in writing;
• (b)Persistent unreasonable demands, including but not limited to insisting that the Company accept responsibility or financial liability for vehicle faults, failures, breakdowns, or conditions that are unrelated to the Work performed by the Company;
• (c)Harassment via excessive, repetitive, or abusive communications, including after-hours contact that is not related to a genuine emergency;
• (d)Attending the Company’s premises uninvited, outside of agreed inspection times, or without prior arrangement, and refusing to leave when asked;
• (e)Making false, malicious, or defamatory public statements about the Company, its owner, or its staff, whether on social media, review platforms, or otherwise; and
• (f)Attempting to coerce, manipulate, or threaten the Company into accepting terms, liability, or obligations that are not part of this agreement.

11.3 If the Client or any person acting on the Client’s behalf engages in conduct described in Clause 11.2, the Company will issue one written warning identifying the conduct and requesting that it cease. If the conduct continues or is repeated after the warning, the Company may terminate the agreement immediately in accordance with Clause 13.

11.4 Upon termination for breach of this clause, the standard cancellation and payment provisions of Clause 13 shall apply. The Client shall remain liable for all work completed, materials purchased, and costs incurred up to the date of termination.

11.5 The Company shall not be liable for any loss, cost, inconvenience, or delay suffered by the Client as a result of a termination that was caused by the Client’s own breach of this clause.

11.6 For the avoidance of doubt: raising legitimate concerns about the Work, requesting progress reports, inspecting work in progress, asking questions, exercising the Client’s rights under this agreement, and engaging in firm but respectful communication do not constitute a breach of this clause. This clause applies only to conduct that is abusive, threatening, harassing, or unreasonably hostile. The Company values open communication and encourages Clients to raise concerns at any time — respectfully.

Client Rights

The Client is entitled to:

• (a)Inspect the Work in progress at the Company’s premises at reasonable times and by prior arrangement. The Company welcomes Client involvement and transparency throughout the build process.
• (b)Request progress reports at reasonable intervals.
• (c)Request the return of replaced parts in accordance with the CPA.
• (d)Verify invoices and supporting documentation for all parts and materials charged.
• (e)Raise any concerns about the Work at any time during the build process.

12.Delays

Client-Caused Delays

12.1 If the Work is delayed by any act or omission of the Client, including but not limited to late delivery of the Vehicle, late payment, slow approvals, scope changes, or failure to respond to communications, the estimated completion date will be extended by a period equal to the delay.

12.2 The Company shall not be liable for any penalty, loss, or cost arising from delays caused by the Client.

12.3 If Client-caused delays exceed 30 (thirty) calendar days in aggregate, the Company reserves the right to charge a reasonable storage fee and to reprioritise its workshop schedule.

Company Delays

12.4 The Company will pursue the Work diligently and without unnecessary delay. However, estimated completion dates are not guaranteed and may be affected by the complexity of the build, availability of parts, and unforeseen technical issues, in accordance with the No Rush Policy in Clause 4.

12.5 The Company will keep the Client informed of progress and will notify the Client of any material delays as soon as reasonably practicable.

12.6 The Company shall not be liable for delays caused by events beyond its reasonable control, including supplier delays, shipping delays, load shedding, power outages, or any event of force majeure.

13.Cancellation and Termination

Cancellation by the Client

13.1 The Client may cancel the Service Agreement at any time by giving written notice to the Company.

13.2 Upon cancellation, the Client shall be liable for:

• (a)All work completed up to the date of cancellation;
• (b)All materials and components purchased or ordered for the build, whether installed or not — all materials and components paid for by the Client become the property of the Client upon payment;
• (c)A reasonable fee for the time and labour spent on the build up to the date of cancellation; and
• (d)Any costs incurred by the Company as a direct result of the cancellation, including restocking fees and non-refundable supplier orders.

13.3 The Company will provide an itemised account of all amounts due upon cancellation.

13.4 The Vehicle will not be released until all cancellation amounts have been paid in full, subject to the dispute mechanism in Clause 6.3.

13.5 If the Vehicle is mid-build at the time of cancellation, the Company will use reasonable endeavours to bring the Vehicle to a safe and stable condition before release, and the cost of doing so shall form part of the cancellation amounts.

Cancellation by the Company

13.6 The Company may cancel the Service Agreement if:

• (a)The Client fails to make payment in accordance with Clause 6 and does not remedy the default within 7 (seven) business days of written notice;
• (b)The Client fails to respond to communications or approve Variation Orders within 14 (fourteen) calendar days, materially delaying the Work;
• (c)The Client repeatedly pressures the Company to rush the Work in breach of Clause 4, after being reminded of the No Rush Policy;
• (d)The Client or any person acting on the Client’s behalf breaches the Professional Conduct requirements in Clause 11.2 and the conduct continues or is repeated after a written warning has been issued;
• (e)A dispute arises that, in the Company’s reasonable opinion, makes it impracticable to continue the working relationship; or
• (f)Circumstances arise that make it impossible or unreasonably impractical to complete the Work.

13.7 If the Company cancels, the Client will be credited for any deposit or progress payment received, less the value of work completed and materials used or ordered.

14.Abandoned Vehicles

14.1 If the Client fails to collect the Vehicle within 90 (ninety) calendar days of being notified that the Work is complete (or that the agreement has been cancelled), and fails to respond to at least two written reminders sent to the Client’s last known address, email, and contact number, the Vehicle shall be deemed abandoned.

14.2 Upon the Vehicle being deemed abandoned, the Company shall be entitled to recover all outstanding amounts, storage fees, and costs by exercising any rights available under South African common law, including but not limited to the right to apply to a competent court for an order authorising the sale of the Vehicle to recover amounts due.

14.3 The Company will make all reasonable efforts to contact the Client before taking any action under this clause.

15.Reputation Protection and Dispute Confidentiality

15.1 APEX Customs has built its reputation over more than 25 years of continuous operation. The Company maintains an excellent track record across all platforms and takes the protection of its reputation, and the reputation of its owner and staff, extremely seriously. Any person who makes false, misleading, malicious, or defamatory statements about the Company, its owner, its staff, or the quality of its work will be held fully accountable under South African defamation law.

Dispute Resolution Before Public Statements

15.2 The Client agrees that, if they are dissatisfied with any aspect of the Work, they will raise the matter directly with the Company and follow the dispute resolution process in Clause 19 before making any public statement, review, social media post, or communication to third parties regarding the dispute.

15.3 This obligation exists because disputes about custom vehicle work are often technical in nature and require proper assessment by qualified persons. Public statements made before a dispute has been properly investigated can be inaccurate, misleading, and cause irreparable damage to a small business.

15.4 The Company undertakes to respond to any complaint or dispute promptly, professionally, and in accordance with the dispute resolution process. The Client’s willingness to use the process before going public is a material term of this agreement.

Defamation and False Statements

15.5 If the Client, or any person acting on the Client’s behalf, makes a public statement about the Company that is false, misleading, or defamatory — whether on social media, review platforms, internet forums, in writing, verbally, or by any other means — the Company reserves the right to:

• (a)Pursue a civil claim for defamation against the responsible party, claiming all damages suffered, including but not limited to: proven loss of revenue; loss of existing or prospective clients; damage to the Company’s commercial reputation; and emotional distress suffered by the Company’s owner and staff;
• (b)Claim legal costs on an attorney-and-client scale for all proceedings necessary to vindicate the Company’s reputation;
• (c)Seek an interdict (court order) compelling the removal of the defamatory content and prohibiting further publication; and
• (d)Report the matter to the relevant platform for removal of content that violates the platform’s terms of service.

15.6 Under South African law, a statement is defamatory if it is published to a third party, it refers to the person or business concerned, it is false or misleading, and it lowers the reputation of that person or business in the estimation of right-thinking members of society. The defences of truth and public interest are recognised, but only where the statement is substantially true in all material respects and was published in the public interest or for the public benefit. Honest opinion based on true facts is also protected — but statements of false fact are not.

Confidentiality of Disputes

15.7 Both parties agree to keep the substance and details of any dispute confidential while the dispute resolution process is underway. Neither party shall disclose the nature, status, or details of a dispute to any third party (other than their legal advisors) until the process has been concluded or a court has made a determination.

15.8 This confidentiality obligation does not prevent either party from seeking legal advice, filing a complaint with the Motor Industry Ombudsman of South Africa (MIOSA), or exercising any statutory right under the CPA.

Industry Context

15.9 The Company notes that the Retail Motor Industry Organisation (RMI) and other industry bodies are actively addressing the issue of unfounded and defamatory public statements made against motor vehicle service providers on social media platforms and public forums. The Company supports these efforts and will co-operate with industry initiatives to address defamation and unfair public commentary in the motor vehicle aftermarket sector.

15.10 For the avoidance of doubt: this clause does not prevent the Client from sharing their honest, truthful experience. A Client who has genuinely experienced poor service and has exhausted the dispute resolution process is within their rights to share that experience publicly. This clause exists to protect the Company from false statements, from statements made before the dispute process has been followed, and from deliberate attempts to damage the Company’s reputation as a form of leverage or retaliation. The Company believes that fair process protects everyone.

16.Indemnity

16.1 The Client indemnifies the Company against all claims, damages, losses, and expenses arising from:

• (a)Inaccurate or incomplete information provided by the Client about the Vehicle;
• (b)Pre-existing faults or conditions in the Vehicle that were not disclosed by the Client;
• (c)The Client’s failure to maintain insurance on the Vehicle as required by Clause 8;
• (d)Any modification or alteration to the Company’s installed components carried out by a third party without the Company’s consent; and
• (e)The Client’s misuse or abuse of the installed equipment or modifications.

16.2 The Company indemnifies the Client against all claims, damages, losses, and expenses arising from:

• (a)Personal injury caused by the negligence of the Company or its employees during the course of the Work;
• (b)Damage to the Vehicle directly and demonstrably caused by the negligence of the Company or its employees during the course of the Work; and
• (c)Any breach of this agreement by the Company.

16.3 The indemnity in Clause 16.2 is subject to the liability cap in Clause 9.1, except in cases of gross negligence.

17.Intellectual Property and Confidentiality

17.1 All custom designs, fabrication methods, wiring schematics, speaker enclosure designs, and other intellectual property created by the Company in the course of the Work remain the property of the Company.

17.2 The Client receives a perpetual, non-transferable licence to use, maintain, and repair the installation as built in the Vehicle for which it was created. The Client may not reproduce, reverse-engineer, or share the Company’s designs, methods, or schematics with any third party without the Company’s written consent.

17.3 The Company may request permission from the Client to photograph and use images or videos of the completed Work for marketing, portfolio, and social media purposes. The Client is under no obligation to agree, and no work will be withheld or delayed as a result of the Client’s decision.

17.4 Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the project. This obligation survives termination of this agreement.

18.Subcontracting

18.1 The Company may, at its discretion, subcontract specific elements of the Work to specialist service providers (such as upholstery, vinyl wrapping, paintwork, or glass tinting).

18.2 The Company will inform the Client if any significant portion of the Work is to be subcontracted.

18.3 The Company remains responsible to the Client for the quality of any subcontracted work that forms part of the Quotation.

19.Dispute Resolution

19.1 The parties agree to attempt to resolve any dispute arising from this agreement amicably and in good faith before resorting to legal proceedings.

19.2 If a dispute cannot be resolved informally within 14 (fourteen) days, either party may refer the matter to mediation. The mediator will be an independent person agreed upon by both parties, or, failing agreement, appointed by the Law Society of South Africa.

19.3 If mediation fails to resolve the dispute within 30 (thirty) days of referral, either party may refer the dispute to the appropriate court.

19.4 Where the dispute relates to the quality of workmanship or the existence of a defect, the parties agree that the matter shall be assessed by an independent, suitably qualified specialist agreed upon by both parties. The cost of the assessment will be borne by the party whose position is not supported by the assessment.

19.5 Nothing in this clause prevents either party from approaching the Motor Industry Ombudsman of South Africa (MIOSA) or the National Consumer Commission for dispute resolution as provided for under the CPA and the South African Automotive Industry Code.

20.Force Majeure

20.1 Neither party shall be liable for any failure or delay in performing its obligations under this agreement if such failure or delay results from an event beyond the party’s reasonable control, including but not limited to: natural disasters; fire; flood; storm; epidemic or pandemic; government action; civil unrest; armed robbery; theft; power failure or load shedding; and supplier or shipping disruptions.

20.2 The affected party must notify the other party in writing within 7 (seven) days of the event and take all reasonable steps to mitigate the impact.

20.3 If the force majeure event continues for more than 60 (sixty) days, either party may terminate the agreement on written notice, and the provisions of Clause 13 shall apply to the settlement of accounts.

21.Governing Law and Jurisdiction

21.1 This agreement is governed by the laws of the Republic of South Africa, including the Consumer Protection Act 68 of 2008.

21.2 The parties consent to the jurisdiction of the Magistrates’ Court for claims within its jurisdictional limit, and the High Court of South Africa for claims exceeding such limit.

21.3 The parties choose the following as their respective addresses for service of legal notices (domicilium citandi et executandi):

Company: R-Tech Building, 24 Gericke Road, Voorbaai, Mossel Bay, 6500

Client: As set out in the Service Agreement

22.General Provisions

22.1 This agreement, together with the Quotation, Vehicle Intake Report, and any Variation Orders, constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations, representations, and agreements, whether written or oral.

22.2 No variation, amendment, or waiver of any provision of this agreement shall be valid unless recorded in writing and signed by both parties.

22.3 If any provision of this agreement is found to be invalid, unlawful, or unenforceable, the remaining provisions shall continue in full force and effect.

22.4 The Company’s failure to enforce any right under this agreement does not constitute a waiver of that right.

22.5 This agreement is written in plain language in accordance with Section 22 of the CPA. If any term is unclear, the Client is encouraged to ask for an explanation before signing.