Terms of service
1. SCOPE OF APPLICATION
1.1 All products supplied and services offered by KUV GROUP (PTY) LTD t/a as Hush Echo “(Hush Echo”) to the Customer shall be governed strictly and exclusively on the basis of these terms and conditions of sale. These terms and conditions supercede any terms and conditions stipulated by Customer irrespective of that stipulated on a Customer's order.
1.2 These terms shall additionally apply to any purchases made from our website at: https://hushecho.co.za/ (“Website”). You should not use our Website if you do not agree to these terms. Some terms may only apply to the use of our Website and shall be clearly identified as such.
1.3 If you are a Consumer as defined in the Consumer Protection Act 68 of 2008 certain clauses of these terms apply only to you and shall be clearly identified as such. Where there is an undertaking of risk or assumption of liability it will be in italics and underlined for your attention.
1.4 If the National Credit Act applies to you then certain clauses will apply and will be clearly identified as such.
2. THE GOODS
2.1 “Goods” are sound insulation products as set out in any order placed by the Customer and accepted by Hush Echo;
2.2 The price for Goods do not include installation or glue/adhesive for installation and these must be specifically requested and included on the order;
2.3 The price for Goods does not include delivery and delivery must be specifically requested and included in the order;
3. THE SERVICES
3.1 “Services” means either the installation of Goods, or a portion of the Goods, by Hush Echo and/or design layout services as optional services provided by Hush Echo as set out in any order placed by the Customer and accepted by Hush Echo;
3.2 Where the Customer has requested installation Services the following terms shall apply in addition:
3.1.1 The client must specify prior to the installation, if the Goods are to be placed permanently or temporarily;
3.1.2 Where installation is permanent, Hush Echo will use a glue gun or any other strong adhesive in large quantities;
3.1.3 Where installation is temporary Hush Echo will use double sided adhesive;
3.1.4 Once Hush Echo has been instructed to install the Goods in a certain layout, we will install the Goods as requested;
3.1.5 If the Customer requests a design layout, we will provide a layout in writing or diagrams which must be approved by the Customer before installation;
3.1.6 The client can also provide their own design layout;
3.1.7 Hush Echo will not be liable for any damage to paint or surface after the installation, after any requested change of design or any removal of temporary installations whatsoever;
3.1.8 Hush Echo will not repaint or provide any touch ups after installation;
3.1.9 Hush Echo will only provide Services at residential premises and will not perform such Services at commercial premises.
4. PRODUCT QUALITY, SPECIMENS & SAMPLES
4.1 Unless otherwise specifically agreed between the parties in writing, the quality of the goods is determined strictly and exclusively in accordance with Hush Echo’s product specifications, as updated by Hush Echo from time to time and which have been made available to the customer and/or on our Website and further copies of which may be requested from Hush Echo at any time.
4.2 The description in respect of the properties and composition of specimens and samples are binding on Hush Echo only insofar as they have been specifically agreed in writing by Hush Echo to define the quality of goods.
4.3 The noise reduction coefficient of the Goods is indicative and not exact. The noise reduction coefficient number is dependent on the environment, the manner of installation and frequency bands and we do not warrant same;
4.4 Hush Echo does not warrant the suitability for any specific purpose of the goods, and in so far as permitted under the Consumer Protection Act, any product specifications or other information provided by Hush Echo shall not relieve the Customer of the need to conduct their own investigations and tests as to the suitability and application of the goods for any particular purpose and the Customer shall have no claim against Hush Echo if the goods are provided in accordance with the product specifications thereof but are not suitable for any particular purpose not specifically agreed to in writing by Hush Echo before the goods were supplied.
5. PRICE
5.1 The purchase price of any Goods or Services supplied or rendered by Hush Echo shall be the price reflected in the written quotation sent by Hush Echo to the Customer from which an order will be generated by the Customer and accepted by Hush Echo and/or such price as may be listed on the Website for e-commerce orders.
5.2 Written quotation prices may vary from those listed on the Website for e-commerce orders, at Hush Echo’s sole discretion, for bulk or wholesale orders.
5.3 Hush Echo quotations are valid for the period indicated thereon and upon expiry of the validity period.
5.4 Hush Echo reserves the right to change its prices from time to time as it, in its discretion, deems fit.
5.5 Where imported goods have additional fees imposed due to customs clearance or storage, it will be passed onto the customer and have not been included in the price;
5.6 The price of Goods does not include Services or ancillary products like adhesives.
6. ORDERS
6.1 Orders placed by the Customer for Hush Echo’s Goods or Services, shall be made in writing to the nominated address of Hush Echo. Hush Echo shall not accept orders that are not written except for e-commerce orders via our Website.
6.2 Orders shall constitute offers to obtain Hush Echo’s Goods and/or Services at Hush Echo’s prevailing fee and/or to purchase the Goods and/or Services in question at the prevailing prices of Hush Echo and shall be capable of acceptance by Hush Echo through the delivery of Goods and/or provision of the Services or by the written acceptance or confirmation of the order.
6.3 For large orders (of more than one carton of Goods) a lead time of 15-20 days will be required. Further, Hush Echo is not responsible for the restoration of Goods to their full/original size for large orders.
6.4 In the event that Hush Echo makes delivery of the Product to the Customer in more than one delivery, each delivery shall be deemed to be the subject of a separate contract and non-delivery or delay in delivery of any such separate delivery shall not affect the balance of the contract or entitle the Customer to cancel the contract.
6.5 When Goods are delivered in accordance with 6.4 above, payments relating to separate deliveries shall be paid on invoice terms from date of statement and payment by the Customer shall not be postponed until such times as all the Goods ordered have been delivered.
6.6 Should Hush Echo at its own election and with agreement from the Customer or at the Customer's request agree to engage a carrier to transport Goods to the Customer, such carrier shall be the Customer's agent and Hush Echo shall engage the carrier on fair, just, and reasonable terms and conditions. The Customer indemnifies Hush Echo against all and any demands and/or claims and/or liability which may arise or be made against Hush Echo by the aforesaid carrier or which may be claimed by the Customer out of the transportation of the Goods by the aforesaid carrier.
6.7 The Customer will be liable for payment of all fees, charges, expenses and the like due to the said carrier in respect of the transport of the goods to the Customer as set forth in 6.6.
6.8 If the Customer fails to take delivery of the Goods ordered due to a direct /indirect act/omission by the Customer, its employees or agents, then the risk in the Goods shall immediately pass to the Customer and the Customer shall be liable to pay Hush Echo the reasonable costs of storing, insuring and the handling of goods, until delivery takes place.
6.9. Goods in Transit insurance shall not be included in the delivery fee unless specifically requested by the Customer and at their cost.
7. PAYMENT
7.1 Payment in full is to be made either upfront or as specifically otherwise stated on an official Hush Echo tax invoice.
7.2 For non-online orders which accede R10 000.00 or such amount as Hush Echo may determine from time to time, a 50% upfront deposit will be required.
7.3 In all cases where the Customer uses a postal banking, electronic or similar service to effect payment, such services shall be deemed to be agent of the Customer.
7.4 The costs of delivery and installation/installation equipment and adhesives are not included in the quotation for Goods.
7.3 Should any amount not be paid by the Customer on the due date, then the whole amount in respect of all purchases by the Customer shall immediately become due, owing and payable irrespective of the dates when the goods were purchased and the Customer shall be liable to pay interest in respect of the amounts unpaid as at the due date at the compound rate of 2% above the prime rate per annum (as defined in 7.3.1).
7.3.1 The term "prime rate" shall mean the prime overdraft lending rate charged by Hush Echo’s bank as certified, in the event of a dispute, by any manager of such bank whose appointment and authority it shall not be necessary to prove and whose decision shall be final and binding.
7.3.2 In the event that any agreement between the Customer and Hush Echo is governed by the National Credit Act ("NCA"), then the interest payable by the Customer shall be the interest rate provided for in the NCA.
7.4 The Customer shall not be entitled to claim set off or deduction in respect of any payment due by the Customer to Hush Echo for Goods and/or Services supplied.
7.5 Hush Echo may allocate all payments made by the Customer at the discretion of Hush Echo.
8. CREDIT FACILITIES
8.1 The Customer understands that Hush Echo's decision to grant credit facilities to the Customer is at the sole discretion of Hush Echo and shall be based on Hush Echo’s credit vetting process. The Customer consents to being credit vetted should they apply for credit facilities with Hush Echo.
8.2 Hush Echo reserves the right to withdraw any credit facilities at any time without prior notice, and the nature and extent of such facilities shall at all times be in Hush Echo's sole discretion. In addition, Hush Echo may request that the Customer provide adequate security in respect of any credit facility.
9. OWNERSHIP & RISK
9.1 Notwithstanding that all risk in and to all goods sold by Hush Echo shall pass on delivery (as set forth in this clause 9) and irrespective of whether Hush Echo may not be the distributor of the Goods, ownership of all Goods sold and delivered shall remain vested in Hush Echo until the purchase price has been paid in full. In the event of a breach of these terms and conditions by the Customer, or if the Customer is sequestrated or placed under liquidation or judicial management or commits any act of insolvency or enters into any compromise with its creditors or fails to satisfy a judgment granted against it within 7 days of the date of judgment or changes the structure of its ownership, Hush Echo shall be entitled to take possession of the goods without prejudice to any further rights vested in Hush Echo, and is hereby irrevocably authorised to enter upon the Customer's premises to take possession of such goods without an order of court.
9.2 The Customer shall have no claim against Hush Echo for damages caused due to loss of profits or otherwise occasioned by the removal of goods from the Customer's premises as aforesaid notwithstanding that such removal was affected without an order of court.
9.3 Goods in possession of the Customer bearing Hush Echo name, trademarks (whether registered or unregistered) and labels, shall be deemed to be those for which payment has not yet been made, and should any breach of these terms occur, may be repossessed by Hush Echo as set forth in paragraph 9.1.
9.4 Hush Echo shall be entitled to identify its Goods merely by way of packaging and for other distinguishing features. Hush Echo shall not be obliged to identify the Goods by way of serial numbers or any other form of intricate identification.
9.5 In the event of Customer processing or installing the Goods before payment is made in full, Hush Echo shall not be obliged to remove the Goods to recoup the costs of Goods not paid for as panels are not reusable once installed.
9.6 Before payment is made in full and upon request by Hush Echo, Customer shall provide all necessary information regarding the inventory of the Goods. Furthermore, upon request by Hush Echo, the Customer shall identify on the packaging Hush Echo title of ownership of the Goods.
10. DELIVERY
10.1 Delivery shall be affected as specifically agreed between the parties in writing on Hush Echo’s quotation or, for online orders per the online delivery terms.
10.2 Hush Echo shall have the right to defer delivery under this Agreement or any other supply agreement entered into with the Customer if and for as long as the Customer fails to pay any invoice under one or more of the supply agreements entered into with Hush Echo when due.
11. DAMAGE IN TRANSIT
11.1 Notice of claims arising out of damage in transit must be lodged by Customer directly with the carrier within the notification period specified in the contract of carriage and Hush Echo shall be provided with a copy of the notice;
11.2 Where no Goods in Transit insurance has been requested by the Customer, the claim is limited to a maximum of R1000.00 per parcel or such amount as is in accordance with the carrier’s policy.
12. BUYER'S COMPLIANCE WITH LEGAL REQUIREMENTS
The Customer shall comply with all laws and regulations regarding import, transport, storage and use of the goods.
13. LIABILITY
13.1 Hush Echo shall not be liable to the Customer in any manner in the event of impossibility or delay of Hush Echo supply due to circumstances entirely beyond the control of Hush Echo, such as but not limited to those described below, and where Hush Echo informed the Customer as soon as it became aware of impossibility or delay in the supply.
13.2 Hush Echo shall not be liable to the Customer for Goods delivered in good order and thereafter damaged in the possession of the Customer due to improper care or storage, use, installation or application, contrary to any instructions and/or warnings provided or available for the Goods, or any other direct or indirect act or omission by the Customer, its employees or agents resulting in the goods being damaged or causing harm to any person or damage to any property.
13.3 Hush Echo shall not be liable for any loss or damage suffered by the Customer arising from the provision of Goods or Services and any ancillary matters thereto to the broadest extent possible (whether indirect, consequential or contingent and whether foreseeable or not) whatsoever. This shall not exclude liability where Hush Echo committed fraudulent acts.
14. SECURITY
If there are reasonable doubts as to Customer's ability to pay, or if Customer is in default of its payment obligations, Hush Echo may, subject to further claims, revoke agreed credit periods and make further deliveries dependent on the provision of sufficient security by the Customer.
15. CUSTOMER'S RIGHTS REGARDING ALLEGEDLY DEFECTIVE GOODS
15.1 The Customer must notify Hush Echo in writing of any delivery of defective Goods within 14 (fourteen) days of delivery of the Goods. If Goods have been delivered damaged we will replace or refund these without accepting any liability arising out of such defective Goods and no collection fee shall be charged.
16. RETURNED GOODS
16.1 A “money back guarantee” is available, if you are not happy with the product upon arrival and before installation. You must inform us within 10 number of days from delivery if you wish to make use of this guarantee. A collection fee shall be charged for collection of such Goods;
16.3 The Goods sold by Hush Echo are only returnable, at Hush Echo’s sole discretion, where the incorrect or defective Goods have been supplied or the Goods are unsuitable for a purpose stated by the Customer in writing to Hush Echo and confirmed in writing by Hush Echo to the Customer, substantially as intended in terms of Section 20 of the Consumer Protection Act, or in terms of Clause 15 above, and is such an instance the following shall apply:
16.3.1 Unless alleged to be unsuitable or defective at time of use as contemplated in Clause 15 above or they have been installed per clause 16.2 above, all goods returned must be complete, clean, sealed, undamaged and in their original packaging.
16.3.2 The value of credit or refund for any returned goods will be calculated as per original invoice.
16.3.3 Hush Echo must be notified of relevant, packing slip and delivery note before any claim will be considered.
16.4 Except where goods are defective or are unsuitable for a purpose stated by the Customer in writing to Hush Echo and confirmed in writing by Hush Echo to the Customer a collection fee shall be levied by Hush Echo. The risk in the Goods remains with the Customer until the Goods are received by Hush Echo.
17. BREACH
Should the Customer fail to make any payment of any amount due on due date, or breach any of the other terms and conditions contained herein (all of which are deemed material) or commit any act of insolvency, or allow a judgment to be entered against it, or be provisionally or finally liquidated or sequestrated, or in the opinion of Hush Echo has a cash flow problem or other financial or commercial difficulty which may in any way whatsoever negatively impact upon the ability of the Customer to comply with any of its current of future obligations in terms of this or any other contract of the Customer with Hush Echo, then Hush Echo without prejudice to and in addition to its other legal remedies shall be entitled to cancel this contract or any unfulfilled part thereof; or to claim payment of the full price or the balance thereof as the case may be, and failing such payment, Hush Echo is specifically authorised to repossess all unpaid for goods in the possession of the Customer.
18. LEGAL PROCEEDINGS
18.1 Regardless of the place of execution or performance under these terms and conditions or domicile of the Customer, these terms and conditions and all modifications and amendments. Hereof, shall be governed by and decided upon and constructed under and in accordance with the laws of the Republic of South Africa.
18.2 The Customer hereby submits to the jurisdiction of Magistrates Court, notwithstanding that the amount of Hush Echo’s claim may exceed the jurisdiction of the Magistrates Court.
18.3 A certificate issued and signed by any member or manager of Hush Echo, whose authority need not be proved, in respect of any indebtedness of the Customer to Hush Echo or in respect of any other fact, including the fact that such Goods were sold and delivered and/or Services rendered, shall be prima facie evidence of the Customer's indebtedness to Hush Echo and prima facie evidence of such other fact and prima facie evidence of the delivery of the Goods and/or provision of the Services.
18.4 The Customer's physical address, as provided online for e-commerce purchases or as provided in the customer onboarding process, shall be recognised as the Customer's address for receipt of notices and execution of legal documents for all purposes in terms of this agreement whether in respect of the serving of any court process, notices, the payment of any amount or communications of whatever nature.
18.5 All legal costs, including attorney/client costs, tracing agent's fees and collection charges which may incur in taking any steps pursuant to any breach by the or enforcement of these terms and conditions.
19. GENERAL
19.1 This contract represents the entire agreement between Hush Echo and the Customer and shall govern all future contractual relationships between Hush Echo and the Customer and shall also be applicable to all debts which the Customer may owe to Hush Echo prior to the Customer's signature hereto.
19.2 The Customer acknowledges that it is aware that Hush Echo's dealers and sales persons have no authority to vary these terms and conditions of sale, and Hush Echo assumes no liability and shall not be bound by any statements, warranties or representations made by such dealers and or sales persons, save as expressly stated in writing and signed by a manager or a director of Hush Echo duly authorised thereto whose names are available on request.
19.3 No amendment and/or alteration and/or variation and/or deletion and/or addition and/or cancellation of these terms and conditions, shall be of any force or effect unless reduced to writing and signed by, the Customer, and a director of Hush Echo. No agreement purporting to obligate Hush Echo to sign a written agreement to amend, alter, vary, delete, add or cancel these terms and conditions, shall be of any force or effect, unless reduce to writing and signed by the Customer, and a director of Hush Echo. The application of the Electronic Communications And Transactions Act 25 OF 2002 (“ECTA”) is hereby excluded for amendment, alteration, variation, deletion, addition or cancellation purposes of these terms and conditions.
19.4 The Customer acknowledges that no warranties, representations or guarantees have been made by Hush Echo or on behalf of Hush Echo which may have induced the Customer to enter into this agreement.
19.5 No relaxation or indulgence which Hush Echo may give at any time in regard to the carrying out of the Customer's obligations in terms of any contract shall prejudice or be deemed to be a waiver of any of Hush Echo's right in term of this agreement.
19.6 The Customer shall not cede its rights nor assign their obligation in terms hereof without Hush Echo's prior written consent thereto.
19.7 Hush Echo shall at any time in its sole discretion be entitled to cede all or any of its rights in terms of this application for credit facilities including all terms and conditions to any third party with prior notice to the Customer.
19.8 The Customer undertakes to notify Hush Echo in writing within a period of 7 (seven) days of any change of address, change in ownership, name change or any changes in information as set out in this agreement and shall likewise inform the Customer of any such changes affecting Hush Echo.
19.9 Each of the terms herein shall be a separate and divisible term and if any such term becomes unenforceable for any reason whatsoever, then the term shall be severable and shall not affect the validity of the other terms.
20. FORCE MAJEURE
To the extent any incident or circumstance beyond Hush Echo's control (including natural occurrences, war, strikes, lock-outs, shortages of raw materials and energy, obstruction of transportation, breakdown of manufacturing equipment, fire, explosion, acts of Government, riots, civil commotion/unrest), reduces the availability of goods from the plant from which Hush Echo receives the goods such that Hush Echo cannot fulfill its obligations under this agreement, and Hush Echo has informed the Customer accordingly and without delay, Hush Echo shall:
(i) be relieved from its obligations under this agreement to the extent that Hush Echo is prevented from performing such obligations and
(ii) have no obligation to procure goods from other sources. If the aforementioned occurrences last for a period of more than 3 (three) months, Hush Echo is entitled to withdraw from the agreement without the Customer having any right to compensation.
21 DISCLOSURE OF PERSONAL INFORMATION
21.1 Any personal information we may process, whether collected online or not, is in terms of our Privacy Policy which can be viewed here.
21.2 The Customer understands that the personal information given in the credit application form is to be used by Hush Echo for the purpose of assessing the Customer's credit worthiness. The Customer confirms that the information given is accurate and complete The Customer further agrees to update the information supplied, in order to ensure the accuracy and completeness of the information given, failing which Hush Echo will not be liable as a result of any inaccuracies or lack of completeness of information.
21.3 Hush Echo has the Customer's consent at all times to contact and request information from any persons, credit bureaus or business, including those mentioned in the credit application form and to obtain any information relevant to the Customer's credit assessment, including but not limited to, information regarding the amounts purchased from the suppliers per month, length of time the Customer has dealt with such supplier, type of Goods and/or Services purchased and manner and time of payment.
21.4 The Customer agrees and understands that information given in confidence to Hush Echo by a third party on the Customer will not be disclosed to the Customer.
22. NATIONAL CREDIT ACT
In the event that the National Credit Act ("the NCA") applies to any transaction between Hush Echo and a Customer, then-
22.1 If any provision of these terms and conditions are in conflict with the NCA, such conflicting terms and conditions shall not apply;
22.2 Hush Echo and the Customer shall conclude an agreement in compliance with the NCA and Hush Echo shall not be obliged to deliver any goods or provide any services until such agreement is signed;
22.3 The costs and charges which Hush Echo is entitled to recover from the Customer shall be the maximum allowed by the NCA and Hush Echo shall be obliged to comply with the NCA before instituting any legal proceedings against the Customer.
23. WEBSITE TERMS
23.1 You agree to take care when providing us with your details and warrant that these details are accurate and complete at the time of ordering online. You also warrant that the credit, debit card or banking details that you provide is your own credit, debit card or banking and that you have sufficient funds to make the payment;
23.2 When ordering from the Website you may be required to provide a username and password. You must ensure that you keep these details secure and do not provide this information to a third party.
23.3 We will take all reasonable care to keep the details of your order and payment secure, but in the absence of negligence on our part we cannot be held liable for any loss you may suffer if a third party procures unauthorised access to any data you provide when accessing or ordering from the Website. Information shared on the internet cannot be guaranteed to be completely secure.
23.4 . Any order that you place with us is subject to product availability and acceptance by us. When you place your order online we will send you an email to confirm that we have received it. This email confirmation will be produced automatically so that you have confirmation of your order details. The fact that you receive an automatic confirmation does not guarantee we will be able to meet your order. Once we have sent the confirmation email we will then check availability and contact you with a further email. If the Goods are available and the details of the order are correct, this email will be deemed an acceptance and will specify delivery details and confirm the price of the Goods purchased. If the Goods are not available we will also let you know by email.
23.5 All prices listed on the Website are correct at the time of publication, however, we reserve the right to alter these in the future.
23.6 Where we have requested information from you to provide Goods or Services and ancillary support you agree to provide us with accurate and complete information.
23.7 There may be a number of links on our Website to third party Websites which we believe may be of interest to you. We do not represent the quality of services provided by such third parties nor do we have any control over the content or availability of such sites. We cannot accept any responsibility for the content of third party Websites or the services or goods that they may provide to you.
23.8 We have taken care to ensure that the information available on this Website is correct and error free. We apologise for any errors or omissions that may have occurred. We cannot warrant that use of the Website will be error free or fit for purpose, timely, that defects will be corrected, or that the site or the server that makes it available are free of viruses or bugs or represents the full functionality, accuracy, reliability of the Website and we do not make any warranty whatsoever, whether express or implied, relating to fitness for purpose, or accuracy.
23.9 We do not accept any liability for any delays, failures, errors or omissions or loss of transmitted information, viruses or other contamination or destructive properties transmitted to you or your computer system via our Website.
23.10 We have taken all reasonable steps to prevent internet fraud and ensure any data collected from you is stored as securely and safely as possible. However, we cannot be held liable in the extremely unlikely event of a breach in our secure computer servers or those of third parties.
24. NOTICES
24.1 Any notice or communication required or permitted to be given in terms of this agreement shall be valid and effective only if in writing and if received or deemed to be received by the addressee as stipulated in 24.2 and 24.3 below.
24.2 Any notice to a party sent by prepaid registered post (by airmail if appropriate) in a correctly addressed envelope to it at an address chosen as its address to which post is delivered shall be deemed to have been received on the 7th business day after posting (unless the contrary is proved).
24.3 Any notice to a party delivered by hand to a responsible person during ordinary business hours at the physical address chosen as its domicilium citandi et executandi shall be deemed to have been received on the day of delivery.
25. Compliance
In performing its obligations under this Agreement the Customer undertakes to comply with all applicable laws and regulations (in particular, but not limited to, relating to antitrust and anti-corruption).