OFFER TO PURCAHSE TERMS AND CONDITIONS
TERMS AND CONDITIONS
|These terms and conditions form part of your offer to purchase a vehicle from Jaguar Land Rover South Africa (Pty) Limited ("JLRSA") and contain exclusions and limitations of the liability of JLRSA and its affiliates and impose legal obligations on you. By making the Offer to JLRSA, you indicate your acceptance of and agreement to these terms and conditions. JLRSA suggests that you print and retain a copy of your Offer, including these terms and conditions, and keep it for your records. Please read the terms and conditions carefully. All the terms and conditions are important, but please pay special attention to the parts that are inside a box with bold writing. These parts contain information about those terms and conditions that have important consequences for you. The wording in the boxes is only intended to bring the terms and conditions to your attention and to explain their nature and effect. They are aids to understanding only and are not terms and conditions themselves. They do not limit the meaning or application of the provisions of the terms and conditions and do not apply to situations and examples described in the boxes or to similar situations or examples.|
The offer made by the Customer to JLRSA (the "Offer") is subject to the following terms and conditions:
1.1 By concluding this Offer, the Customer offers to purchase the vehicle (the "Vehicle") described in the quotation (the "Quotation"), for the purchase price (the "Price") set out in the Quotation (subject to the further terms of this Offer) generated by JLRSA on its website and/or provided to the Customer by an agent acting on behalf of JLRSA (the "Retailer").
1.2 The Customer acknowledges that this Offer arises from: (i) the Customer having visited the Retailer, selecting their desired vehicle and indicating their desire to purchase the Vehicle from JLRSA, with the Retailer acting as agent of JLRSA; or (ii) the Customer selecting the Vehicle directly from the JLRSA website (the "Website") and submitting this Offer directly to JLRSA in respect of the Vehicle following receipt of the Quotation by the Customer.
1.3 The Customer represents and warrants to JLRSA that:
1.3.1 where the Customer is a natural person, that the Customer is 18 years of age or older and has full legal capacity to make the Offer;
1.3.2 where the Customer is a juristic person, that the person signing this offer has full capacity to make the Offer on behalf of the Customer and that the Customer will be bound by the terms of the Offer;
1.3.3 the Customer is not purchasing the Vehicle for the purposes of resale;
1.3.4 the Customer is not domiciled or ordinarily resident outside of the Republic of South Africa and;
1.3.5 the Customer is not purchasing the Vehicle with the intention of exporting the Vehicle outside the Republic of South Africa.
1.4 In the event that this Offer arises in respect of a vehicle which the Customer has identified and/or selected at the Retailer's premises (with the Retailer acting as agent on behalf of JLRSA), then the Customer confirms that the Customer has inspected the vehicle displayed on the premises and found it to be fit and suitable for the Customer's purposes. In all other instances, the Customer confirms that it has inspected the vehicle immediately prior to the delivery of the vehicle and has found it to be fit and suitable for the Customer's purposes.
|This clause includes an acknowledgement by you of certain facts and you will not be able to deny that these statements are true. We may take action against you and may have claims against you as a result of these statements.|
2.1 Unless otherwise stated by JLRSA on the Quotation, the Quotation will be valid for a period of 5 working days following its issuance by JLRSA to the Customer. Should the Customer accept the terms of the Quotation (including the Price of the Vehicle, which is subject to clause 4 below), the Customer must submit the Offer to JLRSA, which Offer incorporates the Quotation.
2.2 The acceptance by JLRSA of this Offer will be communicated to the Customer by way of email. JLRSA does not bind itself to any offer accepted by any salesperson or other representative unless reduced to writing in this Offer. A valid and binding agreement will come into effect once JLRSA (or a Retailer acting as agent of JLRSA) signs the Offer.
2.3 The Customer acknowledges that the availability of all vehicles on offer may be limited and that JLRSA can only confirm stock availability once it has received the Offer from the Customer. If the Vehicle specified in the Offer is not available, JLRSA will not accept the Offer and will use its reasonable endeavours to provide the Customer with a new Quotation for a vehicle that is substantially the same or similar to the Vehicle.
|This clause includes an assumption of risk and liability by you that the Vehicle may not be in stock and that you may not be able to receive the Vehicle that you have specified in your Offer.|
3.1 Where the Customer elects to finance the Vehicle through a finance company and the finance company approves the transaction, then JLRSA agrees to sell the Vehicle to the finance company on the terms and conditions set out in this Offer, and the references to "Customer" in this Offer shall, where appropriate, refer to such finance company.
3.2 In the event of the Customer electing to have a Vehicle financed by a finance company, the Customer undertakes to take all steps necessary to conclude the necessary agreements with the finance company. In the event of the necessary agreements not being concluded, JLRSA may impose a reasonable cancellation fee if the Customer is unable to purchase the Vehicle on a cash basis.
|This clause includes an assumption of risk and liability by you for a cancellation penalty if you cancel your Offer due to your inability to obtain financing for the Vehicle (or if you cancel the Offer for any reason).|
4.1 The Quotation will set out the Price payable by the Customer for the Vehicle. In certain instances, the Quotation may specify that the quoted Price may be subject to change on the basis of certain factors set out in the Quotation, as well as:
4.1.1 fluctuations in the exchange rate between the Rand and the United States Dollar (or another currency); or
4.1.2 changes to the recommended retail price of the Vehicle that may arise in the period between the preparation of the Quotation and the import of the Vehicle into the Republic of South Africa by JLRSA (a "Price Variation").
4.2 Where a Price Variation arises, and the Price of the Vehicle stated in the Quotation increases:
4.2.1 JLRSA will notify the Customer of the Price Variation and the extent of the increase; and
4.2.2 the Customer may elect to either
(a) accept the higher Price for the Vehicle, in which case the existing Quotation will be set aside, the Offer incorporating the initial Quotation will be deemed to be revoked by the Customer and JLRSA will issue a new Quotation reflecting the increased Price (which Quotation may then form the subject of a new offer by the Customer in accordance with the provisions of these terms and conditions); or
(b) to revoke their Offer, in which case the Offer will be terminated and any holding deposits paid by the Customer to JLRSA in respect of the Offer (as set out in clause 6 below) will be refunded to the Customer.
4.3 If the Customer does not make the election referred to in clause 4.2.2 within 5 business days of JLRSA notifying the Customer of the Price Variation, the Customer will be deemed to have revoked their Offer in terms of clause (b) 4.2.2.
4.4 The Customer agrees to pay any Valued Added Tax or other tax payable on the Price or the taxable component thereof (including, without limitation, any levy's concerning carbon dioxide emissions as set out under the Customs and Excise Act, 1964).
4.5 The Price will be payable by the Customer to JLRSA in cash to an account specified by JLRSA.
|This clause includes an assumption of risk and liability by you for the Price of the Vehicle and for any taxes or levies imposed in respect of the Vehicle. In addition, you take on risk, legal responsibilities and liability and must ensure payment is reflected as cleared funds in our bank account.
You also accept the risk that the Price of the Vehicle, as set out in the initial quotation you receive from JLRSA, may change due to certain factors. In the event that the Price of the Vehicle increases, you must decide whether you wish to accept the higher Price or whether you wish to revoke your Offer.
5.1 While JLRSA will use its reasonable efforts to accurately reflect the description, availability, purchase price and delivery charges (if any) of the Vehicle on the Website, only those terms set out in this Offer (once accepted by JLRSA) will be binding upon the parties. The Customer must ensure that the vehicle description, as well as all other details pertaining to the Vehicle, are correctly stated in this Offer before submitting this Offer to JLRSA. By submitting this Offer, the Customer accepts the Price and delivery charges set out in this Offer.
5.2 JLRSA is not bound by any incorrect information regarding the Vehicle displayed on any third-party websites.
|This clause has important legal consequences for you. In this clause you limit and exclude our risk, legal responsibilities and liability, and your rights and remedies against us and other persons are limited and excluded.|
6.1 The full holding deposit payment, as specified in the Quotation or communicated by JLRSA or the Retailer to the Customer, must be made within 2 working days of submission of this Offer by the Customer to JLRSA. Should the Customer fail to make full holding deposit payment, and JLRSA has already communicated its acceptance of the Offer to the Customer, JLRSA reserves the right to terminate the agreement arising from the Offer on written notice to the Customer. The holding deposit will be payable by the Customer to JLRSA in cash to an account specified by JLRSA; and JLRSA will notify the Customer once it confirms that the deposit has been received in full by JLRSA.
6.2 In the event that the Customer has paid a holding deposit to JLRSA, the holding deposit will be deducted from the balance of the Price upon conclusion of the sale of the Vehicle. In the event that this Offer is: (i) revoked by the Customer, or (ii) the agreement arising from JLRSA's acceptance of the Offer is terminated by JLRSA (following its acceptance of the Offer) due to the Customer breaching a term of this Offer, JLRSA may retain the holding deposit amount and deduct a reasonable cancellation fee from the holding deposit amount. JLRSA will thereafter refund the balance, if any, to the Customer.
6.3 The Customer will remain liable to JLRSA for the balance of any amount owing to JLRSA in the event that the holding deposit amount is insufficient to cover the reasonable cancellation costs of JLRSA.
|This clause includes an assumption of risk and liability by you for a cancellation penalty if you revoke your Offer or if JLRSA terminates the agreement arising from the Offer due to your breach of the terms and conditions of the Offer. This clause states that JLRSA may deduct a cancellation penalty from a deposit that you have paid to JLRSA and, in certain instances, JLRSA may seek additional amounts from you if your deposit is not sufficient to cover the cancellation penalty charged by JLRSA.|
7.1 The Customer and JLRSA (or the Retailer) will agree upon a tentative delivery date for the Vehicle.
7.2 JLRSA will use its reasonable endeavours to ensure that the Vehicle is available for delivery to the Customer by the tentative delivery date. JLRSA (or the Retailer, acting on behalf of JLRSA) may notify the Customer in the event the Vehicle will not be delivered on the tentative delivery date.
7.3 JLRSA will not deliver the Vehicle to the Customer until such time that the:
7.3.1 Vehicle has been duly registered in accordance with all applicable laws; and
7.3.2 purchase price is paid in full to JLRSA by: (i) the Customer, or (ii) the finance company appointed by the Customer.
8. Risk and Ownership:
8.1 Risk in the Vehicle shall pass to the Customer upon delivery.
8.2 Ownership in the Vehicle shall pass to the Customer upon payment of the Price in full to JLRSA by: (i) the Customer; or (ii) the finance company.
|This clause is an important limitation of your rights. You (or your finance company) will only own the Vehicle once you (or the finance company) have made payment of the Price in full. You will be liable for any damage or loss associated with the Vehicle from the moment of delivery, regardless of whether you are the owner of the Vehicle.|
9. Warranty and Service Maintenance Plan:
9.1 The Vehicle is sold subject to the warranties given by JLRSA in the Customer Service booklet/Owner's Handbook.
9.2 JLRSA will, prior to its signature of this Offer, as well as throughout the subsistence of the warranties referred to in clause 9.1 above, conduct checks and screening concerning the Customer, including checks and screening to determine whether the Customer appears on certain sanctions lists, as determined by JLRSA in its sole discretion from time to time ("Sanctions List"). You hereby represent, warrant and undertake to JLRSA that you do not, and will not, appear on a Sanctions List. The Sanctions List will include lists identifying (without limitation) persons associated with money-laundering, criminal or terrorist activities, or fraud. Should a Customer appear on any Sanctions List, that Customer will be deemed to be a sanctioned person ("Sanctioned Person") and will be in material breach of this Offer, and in such event JLRSA may, without further notice to the Customer, terminate this Offer.
9.3 For the avoidance of doubt and to the maximum extent permitted by law, in the event that a Customer is deemed a Sanctioned Person and/or placed on any Sanctions List, JLRSA may, in its sole discretion, terminate its warranty obligations referred to in clause 9.1 above, without further notice to that Customer.
|The above clause limits your rights and remedies against us, and this clause limits and excludes your right to exercise or make claims under the warranties given by JLRSA in the Customer Service booklet/Owner's Handbook. You will also be responsible for, and you accept, various risks, damages, harm and injury which may be suffered by you as a consequence of the termination of the warranties provided to you by JLRSA. The above clause also constitutes an acknowledgement of fact by you, as you acknowledge that should you become a Sanctioned Person and your warranties from JLRSA be terminated, such warranties cannot be transferred from you to a third party.|
9.4 To the maximum extent permitted by law, the Vehicle is sold in the condition in which it is and no representations, warranties or other promises have been made or given by or on behalf of JLRSA concerning the state or condition of the vehicle.
|This clause is an important limitation of your rights. In this clause, you limit and exclude the risk, legal responsibilities and liability of JLRSA (to the extent that this is allowed under applicable laws).|
10. Use of the vehicle:
10.1 The Customer confirms that it is aware that:
10.1.1 the Vehicle, and it various parts, are goods that could be dangerous and hazardous; and
10.1.2 if the Vehicle is used (a) in a manner that is contrary to its specifications and/or any instructions provided by JLRSA (including in the customer service booklet or owners handbook), or (b) inappropriately, or in a manner or for a purpose for which the Vehicles and of goods were not designed, this could cause harm to the Customer, the Vehicle or to the person or property of third parties.
|This clause is important because you take on risk, legal responsibilities and liability by confirming that you are aware of certain risks and hazards associated with your use of the Vehicle.|
The Parties record that there may be minor discrepancies between the Vehicle depicted or described on the Website and the Vehicle delivered to the Customer. To the maximum extent permitted by law, the Customer will not be entitled to reject the Vehicle merely because:
11.1 the specifications or equipment of the Vehicle have been altered, changed or updated by JLRSA, unless the change substantially alters the nature or performance of the Vehicle; or
11.2 the Vehicle has been driven under its own power, with or without mileage being recorded on the speedometer, for the purposes of delivering the Vehicle from the assembly plant or other point to JLRSA for delivery to the Customer; or
11.3 the Vehicle has sustained minor damage while being delivered or tested by JLRSA, provided that the Vehicle has been reinstated to its former condition.
|This clause is an important limitation of your rights. In this clause, you limit and exclude the risk, legal responsibilities and liability of JLRSA (to the extent that this is allowed under applicable laws).|
12.1 Where applicable, and save for the further provisions of this Offer, the Customer may only revoke this Offer by exercising its rights as expressly set out in applicable legislation (which may include (i) the Electronic Communications and Transactions Act No. 25 of 2002 and (ii) the Consumer Protection Act, 68 of 2008).
Where either JLRSA or the Customer commits any breach of this Offer and fails to remedy that breach within 7 days of receiving a written notice from the aggrieved party to remedy such breach, then the aggrieved party can, without further notice:
13.1 claim specific performance; or
13.2 cancel this Offer and, in either case without limitation to the aggrieved party's right to claim damages, including, without limitation, all legal costs on an attorney - client scale or to take other legal action and/or claim any other relief.
14.1 To the extent permitted by applicable laws, the Customer indemnifies and holds JLRSA, its officers and employees harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys' fees) arising from:
14.1.1 a breach by the Customer of the terms of this Offer;
14.1.2 any loss arising from the Customer's use of the Vehicle, save to the extent that this has arisen due to the gross negligence or wilful misconduct of JLRSA or arising due to a defect in the Vehicle attributable to JLRSA; and
14.1.3 any dispute between the Customer and its finance company and/or insurer, notwithstanding that JLRSA and/or it’s Agent may have introduced the Customer to the finance company and/or insurer.
|This clause has important legal consequences for you. In this clause you take on risk, legal responsibilities and liability, and indemnify JLRSA (hold JLRSA harmless) for claims and liability. This means that you may need to pay JLRSA (or a third party on behalf of JLRSA) in the event that certain events occur.|
15. Signature of Documents:
The parties undertake to sign, execute and deliver to each other and/or to any other authority, all documents necessary to give effect to the provisions of this Offer. This will include the appropriate registration papers and other material relating to the Vehicle, as may be specified by JLRSA.
16.1 If this Offer (or any terms or conditions, or documents, forming part of this Offer) is regulated by or subject to the Consumer Protection Act, 2008 (the "CPA") or the Electronic Communications and Transactions Act, 2005 (the "ECTA"), it is not intended that any provision of these Terms contravene any provision of the CPA and the ECTA. All provisions of these Terms must be treated as being qualified, to the extent necessary, to ensure that they comply with the provisions of the CPA and the ECTA. No provision of the Offer:
16.1.1 does or purports to limit or exempt JLRSA from any liability (including, without limitation, for any loss directly or indirectly attributable to JLRSA's gross negligence or wilful default or that of any person acting for or controlled by JLRSA) to the extent that the law does not allow such a limitation or exemption.
16.1.2 requires the Customer to assume risk or liability for any particular liability or loss to the extent that the law does not allow such an assumption of risk or liability; and/or
16.1.3 limits or excludes any warranties or obligations which are implied into this Offer by the CPA or ECTA (to the extent applicable) or which JLRSA gives under the CPA or the ECTA (to the extent applicable), to the extent that the law does not allow them to be limited or excluded.
16.2 No variation of the provisions of this Offer, including this clause, shall be of any force unless reduced to writing and signed by both parties.
16.3 No latitude, extension or other indulgence which may have been given or allowed by either party ("the grantor") to the other in respect of any obligation under this Offer shall, under any circumstances, operate as a waiver of the grantor's rights in terms of the Offer, or preclude the grantor from enforcing compliance with the terms of this Offer.
16.4 This Offer and the relationship between JLRSA and the Customer will be governed by the laws and courts of the Republic of South Africa.
16.5 The Customer chooses the address set out above for all notices and legal process.
16.6 Notwithstanding anything else contained herein to the contrary, JLRSA shall have the right at any time prior to delivery of the vehicle, to cancel this Offer provided that written reason/s for such cancellation and reasonable notice is provided by JLRSA to the Customer. This Offer will be cancelled on the date on which the Customer receives the said notice. In this event JLRSA's liability to the Customer shall be limited to a refund of any amount paid by the Customer to JLRSA in respect of the Vehicle.
16.7 Note that re-selling this vehicle within 6 months as a trader is not permitted without written consent from Jaguar Land Rover South Africa (Pty) Ltd.
16.8 The Customer, by signing this Offer, acknowledges and confirms that they are not listed on any sanctions list administered or enforced by inter alia, the United Nations, United Kingdom, European Union, United States of America, African Union, or the Republic of South Africa.
16.9 The Customer specifically acknowledges and accept that JLRSA will be entitled to cancel the Offer and be released from their obligations under the Offer should the Customer be or become subject to any of the above sanctions lists (each as amended, supplemented or substituted from time to time), and that they will be obligated to indemnify, JLRSA and each of their affiliates against any and all damages or losses suffered by any of them due to such sanctions.