GENERAL TERMS AND CONDITIONS OF SERVICE AND SUPPLY
(Incorporated by Reference into All Quotations – Version March 2026 – Comprehensive Edition as published on website: www.capecustomstands.co.za )
CAPE CUSTOM STANDS (PTY) LTD t/a CAPE CUSTOMS
(Registration Number: 2014/195365/07)
(VAT Registration Number: 4960270264)
a private Company with limited liability, duly incorporated in accordance with the Laws of the Republic South-Africa, having its main place of business and registered address situated at
Physical address: 33 Estmil Road, Diep River, Cape Town
Contact: 082 569 7854 | sian@capecustoms.co.za
PREAMBLE:
A. Cape Custom Stands (Pty) Ltd trading as Cape Customs (“the Company”, “Cape Customs”,“we”, “us”) is a leading South African design and fabrication specialist with more than 15 years’ experience, specialising in full turnkey solutions for custom exhibition stands, retail and commercial shopfitting, branded experiences and activations, custom furniture and joinery, studio sets and staging environments, retail kiosk design and build, container conversions, and related immersive or branded experiences for events, conferences, retail, commercial, hospitality, and production sectors (as described on https://capecustoms.co.za/).
B. These General Terms and Conditions (“T&Cs”) apply to every quotation, order, agreement for the supply of goods and/or rendering of services by the Company to any client (“the Client”, “you”). They are incorporated by reference into every quotation (“Quote”) issued by the Company and form part of the binding agreement once the Quote is accepted in writing and every Quote contains the following written reference:
“This Quotation is subject to the General Terms and Conditions of Service and Supply of Cape Custom Stands (Pty) Ltd trading as Cape Customs, as published on our website at https://capecustoms.co.za/ (or available on request). By accepting this Quotation (whether by written confirmation, email, electronic signature, payment of deposit, or conduct indicating acceptance), the Client confirms that it has read, understood, and agrees to be bound by these General Terms and Conditions in full, including all Appendices, and any other provisions incorporated by reference.
These Terms and Conditions form an integral part of the Agreement between the parties and prevail over any conflicting provisions in the Client’s own terms, purchase orders, or correspondence unless expressly varied in writing and signed physically by hand signature by an authorised representative of the Company.”
C. IMPORTANT NOTICE (for purposes of section 49 of the Consumer Protection Act 68 of 2008 where applicable): Clauses that limit or exclude the Company’s liability (clauses 10, 11, 12, 13, 14), as well as risk allocations and indemnities, are specifically drawn to the Client’s attention in bold type or capital letters where required. These limitations apply only to the extent permitted by law; gross negligence or wilful misconduct is never excluded.
D. The Company may update these T&Cs from time to time; the version referenced in the Quote at the time of acceptance shall apply.
E. The T&Cs govern both Exhibition/Events Projects and Commercial/Shopfitting Projects. Project-type-specific provisions appear in the Appendices.
F. Cape Customs services (as more fully described on the Company’s website and in client-specific Quotes) offered include (but are not limited to) the design, fabrication, manufacture, supply, delivery, installation, and project management of:
- Custom exhibition stands and displays.
- Retail and commercial shopfitting.
- Branded experience design and fabrication (including immersive activations).
- Custom furniture and joinery.
- Studio sets and staging environments.
- Retail kiosk design and build.
- Container conversions.
- Any related immersive or branded experiences for events, conferences, retail, commercial, hospitality, and production sectors.
1. DEFINITIONS
In these T&Cs, unless the context clearly indicates otherwise: “Agreement” means the Quote, these T&Cs (including any applicable Appendix), any approved drawings/shop drawings, specifications, and the written acceptance.
1.1 “Business Day” means any day other than a Saturday, Sunday, or official public holiday in the Western Cape.
1.2 “Client” means the natural person, company, close corporation, trust, partnership, or other juristic entity named in the Quote.
1.3 “Commercial/Shopfitting Project” means any permanent installation, fit-out, renovation, improvement, retail kiosk, custom furniture, or commercial shopfitting project (see Appendix B).
1.4 “Exhibition Project” means any temporary stand, display, exhibit, branded experience/activation, studio set, or container conversion for events or conferences (see Appendix A).
1.5 “Force Majeure Event” has the meaning in clause 12.
1.6 “Goods” means all materials, products, stands, fixtures, fittings, custom furniture, kiosks, sets, and components supplied or manufactured
1.7 “Handover” / “Practical Completion” means the date the Company issues a written certificate confirming the Works are substantially complete and ready for use (subject to any snagging list).
1.8 “Quote” means the written quotation, including any drawings and specifications.
1.9 “Services” means the full turnkey design, fabrication, manufacture, supply, delivery, installation, and project management services offered by the Company as described on https://capecustoms.co.za/ and in the Quote.
1.10 “Site” means the premises, venue, or location where the Works are performed or Goods delivered.
1.11 “Variations” means any addition, omission, alteration, or deviation from the Works agreed in writing and signed by both parties.
1.12 “Works” means the Services together with the supply of Goods for the Project described in the Quote (including shop drawings prepared by the Company).
2. ACCEPTANCE AND ENTIRE AGREEMENT
2.1 Acceptance requires written confirmation only (signed Quote, email from an authorised representative, or electronic signature). Verbal acceptance, telephone instructions, or conduct alone are invalid and do not bind the Company.
2.2 The Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, representations, or understandings (whether oral or written). No collateral warranties or representations are binding.
2.3 The Client confirms it has read, understood, and agrees to these T&Cs (including the applicable Appendix).
2.4 The Company may update these T&Cs from time to time; the version referenced in the Quote at the time of acceptance shall apply. These T&Cs are deliberately comprehensive to protect the Company against the risks inherent in both sectors (client delays, inaccurate data, access issues, third-party suppliers, design changes, cash-flow exposure, and unforeseen events) while complying with South African law, including the Consumer Protection Act 68 of 2008 (“CPA”) and the Protection of Personal Information Act 4 of 2013 (“POPIA”) where applicable.
3. QUOTATIONS AND DRAWINGS
3.1 All Quotes are valid for 14 calendar days from the date of issue (or as expressly stated) and are based solely on information, dimensions, and specifications supplied by the Client.
3.2 The Company prepares or causes to be prepared its own detailed shop drawings and technical specifications. The Client must review and ensure that all details including dimensions and measurements are accurate and thereafter approve them in writing within 3 business days of receipt. Silence or failure to respond is deemed full approval.
3.3 Any inaccuracy in Client-supplied data, late approvals, site measurement discrepancies, accessibility constraints, budget-driven changes, or material unavailability automatically constitutes a Variation and will be quoted and charged additionally.
3.4 The Company accepts no responsibility whatsoever for the accuracy or completeness of any information, drawings, or specifications provided by the Client.
4. CLIENT OBLIGATIONS
The Client must always:
4.1 Supply accurate dimensions, site plans, access details, power/water requirements, and all other prerequisites by the dates stipulated in the Quote;
4.2 Provide unrestricted, safe, and continuous access to the Site (including but not limited to keys, security clearances, permits, and parking for vehicles and equipment);
4.3 Ensure an authorised representative is present during key phases (especially installation and handover);
4.4 Insure the Site, Works, Goods, and all materials against all risks (fire, theft, damage, public liability, storm, etc.) from the moment materials arrive on Site. Proof of insurance must be provided on request;
4.5 Identify and mark all hidden services (electrical cables, plumbing, gas lines, etc.) and boundary pegs. The Client indemnifies the Company against any damage or claims arising from failure to do so;
4.6 Not frustrate, delay, or interfere with the Project (including late changes, restricted access, or refusal to approve drawings);
4.7 Where the Quote requires the Client to contract directly with third-party suppliers or subcontractors (signage, appliances, specialists, etc.), the Client does so entirely at its own risk; the Company bears zero liability for their performance, quality, delays, or insolvency;
4.8 Pay all invoices strictly on due date; and
4.9 Provide all branding, logos, and creative briefs required for branded experiences and custom designs required;
any breach of these obligations entitles the Company to suspend Works immediately, charge standing time at prevailing hourly rates, and/or issue additional invoices (see clause 6).
5. PAYMENT TERMS
5.1 Unless the Quote expressly states otherwise or an Appendix overrides it:
- 5.1.1 A 70% deposit is payable on written acceptance (this confirms the order and triggers manufacture);
- 5.1.2 A further 20% payable on delivery of materials to Site; and
- 5.1.3 A further 10% balance payable strictly on Handover / Practical Completion;
5.2 All amounts are in South African Rand (ZAR), and VAT will be added thereto as set out in the Quote and invoices, the Company is VAT registered.
5.3 Invoices are due on the date reflected thereon. Late payment renders the full outstanding balance immediately due and payable.
5.4 Interest on overdue amounts accrues at the prime lending rate of South Africa plus 2%, compounded monthly from due date.
5.5 The Company may withhold Handover, suspend all Works, and/or remove Goods until full payment (including Variations, interest, and extras) is received.
5.6 Additional invoices for Variations or extras are payable within 7 days.
5.7 Banking Details are:
5.7.1 Account holder: Cape Custom Stands (Pty) Ltd
5.7.2 Account type: Current
5.7.3 Account number: 27 159 371 7
5.7.4 Branch: Constantia
5.7.5 Branch code: 005309
5.7.6 Swift code: SBZAZAJJ
6. VARIATIONS, EXTRAS, AND HOURLY RATES
6.1 No Variation of this Agreement is valid unless agreed in writing and signed by handwritten signature by both parties.
6.2 The Client will be charged the Company’s prevailing hourly rates (available on request) plus the cost of materials plus 15% markup for:
6.2.1 Any additional work caused by Client changes, delays, inaccurate data, or site conditions.
6.2.2 Rectification work or re-measurements.
6.2.3 Extra time arising from restricted access or unforeseen circumstances.
6.3 All extras are invoiced separately and must be paid within 7 days. Failure to pay extras does not entitle the Client to withhold payment of the original contract amount.
7. DELIVERY, INSTALLATION, HANDOVER
7.1 Any dates provided for delivery or installation are estimates only and not guaranteed unless expressly agreed in writing.
7.2 The Company is not liable for delays caused by:
7.2.1 Client delays, late approvals, or changes;
7.2.2 Third-party suppliers, subcontractors, or venue restrictions;
7.2.3 Weather conditions, transport disruptions, or Force Majeure Events;
7.2.4 Inaccurate or incomplete information supplied by the Client.
7.3 The Client must ensure the Site is ready and accessible at the agreed time. If not, the Company may charge standing time, re-delivery, storage, and additional labour costs.
7.4 Risk in the Goods passes to the Client upon delivery to Site, whether or not installation has been completed.
7.5 Handover / Practical Completion occurs when the Company notifies the Client that the Works are substantially complete and ready for use, subject to minor snagging items.
7.6 Any snagging items must be recorded in writing at Handover and do not entitle the Client to withhold payment.
8. TITLE, OWNERSHIP, AND LIEN
8.1 Ownership of all Goods remains vested in the Company until full payment of all amounts due (including Variations, interest, and costs) has been received.
8.2 Until ownership passes, the Client:
8.2.1 Holds the Goods as bailee for the Company;
8.2.2 Must keep the Goods identifiable and separate;
8.2.3 Must not sell, pledge, or encumber the Goods.
8.3 The Company has a general lien over all Goods and property of the Client in its possession for any amount owing.
8.4 The Company may enter the Site and repossess Goods without notice if payment is overdue.
9. WARRANTIES AND GUARANTEES
9.1 The Company warrants that workmanship will be performed with reasonable skill and care.
9.2 Any warranty is limited strictly to defects arising from workmanship and excludes:
9.2.1 Normal wear and tear;
9.2.2 Misuse, abuse, or improper maintenance;
9.2.3 Damage caused by third parties;
9.2.4 Materials supplied by the Client;
9.2.5 Environmental factors (moisture, heat, corrosion, etc.).
9.3 The Client must notify the Company in writing of any defects within 7 days of discovery.
9.4 The Company’s liability is limited to repairing or replacing the defective portion at its discretion.
10. INDEMNITY
10.1 The Client indemnifies and holds the Company harmless against all claims, damages, losses, liabilities, costs, and expenses arising from:
10.1.1 Inaccurate or incomplete information supplied by the Client;
10.1.2 Failure to comply with Client obligations;
10.1.3 Any act or omission of the Client, its employees, contractors, or agents;
10.1.4 Use of the Works or Goods after Handover.
11. LIMITATION OF LIABILITY
11.1 To the maximum extent permitted by law, the Company shall not be liable for:
11.1.1 Any indirect, consequential, or special damages;
11.1.2 Loss of profit, revenue, business, or opportunity;
11.1.3 Delays beyond its reasonable control.
11.2 The Company’s total liability (whether in contract, delict, or otherwise) is limited to the total value of the Quote.
11.3 Nothing in these T&Cs excludes liability for gross negligence or wilful misconduct where such exclusion is not permitted by law.
12. FORCE MAJEURE
12.1 A Force Majeure Event means any event beyond the reasonable control of the Company, including but not limited to acts of God, fire, flood, storm, war, civil unrest, strikes, lockouts, pandemics, supply chain disruptions, transport failures, or governmental restrictions.
12.2 The Company shall not be liable for any delay or failure to perform caused by a Force Majeure Event.
12.3 The Company may suspend performance for the duration of the Force Majeure Event and resume thereafter.
12.4 If the Force Majeure Event persists for more than 30 days, the Company may terminate the Agreement on written notice.
13. BREACH
13.1 If either Party commits a breach and fails to remedy it within 7 business days of written notice (or immediately if the breach is incapable of remedy), the innocent Party may:
13.1.1 suspend performance;
13.1.2 claim specific performance;
13.1.3 cancel the Agreement; and/or
13.1.4 claim damages.
13.2 In the event of breach by the Client, the Company is entitled to:
13.2.1 Immediate suspension of all Works and withholding of Handover; Recovery of all costs incurred plus standing time and a 20% cancellation/administration fee; Interest and all legal costs on the attorney-and-client scale (the higher punitive scale); and
13.2.2 Removal of unpaid Goods under clause 8.
13.3 Cancellation by the Client for any reason triggers the same recovery rights.
14. DISPUTE RESOLUTION AND QUANTITY SURVEYOR ROLE
14.1 Any dispute (including disputes about cost, quantities, variations, quality of finishes, or defects) must first be referred to an independent registered Quantity Surveyor (QS) from the Association of South African Quantity Surveyors (ASAQS) or an architect (for quality/finish issues) as expert determiner.
14.2 The QS’s role is to:
14.2.1 Measure and value any disputed Variations or extras;
14.2.2 Assess the reasonableness of any additional charges or hourly rates;
14.2.3 Determine whether any delay or defect is attributable to the Client or the Company; and
14.2.4 Issue a binding determination (in the absence of manifest error) within 14 calendar days; costs of the QS are borne by the unsuccessful party.
14.3 If the expert determination does not resolve the dispute, it proceeds to mediation, then arbitration (under the Arbitration Act) or litigation in the Western Cape High Court, Cape Town.
14.4 The Client agrees that pending resolution it will continue to make all undisputed payments.
15. INTELLECTUAL PROPERTY
All designs, drawings, concepts, and shop drawings remain the exclusive intellectual property of the Company. The Client receives only a limited, non-exclusive, non-transferable licence for the specific Project. The Client may not copy, reproduce, or use them for any other purpose.
16. GENERAL PROVISIONS
16.1 These T&Cs are governed by the laws of the Republic of South Africa.
16.2 The Company may subcontract any part of the Works without prior notice; liability follows the exclusions in clauses 7 and 11.
16.3 If any provision is held invalid, the remainder remains enforceable.
16.4 No indulgence or waiver is binding unless in writing.
16.5 The Client consents to the jurisdiction of the Western Cape High Court, Cape Town, and to service of process at its nominated address.
17. PROTECTION OF PERSONAL INFORMATION (POPIA)
17.1 The parties acknowledge that, in the course of performing this Agreement, they may collect, use, store, share or otherwise process Personal Information as defined in terms of POPIA belonging to data subjects. Examples of Personal Information processed in connection with the Works include, but are not limited to:
17.1.1 Contact details of the Client and its authorised representatives;
17.1.2 Identification and verification information;
17.1.3 Site access and security-related data;
17.1.4 Payment and financial information;
17.1.5 Any other personal information voluntarily provided or necessarily collected.
17.2 The Company acts as the Responsible Party (or Operator where applicable).
17.3 Each party undertakes to process Personal Information lawfully, fairly, transparently, and only to the minimum extent necessary.
17.4 The Client hereby consents to the Company processing their Personal Information.
17.5 The Company shall implement and maintain appropriate, reasonable technical and organisational measures to secure the integrity and confidentiality of Personal Information.
17.6 The Company may share or disclose Personal Information only where necessary.
17.7 The Client must provide accurate and up-to-date Personal Information.
17.8 Breach / Security Compromise Scenarios and Response: detailed scenarios apply.
17.9 In the event of any actual or suspected security compromise, both parties must notify, cooperate, and comply with POPIA obligations.
17.10 Data subjects have rights under POPIA.
17.11 The Company will retain Personal Information only for as long as necessary.
17.12 This clause survives termination of the Agreement.
18. GENERAL FINAL TERMS
18.1 This Agreement incorporates the entire Agreement between the Parties.
18.2 No warranties or representations exist beyond those expressly stated.
18.3 No indulgence shall prejudice rights.
18.4 Invalid provisions are severable.
18.5 Each party confirms independent advice.
18.6 No assignment without consent.
18.7 No waiver of rights.
18.8 South African law governs.
19. CONCLUSION OF THE AGREEMENT, AUTHORISATION AND ACKNOWLEDGEMENT BY THE PARTIES
19.1 The Parties warrant lawful authority and enforceability.
19.2 Due diligence and authorisation confirmed.
19.3 Contra proferentem rule excluded.
19.4 Each Party confirms understanding, authority, and voluntary agreement.
APPENDIX A – EXHIBITION / EVENTS PROJECTS (TEMPORARY STRUCTURES)
A.1 Application applies to Exhibition Projects only.
This Appendix applies only when the Quote expressly states that the Project is an Exhibition Project (temporary custom exhibition stands, branded experiences/activations, studio sets, container conversions, or displays for events or conferences).
A.2 Warranties and Guarantees
A.2.1 Warranties are limited strictly to the original manufacturer’s guarantee on materials only.
A.2.2 No structural, installation, or long-term guarantee applies due to the temporary nature of the Works.
A.2.3 The defects liability period is limited to 30 days from Handover or the last day of the event (whichever is earlier).
A.3 Payment Terms (override clause 5.1 where inconsistent) For Exhibition Projects the standard payment structure is: – 70% deposit on acceptance – 30% balance strictly prior to or on delivery / installation (or on Handover where installation is on-site)
A.4 Handover / Practical Completion Due to the short-turnaround nature of Exhibition Projects, the Client must inspect and accept the Works at the point of handover / installation. Any snagging list must be provided within 24 hours. No further claims will be entertained after dismantling or after the event concludes.
APPENDIX B – COMMERCIAL / SHOPFITTING PROJECTS (PERMANENT INSTALLATIONS)
B.1 Application This Appendix applies only when the Quote expressly states that the Project is a Commercial/Shopfitting Project (permanent retail & commercial fit-outs, shopfitting, custom furniture, retail kiosks, or related installations).
B.2 Warranties and Guarantees
B.2.1 A 12-month defects liability period runs from the date of Practical Completion.
B.2.2 During this period the Company will repair or replace (at its election) any defects in workmanship or materials (excluding normal wear and tear, misuse, Client alterations, third-party products, or damage caused after Handover).
B.2.3 Manufacturer warranties on materials/fittings are passed through to the Client where applicable.
B.3 Payment Terms (override clause 5.1 where inconsistent) For larger Commercial/Shopfitting Projects the Company may require staged progress payments, for example: – 30% deposit on acceptance – 30% on approval of final shop drawings / commencement of manufacture – 20% on delivery of major materials to Site – 10% on Practical Completion – 10% on Final Completion / rectification of snags
B.4 Handover / Practical Completion
B.4.1 The Client has 5 business days after Practical Completion certification to submit a detailed snagging list.
B.4.2 After rectification of valid snags, the Company issues a Final Completion certificate.
B.4.3 The defects liability period commences on Practical Completion.
