BUSINESS ACCOUNT, TRADE CREDIT & SERVICE CONTRACT TERMS

1. Who These Terms Apply To

These terms apply where the customer is a juristic person — a hospital, clinic, pharmacy, medical practice, distributor, company, close corporation, trust, partnership or organ of state — rather than an individual consumer buying for personal use.

They supplement our Terms and Conditions of Sale. Where the two conflict in respect of a business account, these terms prevail. Everything not addressed here — pricing display, regulatory compliance, delivery, intellectual property, force majeure, governing law — is governed by the general Terms and Conditions.

2. How the Consumer Protection Act Applies to Your Account

Section 5(2)(b) of the Consumer Protection Act 68 of 2008 ("CPA") provides that the Act does not apply to a transaction where the customer is a juristic person whose asset value or annual turnover, at the time of the transaction, equals or exceeds the threshold determined by the Minister — currently R2 000 000 (Government Notice 294, Government Gazette 34181 of 1 April 2011).

• If your organisation is below that threshold, the CPA applies to your purchases in full, including the implied warranty of quality in section 56 and the right to safe, good quality goods in section 55. Nothing in these terms limits those rights.
• If your organisation is at or above that threshold, the CPA does not apply, and your rights are those set out in these terms and in the common law. Section 61 of the CPA, which imposes liability for harm caused by unsafe goods or a product defect, likewise falls away, and clause 13 governs instead.

You must tell us, on request, whether your organisation is above or below the threshold. We rely on your answer in good faith. The cooling-off right in section 44 of the Electronic Communications and Transactions Act 25 of 2002 applies only to natural persons and is not available on a business account.

3. Opening a Business Account

To open an account we require:

• the registered name, registration number and trading name of the organisation;
• the VAT registration number, and any tax exemption certificate you rely on;
• proof of the physical address and the delivery address, where these differ;
• the names, roles and contact details of your authorised buyers, procurement managers and finance officers;
• where you intend to buy products restricted by their regulatory classification, a valid facility or professional licence — see our Prescription & Licence Verification Policy; and
• where trade credit is requested, the information in clause 7.

Each named user is given a role on the account, and that role determines what they can do. It is your responsibility to tell us promptly when a user leaves your organisation or their authority changes. Until you do, we are entitled to treat instructions from that user as authorised by you.

4. Requests for Quotation and Quoted Prices

4.1 An RFQ is not an order. Submitting a request for quotation invites us to quote. It creates no obligation on either side.

4.2 A quotation is an offer with a life. Unless the quotation says otherwise, it is valid for 30 days from issue, is subject to stock remaining available, and lapses automatically on expiry. A quotation is given for the quantity and specification quoted; a change to either requires a fresh quotation.

4.3 Acceptance. A contract arises when you accept the quotation in writing or through your account and we confirm acceptance. Your purchase order terms, standard conditions or vendor portal terms do not apply to the contract unless we have agreed to them in a signed written document, even where we perform after receiving them.

4.4 Correction of errors. An obvious error in a quotation — arithmetic, transposition, specification or a manifest pricing mistake — may be corrected before dispatch. We will notify you and you may then cancel that line without penalty.

4.5 Confidentiality. Quoted pricing is confidential to your organisation, is given on the basis of the volume and terms quoted, and may not be disclosed to third parties or used as a reference price in another supplier's negotiation.

5. Minimum Order Quantities and Packaging

Individual products carry a minimum order quantity for business purchases, shown on the product page and enforced at checkout on Corporate PO orders. Minimum quantities exist because the products are supplied in sealed manufacturer cartons that we do not break for hygiene and traceability reasons.

Orders below the applicable minimum will be declined or rounded up to the next full carton with your agreement. Where you require a smaller quantity, contact us and we will quote it as a special order.

6. Purchase Orders and Order Acceptance

Where you order against a purchase order, quote the PO number at checkout. We may refuse or cancel any order for the reasons set out in clause 8 of our Terms and Conditions, and in addition where:

• the order would exceed your available credit limit;
• your account has an overdue balance;
• a licence required for a restricted product has expired or has not been verified; or
• the order is placed by a user whose authority we have reason to doubt.

Orders left unpaid, or without an approved purchase order, for more than 24 hours are cancelled automatically and the stock released. You may place the order again.

7. Trade Credit — Corporate PO Net-30

7.1 Credit is granted, not assumed. Trade credit is available only to accounts we have approved in writing for it. Approval follows an assessment of your organisation's standing and may require trade references, financial statements, or a suretyship from a director or member. We may decline an application without giving reasons.

7.2 Credit limit and terms. Your approved credit limit and payment terms are recorded on your account and visible to your finance users. The standard term is 30 days from date of invoice. Orders that would take the account over the limit are held until payment is received or the limit is increased.

7.3 Payment. Payment is due in full, in South African Rand, without set-off, deduction or withholding on account of any counterclaim, by electronic transfer to the account nominated on the invoice. Your remittance must quote the invoice number.

7.4 Overdue accounts. If an invoice is not paid on the due date we may, without prejudice to any other right: charge interest on the overdue amount at the maximum rate permitted by law from the due date to the date of payment; suspend further supply and place the account on hold; withdraw agreed discounts; require prepayment for further orders; and claim recovery costs.

7.5 The National Credit Act. Where interest or a fee is levied on an overdue amount, the arrangement may constitute an incidental credit agreement as defined in the National Credit Act 34 of 2005, and the provisions of that Act that apply to incidental credit agreements will apply. The Act does not otherwise apply where the customer is a juristic person whose asset value or annual turnover equals or exceeds R1 000 000, nor to a large agreement with a juristic person.

7.6 Review and withdrawal. We may review, reduce or withdraw a credit facility at any time on written notice, and will do so immediately on any act of insolvency, business rescue, liquidation, cession of the business, or material breach. All amounts owing become immediately due on withdrawal.

7.7 Reservation of ownership. Ownership of goods supplied on credit passes only on payment in full of all amounts owing on the account, notwithstanding that risk passes on delivery. Until then you hold the goods for us, must keep them identifiable and insured, and must not encumber them. This does not affect your right to use or resell them in the ordinary course of business before we demand their return.

7.8 Disputed invoices. Query an invoice within 14 days of its date. Payment of the undisputed balance remains due on the due date.

8. Delivery, Inspection and Short Delivery

Risk in the goods passes to you on delivery to the address on the order. You must inspect each delivery on receipt and check the quantity, product, lot numbers and expiry dates against the delivery note and your order.

Claims for shortage, damage in transit, or incorrect supply must reach us within 7 business days of delivery, with the delivery note reference and photographs where relevant. Claims outside that period may be refused, save where the defect was not reasonably discoverable on inspection. This time limit does not apply to a safety issue, which should be reported immediately under our Product Safety, Adverse Event & Recall Policy.

Where a delivery is refused or cannot be made because nobody is available to receive it, redelivery is at your cost.

9. Returns on a Business Account

The hygiene and infection-control restrictions in our Returns & Refunds Policy apply equally to business accounts: opened single-use medical devices, and devices whose tamper-evident seal has been broken, cannot be returned.

Subject to that:

• Defective or incorrectly supplied goods are replaced or credited in full, and we bear the cost of return.
• Over-ordered but unopened stock may be returned only with our prior written authorisation, within 30 days of delivery, in original sealed cartons and in resaleable condition with adequate remaining shelf life. A handling and restocking charge of up to 15% of the invoiced value applies, and return carriage is at your cost. Special orders and non-stock items are not returnable.
• Recalled goods are dealt with under the recall policy, at our cost, with no restocking charge and no time limit.

Credits are applied to your account and are not paid out in cash unless the account is being closed.

10. Regulatory Responsibilities of Business Customers

By ordering on a business account you undertake that:

• you hold, and will maintain, every licence, permit and registration required to receive, store, dispense or resell the devices you order, and you will notify us immediately if any lapses or is suspended;
• you will store and handle the devices in accordance with the manufacturer's instructions and the labelled conditions, and will operate stock rotation so that devices are not supplied past their expiry date;
• you will maintain records sufficient to trace each lot or batch you receive to the patient or facility it was supplied to, and will give us those records without delay if we need them for a recall or a vigilance investigation;
• you will pass on to your own patients or customers the instructions for use and any field safety notice we issue;
• you will report to us any adverse event, near adverse event or product complaint that comes to your attention, promptly enough for us to meet the SAHPRA deadlines in clause 5 of our vigilance policy — which are as short as 48 hours; and
• you will not relabel, repackage, alter, sterilise or reprocess a device, or represent it as anything other than what its labelling states.

Devices are supplied for lawful use and resale within the Republic of South Africa. Export requires our prior written consent and remains subject to the destination country's regulatory requirements, which are your responsibility.

11. Service Contracts (AMC and CMC)

Where you purchase equipment covered by an annual maintenance contract ("AMC") or a comprehensive maintenance contract ("CMC"), the following applies in addition to the contract schedule issued with your order.

• Cover period. Cover runs from the start date to the end date on the contract schedule and is tied to the specific serial numbers listed on it. Cover does not transfer to a replacement unit unless we confirm it in writing.
• AMC covers scheduled preventative maintenance, functional testing and labour on corrective visits. Parts and consumables are quoted separately.
• CMC covers the AMC scope plus replacement parts, excluding consumables, and excluding damage falling within the exclusions below.
• Exclusions. Neither contract covers damage from misuse, unauthorised repair or modification, operation outside the specified environment or power conditions, use of non-approved consumables, accident, water ingress, power surge, theft, or force majeure.
• Access. You must give our technician safe and timely access to the equipment and a competent operator to describe the fault. Standby time caused by lack of access is chargeable.
• Renewal. Contracts do not renew automatically. We will invite renewal before expiry; cover lapses on the end date if it is not renewed.

12. Support Tickets and Response Targets

Log support requests through your account dashboard so that they are tracked against your contract. Our targets are:

These are response targets, not guarantees of resolution, and they are measured in business hours. They are not warranties and do not give rise to a penalty. Nothing here displaces the statutory reporting deadlines in our vigilance policy, which apply regardless of contract status.

13. Liability on a Business Account

13.1 We remain liable for death or personal injury caused by our negligence, for fraud, and for any liability that cannot lawfully be excluded or limited — including, where the CPA applies to your account, liability under sections 55, 56 and 61 of that Act.

13.2 Subject to clause 13.1, and to the maximum extent permitted by law, neither party is liable to the other for loss of profit, loss of revenue, loss of anticipated savings, loss of contract, loss of goodwill, loss of data, or any indirect or consequential loss, whether arising in contract, delict or otherwise.

13.3 Subject to clause 13.1, our total liability arising out of or in connection with any order is limited to the invoiced value of the goods giving rise to the claim.

13.4 You indemnify us against any claim arising from your breach of clause 10, from your storage, handling, dispensing or resale of the devices, or from your failure to pass on instructions for use or a field safety notice.

14. Suspension and Closure of an Account

We may suspend or close a business account on written notice where an amount is overdue, a required licence has lapsed, these terms are materially breached, or an act of insolvency occurs. Closure does not affect accrued rights, amounts owing, ownership reserved under clause 7.7, or the obligations in clauses 10 and 13, which survive.

You may close your account at any time on written notice, once all amounts owing have been paid and any open service contracts have run their course or been settled.

15. Confidentiality and Data Protection

Each party will keep confidential the other's non-public commercial information disclosed in connection with the account, and use it only for the purposes of the trading relationship.

Where you give us personal information about your staff, patients or customers, you warrant that you are entitled to do so and that the data subjects have been informed as POPIA requires. We process it as described in our Privacy Policy. Where a supply arrangement makes one of us the operator of the other, we will conclude a written operator agreement as sections 20 and 21 of POPIA require.

16. Disputes, Amendment and Governing Law

Raise a dispute first with your account contact at support@g1healthcare.co.za. If it is not resolved within 15 business days, either party may refer it to arbitration under the rules of the Arbitration Foundation of Southern Africa, seated in Johannesburg, before a single arbitrator — or to the South African courts, at the referring party's election. Where the CPA applies to your account, you retain your right to refer the matter to the Consumer Goods and Services Ombud or the National Consumer Commission instead.

These terms may be amended on 30 days' written notice. The version in force when an order is accepted governs that order. No variation, waiver or indulgence is binding unless recorded in writing and signed by both parties. These terms are governed by the law of the Republic of South Africa.

17. Contact

G 1 Healthcare (Pty) Ltd — Registration No. 2025/451756/07

SAHPRA Medical Device Establishment Licence No. 00005410MD

Registered Office: 3 Inglenook Road, Riverside Lifestyle Estate, House 14, Nahoon Valley Park, Eastern Cape, 5202, South Africa

Trade accounts and RFQs: support@g1healthcare.co.za · WhatsApp +27 84 498 6840