Terms & Conditions
THE FASHION AGENT ("THE FASHION AGENT", "The Fashion Agent", "we", "us, "TFA", "Agent") website(s) (our "Site" or "Sites") and related services are made available to you in accordance with the following Terms and Conditions, and any other rules posted and published on our Sites (collectively, the "Terms and Conditions").
Please read the Terms and Conditions ("Terms & Conditions") carefully before placing any orders on www.shop.thefashionagent.co.za and www.shop.thefashionagent.co.uk. We recommend you should keep a copy of the Terms and Conditions for future reference.
In these Terms and Conditions, unless the context clearly indicates otherwise, the following words and expressions have the following meanings:
"THE FASHION AGENT" means a closed corporation incorporated in terms of the laws of South Africa, with registration number 2010/083448/23 and having its registered offices at 21 Scott Street, Waverley, Johannesburg, South Africa. Our VAT number is 4730262468.
"THE FASHION AGENT" is a trading name of The Fashion Agent Group LTD, a company registered in England and Wales under registration number 12834878. Our registered address is Kemp House, 152-160 City Road, London, EC1V 2NX, United Kingdom.
“Business Day(s)” means any week day excluding Saturday, Sundays and South African and United Kingdom public holidays and shall be reckoned exclusively of the first and inclusively of the last day unless the last day fails on a Saturday, Sunday or public holiday, in which case the last day shall be the next succeeding day which is not a Saturday, Sunday or a public holiday;
“Customer” means the company, close corporation, trust, partnership, person or any other entity who Orders Products from The Fashion Agent;
“Order(s)/(ed)” means any online, oral, written or partly oral, partly written request by the Customer to The Fashion Agent for any Products;
“Parties” means collectively the Customer and The Fashion Agent and “Party” means either of them as the context determines;
“Products” means any garments, shoes, jewellery, accessories, decor items, beauty products, fashion items, clothing, collections and goods that The Fashion Agent offers to sell from time to time;
“Terms and Conditions” means all the terms and conditions recorded in this document.
Any words in these Terms and Conditions signifying any one gender shall include the others, words signifying the singular shall include the plural and vice versa, and words signifying a natural person shall include an artificial or juristic person and vice versa.
The Parties agree that the rule of interpretation to construe contact terms against the drafter, namely the contra proferentum rule shall not be applicable.
These Terms and Conditions shall apply to all Products Ordered by the Customer, to the complete exclusion of any other terms and conditions, whether oral or in writing.
The headings in these Terms and Conditions have been inserted for convenience only and shall not be used for nor assist or affect its interpretation.
COMMENCEMENT AND DURATION
These Terms and Conditions shall commence and be in full force and effect from the date the Customer Orders the Products or any one or part thereof and shall endure indefinitely. Any Orders placed by the Customer immediately constitute an offer to purchase the Products Ordered subject to the all these Terms and Conditions. The Customer agrees that from the commencement of these Terms and Conditions the Customer shall never contact any one of The Fashion Agent’s designers or suppliers directly and shall instead direct any queries, feedback and requests to The Fashion Agent.
ORDERS AND PRICE
An Order will be deemed to have been received by The Fashion Agent when The Fashion Agent accepts the Order, which acceptance need not be in writing. Failure by The Fashion Agent to formally confirm or notify the Consumer of its acceptance shall not affect the validity of the sale or the enforceability thereof.
The price due and payable by the Customer to The Fashion Agent for the Products shall be The Fashion Agent’s quoted price at the time of the Order.
All prices and quotes are inclusive of VAT for sales in South Africa and exclusive of VAT for sales outside South Africa, payable by the Customer in accordance with clause 5 below.
All prices are quoted in South African Rands (ZAR R) for the following countries: Botswana, Eswatini, Lesotho, Mozambique, Namibia, South Africa, Zambia, Zimbabwe. All prices are quoted in Euros (EUR €) for rest of World.
The Customer must, prior to delivery of the Product(s) Ordered, make payment to The Fashion Agent of a deposit in the amount equal to 50% of the price of the Order as per clause 4 above. The Fashion Agent shall supply the Customer with an invoice for the deposit and the invoice shall be due and payable upon receipt.
The Customer must pay the balance of 50% of the price of the Order to The Fashion Agent after receipt of the invoice for the balance from The Fashion Agent and by no later than the date of stock collection ("shipment) by the Customer of the Product(s) Ordered.
In the event that the Customer disputes any invoice charges, then the Customer shall notify The Fashion Agent in writing within two days of receipt of invoice and the Customer shall in the interim pay The Fashion Agent the undisputed portion of the invoice.
In the event that The Fashion Agent does not receive notification as aforesaid, then the Customer shall have deemed to have accepted the invoice and the correctness of the contents of the invoice in respect to the entire contents of the invoice.
All payments to The Fashion Agent by the Customer shall be paid in cleared funds, in full and promptly without deferment, free of exchange and without any deduction or set-off of whatsoever nature.
The Customer agrees and acknowledges that:
- all payments made to The Fashion Agent shall only be deemed to have been received by the Fashion Agent when same is actually delivered to the Fashion Agent in cleared funds and all risk in and relating to such payments shall lie with the Customer until the date of such delivery;
- payments made directly into The Fashion Agent’s bank account shall be at the Customer’s risk until confirmed as cleared funds by The Fashion Agent’s bankers; and
- unless otherwise specifically directed in writing by an authorised representative of The Fashion Agent, no third party is authorised to accept any payment due by the Customer on behalf of The Fashion Agent.
STOCK COLLECTION / SHIPMENT
Although The Fashion Agent shall endeavour as far as reasonably possible to have the Products ready for stock collection / shipment by the Customer by any agreed delivery date or within any agreed time period, The Fashion Agent shall not be held liable for any loss or damage, of whatsoever cause and howsoever arising in the event of any reasonable delay.
Products can only be collected and shipped on a Business Day.
The Customer is required to ensure to provide correct personal details, especially a correct physical shipping address. On stock or product delivery, the Customer or a Customer’s representative shall be required to sign as confirmation of receipt. Any person who receives the Products nominated by the Customer is presumed to be authorised to receive the Products ordered on behalf of the Customer.
All Products are subject to availability at the time of the Order.
Taxes and duties are calculated according to your shipping destination and itemised on the Order Summary page. Make sure you select your location to view the correct local market pricing, delivery times and shipping costs.
We ship products manufactured in South Africa and within South Africa on a DDP (Delivered Duty Paid).
All other destinations are DDU (Delivered Duty Unpaid), product prices displayed are exclusive of all taxes and duties. Once your order arrives at its destination, you will be required to pay all import duties, customs and local sales taxes for where you are shipping to. For an estimate of taxes and duties on your purchase, contact your local customs.
All risk, loss, theft and/or damage of whatsoever nature in respect of the Products shall pass to the Customer when we receive full payment from you.
- The Fashion Agent shall not be obliged to release any Products to the Customer for shipment until receipt in full and in cleared funds of the deposit and balance payments as per above.
- All the Products shall remain the property of The Fashion Agent until The Fashion Agent receives payment in full from the Customer.
VARIATION AND ADDITIONS
These Terms and Conditions constitute the entire agreement between the Parties in respect of their subject matter and no addition, variation, relaxation or waiver of any of the provisions of these Terms and Conditions shall be of any force or effect unless otherwise agreed in writing and duly signed by authorised representatives of all the Parties.
No act or omission of the Fashion Agent will be construed as a variation, relaxation or waiver of any of these Terms and Conditions.
ASSIGNMENTS AND CESSION
The Customer shall not cede or assign any of its rights and/or obligations in these Terms and Conditions without the prior written consent of the Fashion Agent.
Subject to all the provisions in these Terms and Conditions, including clause below, should any Party commit a breach of this Agreement and fail to remedy that breach within 7 (seven) business days after receipt from the other Party of written notice calling upon it so to do, then the Party aggrieved by that breach shall be entitled to enforce the performance of the terms hereof and/or claim damages, interest and costs on an attorney own client scale (plus any commission and disbursements). In the event of any conflict between this clause 10 and any other provision(s) in these Terms and Conditions, the other provision(s) in these Terms and Conditions shall take precedent over this clause and shall prevail.
TERMINATION AND SUSPENSION
- Under no circumstances shall the Customer be entitled to terminate or cancel these Terms and Conditions.
- The Fashion Agent shall be entitled to immediately suspend or terminate the stock collection and shipment of any Products and claim the immediate return of any Products already collected and not paid for and/or terminate/cancel these Terms and Conditions (without notice) if the Customer:
- fails to make any payment due to The Fashion Agent;
- is in breach of any of these Terms and Conditions;
- is deceased;
- is de-registered;
- commences any winding up proceedings;
- commences any business rescue proceedings;
- becomes insolvent;
- concludes a compromise with any of its creditors;
- commits an act of insolvency; or
- a judicial manager, trustee, executor or curator is appointed in respect of the Customer.
Upon termination/cancellation by The Fashion Agent, The Fashion Agent shall have no further obligations to the Customer in terms of these Terms and Conditions and/or the Customer’s Order and the Customer agrees to pay the Fashion Agent any and all amounts due and owing as at date of termination/cancellation including any costs and damages in respect to any loss suffered by The Fashion Agent as a result of the termination/cancellation.
Upon suspension, termination and/or cancellation The Fashion Agent shall not be liable for compensation or damage of any kind, whether on account of the loss by the Customer of present or prospective profits, or expenditures, investments, goodwill established, clientele or customers obtained, or commitments made in connection with these Terms and Conditions, or on account of anything or cause whatsoever.
Under no circumstances shall The Fashion Agent be liable towards the Customer or any other person for any loss of any nature whatsoever and howsoever arising, including but not limited to special, indirect or consequential damages, whether or not negligent, wilfully wrongful, or otherwise actionable at law whether based upon inter alia lost of goodwill, loss of profits, loss of revenue or any other losses.
The Customer indemnifies The Fashion Agent and holds The Fashion Agent harmless from any and all claims, demands, liabilities, suits, losses, costs or expenses of any kind howsoever arising against and for all claims (including third party claims) as a result of death, injury, losses, including but not limited to consequential loss, damages, interest on claims and costs (including all attorneys costs) arising out of or in connection with any act or omission by The Fashion Agent, its associated companies, its personnel, officers, employees, agents or subcontractors or their employees, due to or in connection with or in consequence of any transaction concluded between the Customer and The Fashion Agent. The Fashion Agent shall not be liable by reason of any representation, or any implied warranty, condition or other term or any duty at common law or under the terms of these Terms and Conditions for any indirect, special or consequential loss or damage (whether loss of profit, contracts, business or goodwill or otherwise), costs, expenses or other claims for compensation whatsoever, whether caused by The Fashion Agent, its employees or agents or otherwise.
Despite the aforesaid indemnity and in the event that The Fashion Agent is found to be liable to anyone by operation of law, then a total liability to any such claimant shall not exceed the sum of R2000 (two thousand Rand).
This indemnity shall be construed to the widest extent in favour of The Fashion Agent and shall endure after termination or cancellation of these Terms and Conditions for any reason.
- The Fashion Agent is not and will not be responsible or liable for any failure or delay in performing any obligation in the event and to the extent that such failure or delay is caused by any circumstance beyond the reasonable control of The Fashion Agent, including but not limited to labour disruptions or disturbances, stay always or strikes (whether legal, illegal or in sympathy), court orders, war (declared or not), revolution, riot, civil unrest or commotion, mob violence, boycott, fire, explosion, theft, sabotage, storm, flood, rain, lightning, or any other adverse weather condition, epidemic, pandemic, quarantine, accident or acts or restraints of government imposition, shortages of materials or services.
- In the event of an occurrence of any of the events referred to above, The Fashion Agent will give timeous notice of the occurrence of such an event and will use all reasonable endeavours to minimise the effect of such an event in the performance of any or all of its obligations, including but not limited to delivery.
RETURNS AND REFUNDS
To start a return, you can contact us at firstname.lastname@example.org. Items sent back to us without first requesting a return will not be accepted.
- The Fashion Agent shall comply with all the mandatory requirements applicable to The Fashion Agent in terms of the Consumer Protection Act of 2009, as amended or substituted from time to time (the “CPA”).
- The Customer has the right to receive Products that are reasonably suitable for the purpose that they are intended to be used for, are of good quality, free of defects and in good working order and will be durable and usable for a reasonable period of time. If any of the Products are found not to comply with these requirements then after receiving the Products the Customer can return the Products or get the Products replaced or get the Products repaired for the limited time period prescribed by the CPA. However the Customer will not be able to return any of the Products because they are defective or not suitable for their purpose if the Customer was made aware of the specific defect(s) and the Customer agreed to receive the Products in that condition.
- If the Customer has not had the opportunity to examine or inspect the Products received before purchase then on stock receiving date of the Products they are entitled to inspect the Products. If on this initial inspection they find that the Products do not meet the type or quality one could reasonably expect as per these Terms and Conditions or if the Products were made in terms of a special or custom order, and the Products do not reasonably conform to the specifications of that Order, then the Customer can immediately refuse delivery on the stock receiving date and receive a refund, but not thereafter (unless in terms of another provision in these Terms and Conditions).
- If the Customer informs The Fashion Agent that the Products are being bought to fulfil a particular purpose, and The Fashion Agent advises the Customer that the Products will meet this particular purpose then within 5 (five) Business Days after receiving the Products the Customer may return the Products and receive a refund if the Products are not suitable for that particular purpose.
- Notwithstanding anything in these Terms and Conditions the Customer is not entitled to return any Products (even in the event of any of the above reasons) if for reasons of public health or public regulation such return is prohibited or after having been supplied to the Customer, the Products have been partially or entirely disassembled, altered or added or combined with other goods, products or property.
- We may withhold reimbursement until we have received the Goods or Products back from you.
- Goods, Products, Items have to be returned unused and with all THE FASHION AGENT and designer garment tags still attached. Returns that are damaged or soiled will not be accepted and will be sent back to the customer and/or a refund refused.
- Where provided, belts and any designer packaging such as authenticity cards, dust bags and leather tags must be included with your return. Unidentified returns will be returned to sender.
- However the Customer will be liable for and will have to pay the delivery costs and any costs incurred to return the Products.
We will notify you once we’ve received and inspected your return, and let you know if the refund was approved or not. If approved, you’ll be automatically refunded on your original payment method. Please remember it can take some time for your bank or credit card company to process and post the refund too.
MAGISTRATE’S COURT JURISDICTION
- For the purposes of any and all disputes arising out of or in connection with these Terms and Conditions, the Customer and The Fashion Agent hereby consent to the jurisdiction of the Magistrate’s Court, notwithstanding that such proceedings are otherwise beyond its monetary jurisdiction.
- Notwithstanding the provisions of clauses above, either Party shall have the right at its sole option and discretion to institute proceedings in any other competent court in South Africa.
- The Customer shall be liable for any and all legal costs incurred by The Fashion Agent including, but not limited to collection commission and fees and disbursements (including attorney own client costs) in respect to any claims that The Fashion Agent may have against the Customer or in the case of any unsuccessful claims by the Customer against The Fashion Agent.
- To the extent that a dispute has not already been referred to a Court of competent jurisdiction, any dispute between the Parties arising in connection with these Terms and Conditions or the subject matter hereof may, at the election of either Party, be submitted to arbitration for resolution.
- A Party shall be entitled to refer a dispute to arbitration by notifying the other Party in writing of its intention to do so. The arbitration notice shall include the names of not less than 3 (three) natural persons proposed for appointment as arbitrator.
- Should the Parties fail to agree to an arbitrator within 5 (five) Business Days of date of the arbitration notice, the arbitrator shall be appointed, at the written request of either Party (which request shall be copied to the other Party), by the Law Society of the Northern Provinces (or its successor).
- The arbitration proceedings shall be held at Johannesburg and shall be conducted under the Supreme Court Act and the Uniform Rules of the High Court.
- The arbitrator shall be entitled, on the written application of either Party at any time, to amend the arbitration rules and/or any time periods provided for therein or to supplement the arbitration rules in the interest of resolving the dispute effectively, efficiently and economically (provided that no such amendment or supplemented rule shall operate retrospectively).
- The arbitration proceedings shall be conducted as expeditiously as possible.
- The decision of the arbitrator shall be final and binding and there shall be no rights of appeal, notwithstanding the provisions of the arbitration rules.
- The Parties irrevocably agree and acknowledge that delivery of the arbitration notice shall interrupt prescription and shall be deemed to constitute the service or process for the purposes of interrupting prescription in terms of the Prescription Act No. 68 of 1969 (as amended) or as the case may be the corresponding provisions in any substituted legislation.
- The provisions of this clause constitute an irrevocable consent by the Parties to the arbitration proceedings (if the election in clause above is exercised) and neither Party shall be entitled to withdraw from the provisions of this clause or claim that it is not bound by this clause.
- The provisions in this clause are severable and shall remain in effect despite the termination, invalidity or alleged invalidity of these Terms and Conditions for any reason whatsoever.
- Nothing in this clause shall preclude either Party from seeking interim and/or urgent relief from a court of competent jurisdiction.
- The Fashion Agent and the Customer chooses their address and contact numbers at their place of business in South Africa as their domicilium citandi et executandi for all purposes including the service of any legal process.
- Any notice of other communication to be given to any of the Parties shall be valid and effective only if it is given in writing and delivered to the Parties domicilium citandi et executandi.
- A notice to any Party which is sent by registered post in a correctly addressed envelope to the address specified above shall be deemed to have been received (unless the contrary is proven) within 14 (fourteen) Business Days from the date it was posted or if it is delivered to the Party by hand, it shall be deemed to have been received on the date of delivery by hand, provided it was delivered to a responsible person during business hours.
- Each notice by email to a Party at the email address specified above shall be deemed to have been received (unless the contrary is proven) within 24 (twenty four) hours of transmission if it is transmitted during normal business hours of the receiving Party or within 24 (twenty four) hours of the beginning of the next Business Day at the destination after it is transmitted, if it is transmitted outside the business hours.
- Any Party may by written notice to the other Party change its domicilium citandi et executandi for the purposes of this clause to any other address in the Republic of South Africa (other than a post office box address) provided that the change shall become effective on the 7th Business Day after the receipt of such notice.
- No remedy conferred by these Terms and Conditions are intended to be exclusive in any other remedy which is otherwise available in law, unless expressly limited in these Terms and Conditions. Each remedy shall be accumulative and in addition to any other remedy granted in terms of this Terms and Conditions or otherwise available in law. The election of any one or more remedy by any of the Parties shall not constitute a waiver by such Party of the right to pursue any other remedy.
- If any provision of these Terms and Conditions are rendered void, illegal or unenforceable in any respect such provision shall be severable and the validity, legality and enforceability of the remaining provisions of these Terms and Conditions shall remain in full force and effect.
- No indulgence, leniency or extension of time which any Party may grant or show to any other Party, shall in any way prejudice such Parties rights in terms of these Terms and Conditions.