Standard Terms and Conditions
of Sale and Service

1. APPLICATION OF THESE TERMS

1.1 These Standard Terms and Conditions ("Terms") apply to all quotations, proposals, sales, fabrication, manufacture, supply, repairs, modifications, servicing, installation, commissioning, technical assistance, consulting and other work undertaken by Intuitive Bitumen Equipment (Pty) Ltd ("IBE").

1.2 These Terms shall form part of every quotation, purchase order accepted by IBE, contract or agreement between IBE and the customer ("Customer"), unless otherwise agreed in writing by an authorised representative of IBE.

1.3 Acceptance of an IBE quotation, issue of a purchase order, payment of a deposit, instruction to commence work, delivery of equipment or permitting IBE to commence services shall constitute acceptance of these Terms.

1.4 Where a specific written quotation or contract contains provisions inconsistent with these Terms, the specific provisions of that quotation or contract shall prevail only to the extent of the inconsistency.

1.5 No terms contained in a Customer purchase order or other Customer documentation shall amend or replace these Terms unless expressly accepted by IBE in writing.

2. QUOTATIONS AND VALIDITY

2.1 Quotations are valid for the period stated on the quotation.

2.2 Unless specifically stated otherwise, prices exclude VAT, transport, accommodation, travel, cranes, rigging, civil works, electrical supply, utilities, site establishment and other third-party costs.

2.3 Pricing is based on the specifications, drawings, quantities, information and site conditions known to IBE at the date of quotation.

2.4 Any change to the specification, scope, quantity, design, materials, site conditions or Customer requirements may result in a price and/or programme adjustment.

2.5 Typographical, clerical, calculation or administrative errors may be corrected by IBE upon discovery.

3. SCOPE OF SUPPLY

3.1 IBE's obligations shall be limited to the equipment, materials and services expressly described in the accepted quotation.

3.2 Anything not expressly included in the quotation shall be deemed excluded.

3.3 Where drawings, layouts, dimensions or specifications are supplied by the Customer, IBE may rely upon their accuracy unless IBE has expressly undertaken responsibility for their verification.

3.4 Equipment supplied by IBE shall be manufactured for the intended operating conditions communicated to IBE at the time of quotation.

3.5 The Customer shall inform IBE in writing of any hazardous, unusual, corrosive, explosive, high-temperature or otherwise abnormal operating conditions before manufacture commences.

4. DESIGN AND ENGINEERING

4.1 IBE may make reasonable engineering, manufacturing or component changes where required due to availability, practicality, safety, manufacturing requirements or improvements, provided that such changes do not materially reduce the intended functionality of the equipment.

4.2 Dimensions and layouts supplied during the quotation or preliminary design stage are indicative unless expressly marked as approved-for-manufacture drawings.

4.3 The Customer is responsible for checking and approving drawings, dimensions, orientations, connection points and interfaces where Customer approval is requested.

4.4 Delays in obtaining Customer approvals may extend the project completion date accordingly.

5. VARIATIONS AND ADDITIONAL WORK

5.1 Any work requested outside the original agreed scope shall constitute a variation.

5.2 Variations may include, without limitation:

• design changes;
• additional equipment or materials;
• specification changes;
• modifications after manufacture has commenced;
• additional site work;
• additional pipework or electrical work;
• additional commissioning;
• rework caused by Customer changes;
• changes to equipment location or layout;
• delays caused by unavailable Customer equipment, utilities, materials or personnel; and
• additional travel, accommodation, labour or mobilisation.

5.3 IBE shall be entitled to charge for variations at agreed rates or, where no rate has been agreed, at IBE's prevailing commercial rates plus materials and applicable expenses.

5.4 A variation may result in an extension of the project programme.

5.5 Where urgent work is verbally requested by an authorised Customer representative, IBE may proceed and subsequently record the variation in writing.

6. PAYMENT TERMS

6.1 Payment shall be made strictly in accordance with the payment schedule stated in the quotation.

6.2 Deposits are payable before procurement, engineering or manufacturing commences unless otherwise agreed in writing.

6.3 Progress payments shall become due upon achievement of the relevant milestone stated in the quotation and shall not be withheld because of unrelated work or minor outstanding items that do not materially prevent the equipment from performing its intended function.

6.4 All amounts shall be paid without deduction, set-off or withholding unless required by law or agreed by IBE in writing.

6.5 Late or non-payment may result in suspension of procurement, fabrication, delivery, installation or commissioning.

6.6 Any resulting delay caused by late payment shall automatically extend the agreed programme by at least the corresponding period of delay and, where remobilisation or rescheduling is required, by such additional reasonable period as may be necessary.

6.7 IBE shall not be responsible for losses arising from suspension or delay caused by Customer payment default.

6.8 IBE reserves the right to charge reasonable interest on overdue amounts to the maximum extent permitted by applicable law.

7. OWNERSHIP AND RISK

7.1 Ownership of equipment, materials and goods supplied by IBE shall remain vested in IBE until all amounts owing in respect thereof have been paid in full.

7.2 Risk in equipment and materials shall pass to the Customer upon delivery to the agreed delivery location, collection by the Customer or its transporter, or installation at the Customer's site, whichever occurs first, unless otherwise expressly agreed.

7.3 The Customer shall adequately insure all equipment in its possession or under its control from the date risk passes.

8. LEAD TIMES AND DELIVERY DATES

8.1 Manufacturing and delivery periods are estimates based on conditions prevailing when the quotation is issued.

8.2 A project lead time shall commence only once IBE has received all items necessary to proceed, including where applicable:

• the required deposit;
• an official purchase order;
• approved drawings;
• final technical specifications;
• required Customer information;
• site access; and
• Customer approvals.

8.3 IBE shall use reasonable commercial efforts to meet agreed project dates but shall not be liable for delays outside its reasonable control.

8.4 Delays caused by the Customer, its contractors, suppliers, employees or representatives shall result in an appropriate extension of time.

8.5 Where Customer changes or variations affect work already completed or in progress, IBE shall be entitled to revise both the price and completion programme.

9. CUSTOMER RESPONSIBILITIES

9.1 Unless expressly included in IBE's scope, the Customer shall be responsible for providing, at its own cost:

• suitable and safe site access;
• civil works and foundations;
• adequate electrical power;
• fuel;
• thermal oil;
• bitumen, additives and other process materials;
• compressed air;
• water;
• cranes, forklifts and lifting equipment;
• site permits and inductions;
• suitable operators and personnel;
• connection to existing plant and infrastructure;
• suitable storage;
• environmental and operating permits; and
• all other utilities required for installation, testing and commissioning.

9.2 The Customer shall ensure that all Customer-supplied products, raw materials and utilities are available in sufficient quantity and of suitable quality before commissioning.

9.3 IBE shall not be responsible for commissioning delays caused by the absence or unsuitability of Customer-supplied materials, utilities, equipment or personnel.

10. SITE WORK AND SAFETY

10.1 IBE personnel shall comply with reasonable Customer site safety requirements communicated to IBE before commencement.

10.2 The Customer remains responsible for overall site control and for providing a reasonably safe working environment.

10.3 IBE may suspend work where conditions are reasonably considered unsafe.

10.4 Time lost as a result of unsafe site conditions, unavailable permits, inaccessible work areas or other Customer-controlled circumstances may be charged as standing time and may extend the programme.

11. INSTALLATION AND COMMISSIONING

11.1 Installation and commissioning shall only be included where expressly stated in the quotation.

11.2 Commissioning shall be conducted using the process materials, fuel, utilities and personnel made available by the Customer.

11.3 IBE shall not be responsible for delays, unsuccessful tests or reduced performance resulting from:

• unsuitable raw materials;
• contaminated products;
• incorrect product specifications;
• inadequate utilities;
• insufficient fuel;
• inadequate electrical supply;
• existing Customer equipment;
• third-party equipment;
• operator error; or
• conditions outside the equipment's specified design parameters.

11.4 Where IBE personnel are required to remain on site or return to site because the Customer is not ready for commissioning, additional labour, accommodation, travel and mobilisation costs may be charged.

11.5 Successful commissioning shall mean that the equipment has demonstrated its intended basic operational functionality under the conditions reasonably available at the Customer's site.

12. OPERATION OF EQUIPMENT

12.1 The Customer is responsible for ensuring that equipment is operated only by suitably trained and competent personnel.

12.2 Equipment shall be operated and maintained in accordance with IBE instructions, operating manuals, accepted industrial practice and applicable safety requirements.

12.3 IBE shall not be liable for damage resulting from misuse, improper operation, inadequate maintenance, unauthorised modifications, unsuitable materials or operation outside the equipment's design limits.

13. WARRANTY

13.1 Unless otherwise stated in the quotation, IBE warrants its own workmanship and fabricated components against defects in workmanship for a period of 12 months from delivery or 6 months from commissioning, whichever occurs first, subject to applicable law.

13.2 The warranty does not cover normal wear and tear or consumable items.

13.3 Bought-out components, including motors, pumps, gearboxes, burners, instruments, electrical equipment, valves and similar proprietary components, shall be subject to the original manufacturer's warranty to the extent available.

13.4 IBE's warranty shall not apply to defects or failures caused by:

• incorrect operation;
• inadequate maintenance;
• abuse or misuse;
• unauthorised modification;
• incorrect electrical supply;
• contaminated or unsuitable product;
• abnormal process conditions;
• corrosion or chemical attack not disclosed during design;
• normal wear and tear;
• Customer or third-party workmanship;
• accident, fire, flooding or external damage; or
• operation outside specified parameters.

13.5 Where a valid warranty claim is established, IBE shall, at its election and subject to applicable law, repair or replace the defective IBE-manufactured component.

13.6 Warranty work does not automatically include transport, cranes, accommodation, travel or other site-related costs unless expressly agreed or required by applicable law.

14. THIRD-PARTY EQUIPMENT

14.1 IBE may incorporate equipment manufactured by third-party suppliers.

14.2 IBE shall not be responsible for manufacturing defects in third-party equipment beyond any warranty or remedy legally available or passed through from the applicable supplier, subject always to any rights that cannot lawfully be excluded.

14.3 Failure of a third-party component shall not render the complete IBE plant or system defective where the remainder of the system complies with the agreed scope.

15. LIMITATION OF LIABILITY

15.1 To the maximum extent permitted by applicable law, IBE shall not be liable for any indirect, special, incidental or consequential loss or damage arising from the supply, use, failure, delay, installation, servicing or commissioning of equipment.

15.2 Without limiting the above, IBE shall not be liable for:

• loss of production;
• loss of profit;
• loss of revenue;
• loss of contracts;
• loss of business;
• loss of product;
• loss of opportunity;
• plant downtime;
• business interruption;
• penalties imposed on the Customer by third parties;
• additional transport or logistics costs;
• substitute product costs;
• loss arising from Customer commitments to third parties; or
• other consequential economic loss, except to the extent that such liability cannot lawfully be excluded.

15.3 IBE shall not be responsible for losses arising from unforeseen component failures, third-party equipment failures, supply-chain interruptions or the Customer's failure to provide materials, products, utilities, access, personnel or equipment required for installation or commissioning.

15.4 To the maximum extent permitted by law, IBE's aggregate liability arising from a particular contract or quotation shall not exceed the amount actually paid to IBE under the specific portion of the contract giving rise to the claim.

15.5 Nothing in these Terms is intended to exclude or restrict liability where such exclusion or restriction is prohibited by applicable law.

16. PRODUCTION AND PROCESS PERFORMANCE

16.1 Any stated plant capacity, heating time, production rate, mixing rate or process performance is based upon the design assumptions and operating conditions specified at the time of quotation.

16.2 Actual performance may be affected by product viscosity, ambient temperature, raw material characteristics, operator practices, fuel quality, electrical supply, process configuration and other operating conditions.

16.3 Unless expressly guaranteed in writing, production capacities and performance figures shall be treated as design targets and not unconditional guarantees.

17. DRAWINGS AND INTELLECTUAL PROPERTY

17.1 All intellectual property, designs, concepts, calculations, drawings, manufacturing methods, layouts, technical documentation and know-how developed by IBE remain the property of IBE unless expressly transferred in writing.

17.2 Payment for equipment does not transfer ownership of IBE's intellectual property.

17.3 Drawings and technical information supplied to the Customer may be used for operation, maintenance and installation of the supplied equipment but may not be reproduced for commercial manufacture, supplied to competitors or used to manufacture duplicate equipment without IBE's written consent.

17.4 IBE may retain general engineering knowledge, concepts and manufacturing techniques developed during a project for use in other projects, provided confidential Customer information is not improperly disclosed.

18. CONFIDENTIALITY

18.1 Each party shall take reasonable steps to protect confidential technical and commercial information received from the other party.

18.2 This obligation shall not apply to information already lawfully in the public domain or required to be disclosed by law.

19. CANCELLATION

19.1 Orders for custom-manufactured equipment may not be cancelled without IBE's written agreement.

19.2 In the event of cancellation, the Customer shall remain responsible for all reasonable costs incurred by IBE up to the cancellation date, including:

• engineering and design;
• materials ordered;
• non-returnable components;
• fabrication completed;
• labour;
• subcontractor commitments;
• cancellation charges; and
• reasonable administrative and project costs.

19.3 Deposits paid toward customised equipment may be applied against these costs.

20. STORAGE

20.1 Where equipment is completed but cannot be delivered or installed because the Customer is unable or unwilling to receive it, IBE may charge reasonable storage, handling and insurance costs.

20.2 Payment milestones linked to completion shall remain payable notwithstanding delayed collection or delivery caused by the Customer.

21. FORCE MAJEURE AND EVENTS BEYOND REASONABLE CONTROL

21.1 IBE shall not be liable for delay or failure caused by events beyond its reasonable control, including but not limited to:

• strikes or industrial action;
• civil unrest;
• war or terrorism;
• fire;
• flooding;
• severe weather;
• natural disasters;
• epidemics or pandemics;
• load shedding or utility interruptions;
• transport disruption;
• port delays;
• customs delays;
• shortages of steel or components;
• supplier failure;
• import restrictions;
• governmental action; or
• other circumstances that could not reasonably have been prevented.

21.2 The project programme shall be extended by a reasonable period to account for the effect of such event.

22. CUSTOMER-SUPPLIED AND EXISTING EQUIPMENT

22.1 Where IBE connects to, modifies, services or works with existing Customer or third-party equipment, IBE does not warrant the condition or suitability of such equipment unless expressly included within its inspection scope.

22.2 Any hidden defects or additional work discovered during installation, servicing or modification may be treated as a variation.

23. INSPECTION AND ACCEPTANCE

23.1 The Customer shall be entitled to inspect equipment at reasonable agreed stages of manufacture.

23.2 Minor defects or outstanding items that do not materially prevent the equipment from operating for its intended purpose shall not entitle the Customer to reject the entire equipment or withhold unrelated payments.

23.3 Any defects identified during inspection shall be recorded and rectified within a reasonable period where they fall within IBE's contractual responsibility.

24. SERVICES, REPAIRS AND MAINTENANCE

24.1 When servicing or repairing existing machinery, IBE's responsibility is limited to the specific work undertaken.

24.2 IBE does not warrant the overall condition of existing machinery merely because IBE has performed work on part of the equipment.

24.3 Additional defects discovered during repair or servicing shall be reported to the Customer and may require a separate quotation or variation.

25. TECHNICAL ADVICE AND CONSULTING

25.1 Technical recommendations are based on information available to IBE at the time.

25.2 The Customer remains responsible for final operational decisions concerning its overall plant and process unless IBE has expressly contracted to assume such responsibility.

25.3 Advice relating to equipment outside IBE's scope shall not constitute a warranty of that equipment.

26. DISPUTES

26.1 The parties shall first attempt in good faith to resolve any dispute through discussions between authorised senior representatives.

26.2 If the dispute cannot be resolved, either party may pursue the remedies available to it under South African law.

26.3 Nothing in this clause prevents either party from seeking urgent interim relief from a court of competent jurisdiction.

27. GOVERNING LAW

27.1 These Terms and all transactions with IBE shall be governed by the laws of the Republic of South Africa.

27.2 The parties submit to the jurisdiction of the courts of the Republic of South Africa, subject to any mandatory legal rights applicable to a particular transaction.

28. CONSUMER PROTECTION

28.1 Where the Consumer Protection Act 68 of 2008 or other mandatory consumer legislation applies to a transaction, these Terms shall be interpreted subject to such legislation.

28.2 No provision of these Terms is intended to unlawfully waive, exclude or restrict a Customer right that may not legally be waived, excluded or restricted.

28.3 If any provision conflicts with mandatory legislation, that provision shall be interpreted or limited only to the extent necessary to comply with such legislation, and the remaining provisions shall continue to apply.

29. ELECTRONIC COMMUNICATIONS

29.1 Quotations, purchase orders, approvals, variations and other project communications may be exchanged electronically.

29.2 An electronic acceptance, written email instruction, authorised purchase order or payment made against an IBE quotation may constitute acceptance of the applicable quotation and these Terms to the extent permitted by law.

30. WEBSITE

30.1 Information displayed on the IBE website is provided for general information and marketing purposes unless expressly incorporated into a written quotation or agreement.

30.2 Photographs, specifications, drawings and descriptions displayed on the website are illustrative and may relate to customised equipment.

30.3 IBE reserves the right to improve or modify its equipment designs and specifications without prior notice.

30.4 Website content does not constitute an unconditional performance guarantee or contractual offer unless expressly stated otherwise.

31. SEVERABILITY

31.1 If any provision of these Terms is found to be invalid or unenforceable, that provision shall be severed or limited to the minimum extent necessary without affecting the validity of the remaining provisions.

32. NO WAIVER

32.1 Failure by IBE to enforce any provision of these Terms on one occasion shall not constitute a waiver of IBE's right to enforce that provision subsequently.

33. ENTIRE AGREEMENT

33.1 The accepted quotation, approved variations, applicable technical documentation and these Terms constitute the agreement between IBE and the Customer in relation to the relevant supply or service.

33.2 No verbal representation, undertaking or amendment shall bind IBE unless confirmed in writing by an authorised representative.

Intuitive Bitumen Equipment (Pty) Ltd
IBE
Your Bitumen Equipment. Designed, Manufactured, Delivered.

Version: 1.0
Effective Date: 1 November 2025

Registered Address:
24853 Botja Street
Barcelona, Daveyton, 1520