VERNi – Special Terms & Conditions of Project
Work (Revised)

29/01/2026

Purpose of this Revision
These revised Terms & Conditions modernise and clarify VERNi’s contractual position, and split risk
appropriately between Decorative / Industrial Flooring Works and Acid-Proofing &
Chemical-Resistant Works, where exposure, duty, and liabilities differ significantly.

This document is structured as:
• Part A: General Terms (apply to all project work)
• Part B: Flooring-Specific Terms
• Part C: Acid-Proofing & Chemical-Resistant Works – Specific Terms

PART A – GENERAL TERMS (ALL PROJECT WORK)

  1.  Commercial & Contractual
    • All prices are nett and exclude VAT.
    • Orders must be accompanied by an official Purchase Order and VAT certificate (where applicable).
    • This agreement becomes binding only upon receipt of an official written order.
    • Quotations are valid for 30 days unless stated otherwise.
    • VERNi reserves the right to withdraw or re-price quotations due to raw-material price increases beyond its control.
  2. Access, Programme & Standing Time
    • Continuous, unhindered access to the work area is required for the full duration of the works.
    • Delays caused by restricted access, other trades, client instructions, weather, or substrate conditions beyond VERNi’s control shall entitle VERNi to:

          1. Programme extensions; and/or
          2. Standing time charges at standard day-work rates.
    • No penalties or liquidated damages shall apply to VERNi for delays outside its direct control.

  3. Services & Utilities
    • The client shall provide, free of charge:
          1. Water (minimum 3.5 bar, SANS 241 compliant)
          2. Electrical power (220V 30A and/or 380V 30A)
          3. Adequate lighting
         4. Secure, well-ventilated storage for materials and equipment (indoors)
    • All electrical connections to 3-phase supplies must be by a qualified electrician appointed by the client.
  4. Substrates & Existing Conditions
    • Unless otherwise specified, substrates must have a minimum compressive strength of 25 MPa.
    • VERNi shall not be liable for failures arising from:
    • Latent defects in concreteVERNi – Special Terms & Conditions of Project
    • Contamination, poor compaction, voids, or foreign materials
    • Structural cracking or movement
    • Coatings and screeds follow the profile of the underlying substrate; perfect flatness is notguaranteed unless specifically included.
  5.  Variations & Measurements
    • All additional work must be instructed in writing.
    • Variations shall be measured and charged on a pro-rata or day-works basis.
    • Final accounts are subject to actual site measurements.
  6. Protection, Damage & Dust
    • The client is responsible for protecting adjacent finishes, equipment, and contents.
    • VERNi accepts no liability for dust generation inherent to surface preparation methods.
    • Rubble removal is excluded unless expressly included.
  7. Payment & Legal
    • Payment terms: 50% deposit with order, balance on completion or as agreed in writing.
    • VERNi may suspend works for non-payment without penalty.
    • Interest on overdue accounts shall accrue at prime overdraft rate.
    • Legal costs incurred for recovery shall be on an attorney-and-own-client scale.
    • Ownership of materials remains with VERNi until paid in full.
  8. Risk & Insurance
    • The client shall insure the works until handover and full payment.
    • VERNi shall not be liable for consequential or indirect damages.
  9. Inclement Weather & Unforeseen Site Conditions
    Verni-Speciality Construction Products (Pty) Ltd. shall not be held liable for any delay, non￾performance, or additional costs arising from inclement weather conditions or unforeseen site conditions beyond its reasonable control. Inclement weather shall include, but not be limited to, rain, excessive humidity, extreme temperatures, wind, condensation, or any climatic condition that may adversely affect surface preparation, application, curing, or performance of the specified systems.
    Where such conditions prevent or interrupt the proper execution of the works, Verni-Speciality Construction Products (Pty) Ltd. shall be entitled to:
    • Suspend or delay the works without penalty;
    • Extend the contract programme accordingly; and
    • Recover all reasonable costs incurred, including standing time, remobilisation, and additional labour or material costs.
    No penalties, liquidated damages, or performance deductions shall apply as a result of delays caused by inclement weather or related site conditions.

PART B – FLOORING SYSTEMS (DECORATIVE & INDUSTRIAL)

  1. Performance & Appearance
    • Colour, texture, gloss level, and finish may vary due to:
    • Batch differences
    • Application methods
    • Lighting conditions
    • Minor undulations, roller marks, or trowel patterns are inherent characteristics of resin flooring.
  2. Moisture & Vapour
    • Moisture testing is conducted prior to application; however, VERNi is not responsible for future moisture ingress, rising water tables, or leaks.
    • Vapour-related bubbling or blistering after installation is excluded from warranty.
  3. Use & Maintenance
    • Floors must be used strictly in accordance with the specified duty.
    • Mechanical abuse, impact damage, chemical spills outside the design criteria, or poor maintenance invalidate any warranty.
  4. Warranty (Flooring)
    • Flooring warranties are limited to workmanship and material defects under normal use and do
    not constitute a guarantee of permanence.

 

PART C – ACID-PROOFING & CHEMICAL-RESISTANT WORKS

  1. Design Responsibility
    • Chemical-resistant systems are selected based on information supplied by the client, engineer, or consultant, including:
    • Chemical composition
    • Concentration
    • Temperature
    • Exposure type (immersion, splash, vapour)
    • VERNi shall not be responsible for incorrect, incomplete, or undisclosed chemical data.
  2. Service Life Expectation
    • Acid-proofing systems are sacrificial by nature and subject to wear, erosion, and chemical attack over time.
    • No implied guarantee of indefinite service life is given.
  3. Operational Conditions
    • Damage resulting from:
    • Process upsets
    • Chemical concentrations exceeding design parameters
    • Thermal shock
    • Mechanical damage is expressly excluded from warranty.
  4. Jointing, Cracks & Movement
    • Cracking, joint movement, or substrate failure transmitted through the lining system is excluded from warranty.
  5. Repairs & Remedial Works
    • Remedial work due to operational exposure, abuse, or chemical changes shall be treated as new work and charged accordingly.
  6. Warranty (Acid-Proofing)
    • Acid-proofing warranties are limited to installation workmanship and material compliance at the time of installation.
    • Chemical resistance charts are indicative only and not guarantees of performance.

Governing Law
• This agreement is governed by the laws of the Republic of South Africa.

These revised Terms & Conditions supersede all previous versions unless expressly agreed
otherwise in writing.

APPENDIX A – LEGAL & RISK CLARIFICATION

Entire Agreement & Precedence
This document constitutes the entire agreement between the parties and supersedes all prior
discussions, correspondence, or representations. No variation shall be binding unless reduced to
writing and signed by both parties.

No Reliance
The client confirms that it has not relied on any representations, advice, or opinions outside of those
expressly recorded in writing. Technical advice provided by VERNi is given in good faith but does not
replace professional design responsibility.

Limitation of Liability
VERNi’s total liability arising from any cause whatsoever shall be limited to the contract value of the
works performed. Under no circumstances shall VERNi be liable for loss of production, downtime,
loss of profit, or consequential damages.

Force Majeure
VERNi shall not be liable for failure or delay due to events beyond its reasonable control, including
but not limited to weather, power outages, labour unrest, material shortages, or site conditions.

Severability
If any provision of this agreement is found to be invalid or unenforceable, such provision shall be
severed without affecting the remaining provisions.

Governing Law & Jurisdiction
The agreement shall be governed by the laws of the Republic of South Africa, and the courts of
South Africa shall have exclusive jurisdiction.