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TERMS AND CONDITIONS
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| 1. |
DEFINITIONS |
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Unless the context clearly indicates a contrary intention, all words and
expressions used shall have the meaning ascribed to them below: |
| 1.1 |
“the/this Agreement” means this document together with any annexures attached
hereto from time to time; |
| 1.2 |
“the website” means one or more of the internet websites administered by
incapetown.com; |
| 1.3 |
“Advertisement “ means all the advertising material selected and uploaded to
the website by the Advertiser or forwarded to for uploading on behalf of the
Advertiser; |
| 1.4 |
“incapetown.com” means incapetown.com a Subsidiary of Nanoson Technology CC, a
close corporation duly incorporated in the Republic of South Africa. |
| 2.
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INTRODUCTION |
| 2.1 |
incapetown.com will host the agreed advertising material on the selected
website on the face hereof. |
| 2.2 |
incapetown.com shall assign and forward the Advertiser’s unique user name and
password as soon as reasonably practical after the acceptance of this Agreement
by a duly authorised representative of incapetown.com. |
| 2.3 |
The Advertiser further accepts full responsibility for the confidentiality and
safeguarding of the unique user name and password assigned by incapetown.com
for the purpose of editing, omitting and adding advertising material in terms
of the Advertisement. |
| 2.4 |
incapetown.com accepts no responsibility for failure, errors in publication or
any other act or omission from whatsoever cause arising from its obligations
under this agreement. |
| 2.5 |
incapetown.com reserves the right to reject, edit or remove any advertising
material, this even after acceptance, if the advertising material is deemed to
be unsuitable for any reason. |
| 2.6 |
The Advertiser is responsible for making changes to advertising material hosted
on the website.
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| 2.7 |
The advertiser hereby understands that advertising changes can be made by
personnel of incapetown.com on behalf of the Advertiser by prior arrangement
only. |
| 3. |
DURATION |
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This Agreement shall commence from the date that the user name and password is
assigned and shall continue until terminated by either party not on less than
1(one) full calendar months written notice of termination to the other,
provided such notice shall not be given before the expiry of 11 (Eleven)
consecutive months from the date of the activation of the Advertiser’s username
and password. |
| 4. |
PAYMENT |
| 4.1
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The Advertiser shall pay incapetown.com upon commencement of this Agreement. |
| 4.2 |
The Registration/Administration charge and any other charges are as indicated
on the face hereof. |
| 4.3 |
The monthly advertising charge shall be paid monthly in advance, alternatively,
if so stipulated, the annual advertising charge, annually in advance. |
| 4.4 |
All amounts due by the Advertiser to incapetown.com shall be paid on their due
dates, as timeous payment is material to this Agreement. Each payment shall be
made free of exchange, deduction or offset, in cash or by such other payment
method accepted by incapetown.com in it’s sole discretion as indicated on the
face hereof. |
| 4.5
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Any amount due by the Advertiser to incapetown.com and not paid on the due date
thereof, shall bear interest at the Interest rate calculated from the due date
until actual date of payment. |
| 5. |
SERVICE PROVISION |
| 5.1 |
incapetown.com shall not be liable to the Advertiser for any loss or damage
(whether direct, indirect, consequential, financial or otherwise) suffered by
the Advertiser, through any breach of this Agreement by incapetown.com or in
consequence of any suspension, termination or temporary unavailability of the
website(s), any modification, maintenance or remedial work effected to the
Internet or the websites administered by incapetown.com. |
| 5.2 |
incapetown.com shall be entitled in its sole discretion to suspend, cancel,
vary or terminate the Advertisement or any part thereof. |
| 5.3 |
incapetown.com reserves the right to recall/terminate an existing username and
password if required and can assign the Advertiser with a new username and
password |
| 5.4 |
The service may be suspended by deactivating the Advertisers user name and
password, thereby denying the Advertiser access to the website should: |
| 5.4.1 |
the Advertiser breach any of the terms and conditions of this Agreement
including but not limited to non payment of any amounts due; |
| 5.4.2 |
the website fails or becomes temporarily unavailable due to modifications,
maintenance or upgrades; |
| 5.4.3 |
the Advertiser uploads to the website any material that is illegal and/or
contrary to the law. The Advertiser hereby accepts full responsibility for any
such actions and indemnifies incapetown.com to the fullest extent allowed by
the law from any criminal or other legal actions taken by relevant authorities
regarding any illegal material uploaded to the website. |
| 6. |
INFORMATION |
| 6.1 |
The Advertiser warrants that all information supplied in the Agreement on the
face hereof is true and correct, and undertakes to notify incapetown.com
immediately in writing should there be any change thereto. |
| 6.2 |
The Advertiser hereby consents to incapetown.com using any information supplied
by the Advertiser to ascertain its creditworthiness and for any other reason
whatsoever which incapetown.com deems appropriate in relation to the services,
including market research for incapetown.com. |
| 6.3 |
incapetown.com reserves the right to terminate this Agreement immediately and
without prejudice to any other rights which incapetown.com may have, should any
information supplied by the Advertiser be found to be incorrect and/or false. |
| 6.4 |
Any property of the Advertiser, electronic or hard copy, held by incapetown.com
at the request of the Advertiser shall be held at the Advertisers own risk. |
| 7. |
TERMINATION |
| 7.1 |
Without prejudice to any other rights at law or set out in this Agreement,
incapetown.com may immediately terminate this Agreement in the event that: |
| 7.1.1 |
the Advertiser breaches any terms and conditions of this Agreement; |
| 7.1.2 |
the Advertiser does or allows to be done by any act or omission that adversely
affects the operation of any of the websites administered by incapetown.com; |
| 7.1.3 |
the right to operate the websites administered by incapetown.com is revoked,
terminated or amended for any reason whatsoever; |
| 7.1.4
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the Advertiser commits any act of insolvency in terms of the Insolvency Act No
1936, as amended or becomes subject to any sequestration, liquidation,
winding-up or judicial management procedure or offers any arrangement or
composition with its creditors; |
| 7.1.5 |
any unauthorised use, misuse or abuse of an Advertisers username and password; |
| 7.1.6 |
the Advertiser uploads any information that is illegal in terms of the law. The
Advertiser further accepts full responsibility for any and all illegal material
uploaded to the website by means of the username and password assigned to the
Advertiser and hereby indemnifies incapetown.com from any prosecution by the
relevant authorities regarding all illegal matters.
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| 7.2 |
incapetown.com shall be entitled to recover from the Advertiser all legal
costs, including attorney own client costs and any collection commissions
incurred by incapetown.com in or about the enforcement of any of the
Advertiser’s obligations under this Agreement; |
| 8. |
NOTICES AND DOMICILIA |
| 8.1 |
All notices in terms of this Agreement shall be in writing; |
| 8.2 |
The Advertiser chooses as its domicillium citandi executandi the address set
out on the face hereof or a change of address as notified to incapetown.com in
writing. |
| 9. |
GENERAL |
| 9.1 |
The Advertiser shall not be entitled to cede, delegate, assign or transfer any
of its rights or obligations in terms of this Agreement to any third party
without written consent. |
| 9.2 |
Any leniency, extension of time or any other concessions shown or granted to
the Advertiser by incapetown.com shall not prejudice any of incapetown.com’
rights in any way. |
| 9.3 |
This Agreement constitutes the whole agreement between the parties as to the
subject matter hereof and no variation, modification, deletion or addition
shall be valid unless reduced to writing and signed by a duly authorised
representative of incapetown.com. |
| 9.3 |
This Agreement shall be governed by the laws of South Africa. |
| 10. |
CO-PRINCIPAL DEBTOR UNDERTAKING |
| 10.1 |
Where the Advertiser is a company, close corporation, partnership, trust or any
other entity with or without legal persona, then the signatory signing on
behalf of such Advertiser warrants that he/she is duly authorised to enter into
this Agreement on behalf of such Advertiser and has the authority to bind th
eAdvertisers credit as indicated on the face hereof. |
| 10.2 |
By virtue of his/her signature, the signatory hereby agrees and undertakes to
bind himself/herself as co-principal debtor for the /Advertiser in favour of
incapetown.com for the due and punctual fulfillment of all the Advertisers’
obligations towards incapetown.com in terms of this Agreement. |