Terms & Conditions
BRANDCO ENTERPRISES PROPRIETARY LIMITED
WEBSITE TERMS AND CONDITIONS OF USE
Definitions and Interpretation
In these terms and conditions, the following expressions bear the meanings assigned to them below and cognate expressions bear corresponding meanings:
- “Customers” means any person, any entity controlling, controlled by or under common control with such person, in all cases directly or indirectly; and the term “control”, whether used as a noun, adjective or verb, refers to the possession, directly or indirectly, of the power to direct, or cause the direction of, the management or policies or a legal entity, whether through the ownership of voting securities, by contract or otherwise;
- “ECT Act” means the Electronic Communications and Transactions Act, No. 25 of 2002, as amended from time to time;
- “Intellectual Property Rights” means all and any of the rights in and to intellectual property of any nature whatsoever owned and/or controlled directly or under licence by BrandCo, now or in the future, including without limitation, BrandCo’s rights, title and interest in and to all technology, source code/s, trade secrets, logos, systems, methods, trademarks, trade names, styles, insignia, designs, patents and copyright, and all similar proprietary rights which may subsist in any part of the world, whether registered or not;
- “BrandCo” means BrandCo Enterprises Trading Proprietary Limited, registration number 2011/123904/07, a limited liability private company duly incorporated in the Republic of South Africa, and its Affiliates;
- “Personal Information” shall have the meaning ascribed thereto in POPI;
- “POPI” means the Protection of Personal Information Act, No. 4 of 2013, as amended from time to time;
- “User” shall mean any person who enters and utilizes this website; and
- “Website” means www.brandco.co.za.
- Hyperlinks herein to legal documents shall be deemed part of these Terms in terms of Section 11(3) of the ECT Act. The fact that some or all of the hyperlinks may, from time to time, be non-operational, shall not affect the validity and interpretation of these Terms.
Website Terms and Conditions of Use
- These Terms pertain to the access and use of the information, products, services and functions provided on the Website.
- In terms of Section 11 of the ECT Act and the common law, these Terms are valid, binding and enforceable against all persons that access this Website, its web pages or any part thereof.
- If you do not agree to be bound by these Terms, you must leave the Website without delay, as further use will automatically bind you to these Terms.
- If you are under the age of 18 (eighteen) years, you must obtain your parents’ or legal guardians’ advance authorization, permission and consent to be bound by these Terms before purchasing any products or services.
- BrandCo reserves the right, in its sole discretion, to amend and/or replace any part or the whole of the Terms. Such amendments shall supersede and replace any previous Terms and shall be made available on the Website. Each time a User accesses the Website and/or uses the services available, the User shall be deemed to have consented, by such access and/or use, to the Terms, as amended and/or replaced by BrandCo from time to time. If you are not satisfied with the amended Terms, you should refrain from using the Website. BrandCo will, however, give the User prior notice where it has collected Personal Information from the User and the purpose for which it has collected that information, is affected by the intended amendment.
- There is no legal entitlement to the benefits of the functions and services offered on this Website and BrandCo has the right to refuse provision of its services without providing explanation.
- If there is anything in these Terms that you do not understand, please contact BrandCo as soon as possible on the contact details provided for in clause 12 below. Please note that calls to BrandCo are charged at national rates and may be monitored for training, security and quality assurance purposes.
Content of the Website
- This Website is supplied on an “as is” basis and has not been compiled or supplied to meet the User’s individual requirements. It is the sole responsibility of the User to satisfy itself prior to entering into these Terms that the services available from and through this Website will meet the User’s individual requirements and be compatible with the User’s hardware and/or software.
- Information, ideas and opinions expressed on this Website should not be regarded as professional advice or the official opinion of BrandCo, and Users are encouraged to consult professional advice before taking any course of action in relation to information, ideas or opinions expressed on this Website.
- BrandCo reserves the right to make improvements or to change or to discontinue, without notice, any aspect or feature of the Website and any information or content on the Website.
- BrandCo reserves the right to change and amend the products, prices and rates quoted on this Website from time to time without notice.
- BrandCo may use the services of third parties to provide information on the Website. BrandCo has no control over this information and makes no representations or warranties of any nature as to its accuracy, appropriateness or correctness. The User agrees that such information is provided “as is” and that BrandCo and its online partners shall not be liable for any losses or damages that may arise from the User’s reliance on it, howsoever these may arise.
- BrandCo makes no representations or warranties, whether express or implied, as to the accuracy, completeness or reliability of any information, data and/or content on the Website, including without limitation that:
- BrandCo does not warrant that the Website or information or downloads shall be error-free or that they shall meet any particular criteria of performance or quality. BrandCo expressly disclaims all implied warranties, including without limitation, warranties of merchantability, fitness for a particular purpose, non-infringement, compatibility, security and accuracy;
- whilst BrandCo has taken reasonable measures to ensure the integrity of the Website and its contents, no warranty, whether express or implied, is given that any files, downloads or applications available via this Website are free of viruses, or any other data or code which has the ability to corrupt, damage or affect the operation of the User’s system; and
- BrandCo disclaims any responsibility for the verification of any claims. Information published on this Website may be done so in the format in which BrandCo receives it and statements from external parties are accepted as fact.
Linked Third Party Websites and Third Party Content
- BrandCo may provide links to third party websites on the Website (“External Websites”). These links are provided to the User for convenience purposes only and BrandCo does not endorse, nor does the inclusion of any link imply BrandCo’s endorsement of such External Websites, their owners, licensees or administrators or such External Websites’ content or security practices and operations.
- While BrandCo tries to provide links only to reputable External Websites or online partners, BrandCo does not accept responsibility or liability for the information provided on such External Websites. External Websites or pages are not under, nor subject to, the control of BrandCo. BrandCo is not responsible for and gives no warranties or representations in respect of the privacy policies or practices of External Websites.
- The User agrees that BrandCo shall not be held liable, directly or indirectly, in any way for the content, the use or inability to use or access any External Website or any link(s) contained in an External Website, nor for any loss or damage of any sort incurred as a result of any dealings with, or as the result of the presence of such External Websites on the Website. Any dealings that the User may have with any External Websites, including advertisements, found on the Website, are solely between the User and the External Website.
- The User hereby agrees that it shall not itself, nor through any third party:
- copy (other than for backup, archival or disaster recovery purposes), reproduce, translate, adapt, vary, modify, lease, licence, sub-licence, encumber or in any other way deal with any part of the Website for any reason and in any manner, unless it is consistent with the intent and purpose of these Terms;
- decompile, disassemble or reverse engineer any portion of the Website;
- write and/or develop any derivative of the Website or any other software program based on the Website;
- modify or enhance the Website and in the event of a User effecting any modifications or enhancements to the Website in breach of this clause, such modifications and enhancements shall be the property of BrandCo;
- without BrandCo’s prior written consent, provide, disclose, divulge or make available to or permit the use of or give access to the Website to persons other than the User;
- remove any identification, trademark, copyright or other notices from the Website;
- create a hypertext link to any part of this Website without BrandCo’s prior written consent and to the extent that such a link is created, the User acknowledges that they are solely responsible for the consequences of creating such link and they agree to defend, indemnify and hold BrandCo harmless from and against all damages, costs, losses and expenses of any nature, whether direct or indirect, arising from or in connection with the creation of such link;
- post or transmit, by means of reviews, comments, suggestions, ideas, questions or other information through the Website, any content which is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually-explicit, profane or hateful, or racially, ethnically or otherwise objectionable content of any kind; and/or
- notwithstanding anything contained to the contrary in these Terms, use the Website for any purpose other than personal, non-commercial and information purposes.
- In order to ensure the security and reliable operation of the Website for all Users, BrandCo hereby reserves the right to take whatever action it may deem necessary to preserve the security, integrity and reliability of its network and back-office applications.
- The User may not utilise the Website in any manner which may compromise the security of BrandCo’s networks or tamper with the Website in any manner whatsoever, which shall include without limitation, gaining or attempting to gain unauthorised access to the Website, or delivering or attempting to deliver any unauthorised, damaging or malicious code to the Website, all of which is expressly prohibited. Any person or entity which does so, or attempts to do so, shall be held criminally liable. Further, should BrandCo suffer any damage or loss, damages shall be claimed by BrandCo against the User.
- Any User who commits any of the offences detailed in Chapter 13 of the ECT Act (specifically Sections 85 to 88 (inclusive)) shall, notwithstanding criminal prosecution, be liable for all resulting liability, loss or damages suffered and/or incurred by BrandCo.
Intellectual Property Rights
- This Website is operated and controlled by BrandCo. The information from this Website is protected by copyright and other proprietary rights laws. No information from this Website may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way without the written consent of a duly authorised representative of BrandCo. BrandCo retains all Intellectual Property Rights in respect of BrandCo’s functions and services as provided for on this Website.
- Any unauthorised copying, or attempt at copying, assignment or transfer of these Terms or of any content of the Website contrary to the provisions of these Terms, shall result in the immediate termination of these Terms by BrandCo and BrandCo reserves the right to:
- claim damages from the User; and/or
- institute criminal proceedings against the User.
- Except as specified in these Terms, the User is not granted a license or any other right, including without limitation under copyright, trademark, patent or other Intellectual Property Rights in or to the content of this Website.
Risk, Limitation of Liability and Indemnity
- The User’s use of this Website and the information contained on the Website is entirely at the User’s own risk and the User assumes full responsibility and risk of loss resulting from the use thereof.
- The transmission of information via the Internet, including without limitation via electronic mail, is susceptible to monitoring and interception. The User bears all risk of transmitting information in this manner. Under no circumstances shall BrandCo be liable for any loss, harm, or damage suffered by the User as a result thereof. BrandCo reserves the right to request independent verification of any information transmitted via electronic mail and the User consents to such verification should BrandCo deem it necessary.
- To the extent permissible by law:
- neither BrandCo nor its agents, consultants or employees shall be liable for any damages whatsoever, including without limitation any direct, indirect, special, incidental, consequential or punitive damages, howsoever arising (whether in an action arising out of contract, statute, delict or otherwise) related to the use of, or the inability to access or use the content of the Website or any functionality thereof, or the information contained on the Website, even if BrandCo knows or should reasonably have known or is expressly advised thereof;
- the liability of BrandCo for faulty execution of the Website as well as all damages suffered by the User, whether direct or indirect, as a result of the malfunctioning of the Website shall be limited to BrandCo rectifying the malfunction, within a reasonable time and free of charge, provided that BrandCo is notified immediately of the damage or faulty execution of the Website. This liability shall fall away and be expressly excluded if the User attempts to correct or allows third parties to correct or attempt to correct the Website without the prior written approval of BrandCo. In no event, however, shall BrandCo be liable to the User for loss of profits or for special, incidental, consequential or punitive losses or damages arising out of or in connection with the Website or its use or the delivery, installation, servicing, performance or use of it in combination with other computer software;
- the User hereby unconditionally and irrevocably indemnifies BrandCo and agrees to hold BrandCo harmless from all loss, damages, claims and/or costs, of whatsoever nature suffered or incurred by BrandCo or instituted against BrandCo as a direct or indirect result of:
- the use of the Website;
- software, programs and support services supplied by, obtained by or modified by the User or any third party without the consent or knowledge of BrandCo;
- the User’s failure to comply with any of these Terms or any other requirements which BrandCo may impose from time to time;
- the actions or requirements of any telecommunications authority or a supplier of telecommunications services or software; or
- any unavailability of, or interruption in, any service provided via the Website which is beyond the control of BrandCo.
- the User expressly waives and renounces all their rights of whatever nature that they may have against BrandCo for any loss suffered as a result of information supplied by BrandCo being incorrect, incomplete or inaccurate.
- by subscribing as a User, you agree that you shall hold in the strictest confidence and not disclose to any third party information acquired in connection with any aspect of the products and/or services offered by BrandCo. You shall notify BrandCo should you discover any loss or unauthorised disclosure of the information.
- any information or material sent to BrandCo will be deemed not to be confidential, unless otherwise agreed in writing between the User and BrandCo.
Breach or Cancellation by BrandCo
- BrandCo is entitled without notice, in addition to any other remedy available to it at law or under these Terms, including obtaining an interdict, to limit or deny such User use of the Website and services, or to claim specific performance of any obligation whether or not the due date for performance has arrived, in either event without prejudice to BrandCo’s right to claim damages, should any User:
- breach any of these Terms;
- in the sole discretion of BrandCo, use the Website in an unauthorised manner; or
- infringe any statute, regulation, ordinance or law.
- Breach of these Terms entitles BrandCo to take legal action without prior notice to the User and the User agrees to reimburse the costs associated with such legal action to BrandCo on an attorney and own client scale.
Compliance with Section 43 of the ECT Act
- Access to the goods, services, content, software and downloads available from the BrandCo Website may be classified as “electronic transactions” as defined in the ECT Act and Users therefore have the rights provided for in chapter 7 of the ECT Act. Pursuant to this and in accordance with BrandCo’s statutory obligations, it hereby discloses the following information to the User:
- Full name and legal status of Website owner: BrandCo Trading Proprietary Limited (Private Company)
- Registration number: 2011/123904/07
- Physical address and address where BrandCo will receive legal service of documents: 280 Marjoram Street, Annlin, Pretoria, 0182
- Telephone number: +27 12 5671165
- Website address: www.brandco.co.za
- E-mail address: firstname.lastname@example.org
- Description of all goods and/or services offered by BrandCo as well as their full prices: Can be accessed at www.brandco.co.za by clicking on the individual product and/or service and following the relevant links to detailed cost descriptions.
- Special terms related to certain goods and/or services: Can be accessed from the Website’s main product page by clicking on the individual product and/or service and clicking on the reference to associated terms at www.brandco.co.za/content/TermsAndConditions
- Access to, saving and printing of special terms:
- Documents relating to these Terms and to goods and/or services may be in either PDF (portable document format) or in HTML (hyper text markup language format).
- To view PDF files, an Adobe PDF viewer is required. The Adobe Reader® is available for free download from www.adobe.com on the following link http://get.adobe.com/reader/.
- To view HTML files, use a web browser. The files have been designed to function with Microsoft Internet Explorer 6x and 7 or later, and Netscape 7X or later and Firefox 1.5 or later.
- The content may be saved by using either the “save as” or the “print” options provided in the file reader. Alternatively, view the document and make use of the copy and paste special (unformatted text) options to save the content to another format, with user defined styles in the destination file, such as into a Microsoft Word (.doc) or (.docx) document.
- Dispatch and delivery times: Upon conclusion of a transaction, a pop-up notice informs the User of the applicable dispatch and delivery time frames and procedures.
- The manner and period within which users may access and maintain a full record of transactions: A full record of each transaction shall be disclosed to the User and the User is encouraged to print and/or save this information. Transaction records will also be disclosed to the User on request for a limited period from the date of the transaction.
- Alternative dispute resolution: Subject to urgent and/or interim relief, all disputes regarding access to the Website, the inability to access the Website, the goods and/or services and content available from the Website, and these Terms, shall be referred to arbitration in accordance with the Rules of The Arbitration Foundation of Southern Africa (available via http://www.arbitration.co.za/) and such arbitration proceedings shall be conducted in Johannesburg in English. The arbitration ruling shall be final and binding and the unsuccessful party shall pay the costs of the successful party on a scale as between attorney and own client.
- Cooling-off period: The User may return goods and/or services within 7 (seven) days as detailed in Section 44 of the ECT Act, however, only in respect of goods and/or services not detailed in Section 42(2) of the ECT Act.
Compliance with laws
- The User shall comply with all applicable laws, statues, ordinances and regulations pertaining to the use of and access to this Website.
Time and Place of Contracting
- The User and BrandCo agree that the User shall be bound to these Terms and such agreement is concluded in Johannesburg (South Africa) at the time the User enters the Website for the first time.
- The information, goods and/or services advertised on the Website do not constitute an offer but merely an invitation to do business.
- By selecting goods and/or services and by submitting the necessary payment and/or delivery information, the User makes an offer to BrandCo, which offer may be accepted and/or declined at BrandCo’s sole and absolute discretion.
- A binding agreement between the User and BrandCo for the sale of goods or the provision of services is only concluded upon BrandCo’s acceptance of the User’s offer detailed in clause 13 above.
- BrandCo’s acceptance or refusal of an offer will be communicated to the User within a reasonable time from receipt of the User’s offer by BrandCo.
Notices and Electronic Communications
- Except as explicitly stated otherwise, any notices shall be given by email to email@example.com (in the case of BrandCo) or to the e-mail address you have provided to BrandCo (in the User’s case), or such other address that has been specified.
- Notice shall be deemed to have been received 48 (forty eight) hours after an email is sent, unless the sending party is notified that the email address is invalid. Alternatively, BrandCo may give the User notice by registered mail, postage prepaid and return receipt requested, to the address which the User has provided to BrandCo. In such case, notice shall be deemed to have been received 7 (seven) days after the date of mailing.
- Notwithstanding anything to the contrary, a written notice or communication actually received by a party shall be an adequate written notice or communication to it, notwithstanding that it was not sent to or delivered at its chosen address for that purpose.
- The User acknowledges that all agreements, notices or other communication required to be given in terms of the law or these Terms may be given via electronic means and that such communications shall be “in writing”.
- Subject to the provisions of the Regulation of Interception of Communications Act, No. 70 of 2002, the User agrees to BrandCo’s right to intercept, block, filter, read, delete, disclose and use all communications (including “data messages” as defined in the ECT Act) sent or posted by the User to the Website.
- These Terms shall be governed in all respects by the laws of the Republic of South Africa as such laws are applied to agreements entered into and to be performed within South Africa.
- This Website is controlled, operated and administered by BrandCo from its offices within the Republic of South Africa. BrandCo makes no representation that the content of the Website is appropriate or available for use outside of South Africa. Access to the Website from territories or countries where the content of the Website is illegal is prohibited. Users may not use this Website in violation of South African export laws and regulations. If the User accesses this Website from locations outside of South Africa, that User is responsible for compliance with all local laws.
- If any provision of these Terms is held to be illegal, invalid or unenforceable for any reason, such provision shall be struck out from these Terms and the remaining provisions shall be enforced to the full extent of the law.
- BrandCo’s failure to act with respect to a breach by the User does not constitute a waiver of BrandCo’s right to act with respect to subsequent or similar breaches.
- The User shall not be entitled to cede or assign their rights or delegate their obligations in terms of these Terms to any third party without the prior written consent of BrandCo.
- No party shall be bound by any express or implied term, representation, warranty, promise or the like not recorded herein, whether it induced the contract and/or whether it was negligent or not.
- The headings of the clauses to these Terms are inserted for reference purposes only and shall not affect the interpretation of any of the provisions to which they relate.
- Words importing the singular shall include the plural and vice versa, and words importing the masculine gender shall include females and words importing persons shall include partnerships and corporate and unincorporated entities.
- These Terms set forth the entire understanding and agreement between BrandCo and the User with respect to the subject matter hereof.