JoziHub Membership Terms

 

IMPORTANT PROVISIONS

 

Binding Contract

 
These Terms are a contract between you and JoziHub and govern use of this Service. You may not use the Service unless you agree to be bound by and abide by these Terms so it is very important that to read these Terms and any other documents referred to in these Terms very carefully.
 
You signify agreement with these Terms and to be bound by them if you do either of the following:
 
Agree in writing to these Terms where JoziHub makes an option to do so available to you; or
By using the Service in any way, in which case you understand and agree that JoziHub will treat your Service use as acceptance of these Terms from the moment the you first begin to use the Service;
You agree that by using the Service, that you are bound by the Facilities Code of Conduct and will abide by the terms of the Facilities Code of Conduct.
How to Interpret Our Terms
 
Our Terms contain a number of words and phrases which have specific meanings and most of which are capitalised. Our Glossary contains these words and phrases.
 
We also apply certain rules when interpreting these Terms and you can find our Interpretation Guide which set out these rules below.
 

Legal Age and Capacity

 
Members may not use the Service and may not accept the Terms if they - * lack the legal capacity to enter into a binding contract with JoziHub (for example, if a user is under the age of 18 are not permitted to access or use this Service under the laws of the Republic of South Africa or other country including the country in which they are resident or from which they use this Service); or * require a parent’s or legal guardian’s consent to competently agree to these Terms and fail to obtain that consent. * By using the Service Members represent and warrant that they are of full legal age; are emancipated; have their parent or legal guardian’s consent to enter into or are otherwise not legally barred from concluding a contract with JoziHub in the form of these Terms, where appropriate.
 

Important provisions pertaining to legal liability

 
These Terms contain provisions which limit JoziHub’s exposure to legal liability and even make Members responsible for a variety of acts. Some of these provisions do have the effect of limiting Members’ rights in law and imposing obligations on Members by virtue of them making use of the Service.
 
It is therefore important that, as a user, you familiarise yourself with these provisions before you use the Service and that you not use the Service if you do not agree to abide by those provisions. Service Provision
 

ABOUT THE SERVICE

 
This Service allows Members of the JoziHub facilities to access the Facilities in order to support their businesses and further the interests of their businesses. The Member’s level access to the Facilities will vary according the Membership Levels stipulated below.
 

Membership

 
Members are required to register as Members in order to make use of the Service by signing these Membership Terms. In order to successfully complete the membership process, you are required to submit certain of your Personal Information to us and, when you do so, you assure us that the Personal Information you submit is accurate, current and complete.
 
JoziHub will process your Personal Information in terms of JoziHub’s Data Protection Policy which you should read carefully.
 
JoziHub may take steps to verify the Personal Information you submit once you have completed the requisite registration process and you agree that we may limit or terminate your use of the Service if any of your Personal Information is inaccurate or incomplete.
 

Membership Levels

 
Membership to the JoziHub confer varying benefits. These benefits are described in the Membership Benefits Document and the corresponding Membership Fees Schedule.
 

Fees and Payment

 
The Member shall, as consideration for access to the Service to be rendered by JoziHub in respect of these Terms, effect payment to JoziHub of its fees which are set out in a corresponding Membership Fees Schedule which has been submitted to the Member by JoziHub and signed by the Member.
 
The Member shall pay the fees, to JoziHub in the amounts and on the terms stated in JoziHub’s interim and final Membership Invoices issued to the Member from time to time. In the event that JoziHub’s Membership Invoices do not state JoziHub’s payment terms, invoices are payable within 5 days of the Membership Invoice’s date. In the event of the Member failing to timeously effect payment of any amount due to JoziHub in terms of these Terms, JoziHub shall be entitled to suspend the Member’s Membership for any period in which any payment remains outstanding.
 
If a Member wishes to terminate his or her Membership, the Member must do so giving one calendar month’s written notice and the agreement will terminate at the end of the notice period.
 

Changes to the Service

 
JoziHub may add new features to the Service and modify or even discontinue existing features without notice to you and in its sole discretion. You agree to this.
 
JoziHub will reasonably endeavour to notify you of proposed changes to the Service using you Personal Information.
 

Changes to these Terms

 
We reserve the right, in our sole discretion, to, and you agree that we may, amend these Terms at any time, in any way and from time to time. We will notify you of proposed changes to these Terms to the amended Terms, in advance of such amendments coming into effect, on the the Service Website. These amendments shall come into effect automatically on their advertised commencement date.
 
It is your responsibility to review these Terms regularly and to ensure that you agree with any amendments to these Terms. If you do not agree with any amendments to these Terms, you may no longer use the Service.
 

DISPUTE RESOLUTION

 
If any dispute arises between us regarding any provision of these Terms, or its application or termination, then we agree that we will attempt to resolve our dispute informally by means of joint co-operation or discussion between the parties directly involved in the dispute within 5 days after that dispute arises or such extended time period as we may agree to.
 
In the event we are unable to informally resolve our dispute, that dispute may, at JoziHub’s election, be finally resolved in accordance with the Rules of the Arbitration Foundation of Southern Africa by an arbitrator appointed by the Foundation. Arbitration proceedings shall take place in Johannesburg, South Africa. This clause shall constitute your irrevocable consent to the arbitration proceedings, and you shall not be entitled to withdraw your consent or to claim that you are not bound by this clause. We may, at our discretion, waive this clause and permit our dispute to be resolved using an alternate dispute resolution process.
 
Any award that may be made by the arbitrator -
 
shall be final and binding;
will be carried into effect; and
may be made an order of any court to whose jurisdiction the parties to the dispute are subject.
Notwithstanding the aforegoing, nothing in this clause shall be construed as precluding either party from applying to court for a temporary interdict or other relief of an urgent nature, pending the decision of the award of the arbitrator in terms of this clause.
 
This clause is severable from the rest of these Terms and shall therefore remain of full force and effect even if this agreement is terminated or cancelled for any reason at any time.
 

GOVERNING LAW AND JURISDICTION

 
The Service is controlled and maintained from our facilities in the Gauteng province of the Republic of South Africa. You irrevocably agree that South African Law shall govern thecService and these Terms.
 
You consent to the jurisdiction of the South Gauteng High Court, Johannesburg, South Africa in respect of disputes which may arise out of your use of the Service and these Terms.
 
You also irrevocably and unconditionally consent to the jurisdiction of the Magistrates Court even though the value of a claim which we may have against you may exceed the ordinary monetary jurisdiction of the Magistrates Court.
 

Severability

 
Any provision in these Terms which is or may become illegal, invalid or unenforceable shall be ineffective to the extent of such prohibition or unenforceability and shall be treated pro non scripto (as if it were not written) and severed from these Terms, without invalidating the remaining provisions of these Terms.
 

Termination

 
The Terms will continue to apply until either you or JoziHub terminates these Terms on the one or more of the grounds set out below. You may terminate these Terms at any time by terminating your account and/or ceasing your use of the Service entirely. JoziHub may at any time, terminate its legal agreement with you if:
 
you have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
JoziHub is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
the Service provision is or becomes, in JoziHub’s opinion, no longer commercially viable.
Those provisions of these Terms which are intended to survive termination of these Terms shall do so.
 

Effects of Termination

 
If your, a Designated User’s or any other user’s account is removed from the Service, the associated Content may also be deleted at our discretion. Content removed may not be recoverable and you agree that it is solely your responsibility for securely backing up or archiving Content posted to the Service or otherwise ensuring that this is done.
 
The following clauses shall survive these Terms’ termination for any whatsoever:
 
“Content Licensing” (and it’s sub-clauses);
“Dispute Resolution”;
“Governing Law and Jurisdiction”;
“Liability” (and its sub-clauses); and
“Glossary”.
 

YOUR PRIVACY

 
For information about JoziHub’s data protection practices, please read the Data Protection Policy. This policy explains how JoziHub processes your personal information, and protects your privacy, when you use the Services.
 
You agree to the use of your personal information in accordance with the Data Protection Policy.
 

LIABILITY

 
These Terms of use contain provisions which limit our exposure to legal liability and even make you responsible for a variety of acts. Some of these provisions do have the effect of limiting your rights in law and conferring obligations on you by virtue of your agreement to these Terms. References to “you” in this Liability section include the Member where you represent the Member.
 

Disclaimers and Liability Limitation

 
Your use of and reliance on the Service is entirely at your own risk. The Service is provided on an “as is” and “as available” basis. Although JoziHub takes steps to verify information presented through the Service, JoziHub does not represent or endorse the accuracy or reliability of any advice, opinion, statement or other information linked to or distributed through the Service or information that other Members may make available through the Service. You acknowledge that any reliance upon any such opinion, advice, statement or information shall be at your sole risk.
Information, ideas and opinions expressed or conveyed through the Service should not be regarded as professional advice or JoziHub’s official opinion on any topic and you are strongly advised to seek independent and competent professional advice before acting on such information, ideas and opinions.
 
To the fullest extent permissible by law, JoziHub disclaims all warranties of any kind, whether express or implied, including without limitation to the implied warranties that the Service is fit for any particularly purpose.
 
While JoziHub takes reasonable precautions in our operation of the Service, you agree that neither JoziHub or JoziHub’s Associates shall be liable in respect of any
 
Losses however arising and whatever the cause, in particular pursuant to and, further, your, a Designated Representative’s or any user’s use of the Service or from any such person’s inability to use the Service.
 
JoziHub will use reasonable endeavours to make the Service available, and keep the Service available at all times. However, you agree that JoziHub shall not be liable in respect of any Losses caused by or arising from the unavailability of, any interruption in Service use (either in part or as a whole) for any reason whatever.
 

Indemnity

 
You indemnify JoziHub and JoziHub’s Associates from any Losses due to or arising out of your, a Designated User’s or any user’s use of the Service or breach of these Terms.
 

3rd Party Services

 
Your interaction, correspondence or business dealings with 3rd Parties which are referred to or linked from or to the Service is similarly entirely at your own risk and are solely between you and that 3rd Party including the acquisition, disposal, payment and delivery of any goods or services, and any terms, conditions, warranties or representations associated with such interaction, correspondence or business dealings.
 

Documents and Notices

 
We choose the addresses below for all communication purposes under these Terms, whether in respect of court process, notices or other documents or communications of whatsoever nature.
 

Miscellaneous

 
You agree that:
 
you are bound by these Terms;
data messages addressed by you to us shall be deemed to have been received if and when responded to;
you shall be deemed to have been received data messages we address to you as contemplated in section 23(b) of the ECT Act;
electronic signatures, encryption and/or authentication are not required for valid electronic communications between you and us;
as well as warrant that data messages that you send to us from a computer, IP address or mobile device normally used by you, was sent and/or authorised by you personally.
These Terms constitute the whole agreement between you and us relating to your use of the Service.
 
No indulgence, extension of time, waiver or relaxation of any of the provisions or terms of these Terms which we may show, grant or allow you shall operate as an estoppel against us in respect of its rights under these Terms nor shall it constitute a waiver by us of any of our rights and we shall not thereby be prejudiced or stopped from exercising any of its rights against you which may have arisen in the past or which might arise in the future.
 
Nothing in this agreement shall create any relationship of agency, partnership or joint venture between you and JoziHub and you shall not hold itself out as the agent or partner of JoziHub or as being in a joint venture with JoziHub.
 

INTERPRETATION GUIDE

 
In these Terms, headings are for convenience and we don’t intend for them to be used to interpret the Terms.
 
If, in the Terms, we refer to a party who is liquidated or sequestrated (or has been through a comparable process under a different legal system), then the Terms will also be applicable to and binding on that party’s liquidator or trustee, as the case may be.
 
Unless we indicate to the contrary in these Terms, any references to any gender includes the other genders, a natural person includes an artificial person and vice versa, the singular includes the plural and vice versa.
 
When we specify any number of days in the Terms, the number of days excludes the first day and includes the last day unless the last day falls on a Saturday, Sunday or gazetted public holiday in the Republic of South Africa, in which case the last day shall be the next succeeding day which is not a Saturday, Sunday or gazetted public holiday in the Republic of South Africa. Generally speaking, references to a “day” are references to typical business days.
 
All annexures, addenda and amendments to these Terms form an integral part of these Terms and, therefore, our contract with you.
 

Glossary

 
The following words and phrases bear the meanings assigned to them below and related expressions bear corresponding meanings –
 
“3rd Party” means a Party other than the Member and JoziHub;
“Content” means all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which may be protected by copyright;
“Data Protection Policy” means the policy document, as annexed hereto, explaining what Personal Information is collected through the Service, how that Personal Information is processed and under what circumstances and to whom this Personal Information may be disclosed;
“Facilities” means the facilities provided by JoziHub according to the membership levels mentioned above;
“Facilities Code of Conduct” means the code of conduct providing requirements for the use of the Facilities as annexed hereto;
“Intellectual Property” means all works, including literary works, pictorial, graphic and sculptural works, architectural works, works of visual art, and any other work that may be the subject matter of copyright protection; advertising, marketing and promotional concepts, ideas, proposals and slogans (whether or not subject to copyright); information; data; formulas; designs; models; drawings; computer programs; including all documentation, related listings, design specifications, and flowcharts; trade secrets; and any inventions, including all processes, machines, and compositions of matter, and any other invention that may be the subject matter of patent protection; and all statutory protection obtained or obtainable thereon;
“Intellectual Property Rights” means rights, whether registered or unregistered, including applications for and rights to obtain or use Intellectual Property;
“JoziHub”, “our”, “us” and “we” means or are references to Praekelt Foundation NPC trading as JoziHub, a company incorporated in accordance with the laws of South Africa;
“JoziHub’s Associates” means JoziHub’s officers, servants, agents or contractors or other persons in respect of whose actions JoziHub may be held to be vicariously liable;
“JoziHub Website” means the official website of Jozihub found at www.jozihub.org;
“Losses” means all losses (including, but not limited to those in respect of injury, damage to physical property or loss of life), liabilities, costs, expenses, fines, penalties, damage, damages and claims, and all related costs and expenses (including legal fees on the scale as between attorney and own Member, tracing and collection charges, costs of investigation, interest and penalties);
“Member” means the person who contracts with us to provide use of the Service to Members, whose details are contained in the Member Details Form annexed hereto;
“Membership Benefits document” means the document annexed hereto setting out the services to be provided by JoziHub for the benefit of the Member;
“Member Details Form” means the form containing the Personal Information of the Member and details of the Membership option chosen;
“Membership Fees Schedule” means the document annexed hereto setting out the particular membership level pertaining to the Member and the corresponding fees for this Membership;
“Party” means either JoziHub or a Member as the context may indicate (“Parties” has a corresponding meaning);
“Personal Information” bears the meaning contained in the Promotion of Access to Information Act (No.: 2 of 2000), as amended from time to time;
“Service” means the provision of access to the Facilities provided by JoziHub;
“South African Law” means all and any laws and regulations of the Republic of South Africa, including but not limited to applicable codes of conduct, as may be promulgated or amended from time to time;
“Terms” means the terms and conditions which govern use of the Service, as amended from time to time, and which comprise the following –
“use” when used in the context of use of the Facilities provided by JoziHub means access to and use of the Facilities by the Member