IGNITE TERMS AND CONDITIONS
1. DEFINED TERMS
1.1 The following expressions shall bear the meanings assigned to them below and related
expressions shall bear corresponding meanings:
1.1.1 "Agreement" means these terms and conditions, as amended from time to time;
1.1.2 "New User Signup form" means the signup form on the Website which the Customer is required
to complete and submit in order to make use of the Service/s;
1.2 "Confidential Information" includes, but is not limited to
1.2.1 clients and business associates of IS Ignite;
1.2.2 the contractual arrangements between IS Ignite, its suppliers, business associates, clients,
agents and employees;
1.2.3 the financial details of IS Ignite's relationships with its suppliers, business associates, clients,
agents and employees;
1.2.4 prospective clients of IS Ignite and their requirements;
1.2.5 IS Ignite's financial structure, operating results, financial statements and income tax returns;
1.2.6 the remuneration paid by IS Ignite to its various employees and their duties;
1.2.7 management know-how, processes and techniques;
1.2.8 other matters which relate to the business of IS Ignite, which information is not readily available
in the ordinary course of business to a competitor of IS Ignite;
1.3 "Content" means all information (such as data files, written text, computer software, music, audio
files or other sounds, photographs, videos or other images) which the Customer or Users may have
access to as part of, or through their use of, the Service/s;
1.4 "Costs" means the fees and charges payable for the Service/s from time to time;
1.5 "CPA" means the Consumer Protection Act No. 68 of 2008, as amended from time to time;
1.6 "Customer" means the Party specified as Customer on the New User Signup form which these
terms and conditions apply to;
1.7 "ECT" means the Electronic Communications and Transactions Act No. 25 of 2002, as amended
from time to time;
1.8 "Effective Date" means the date on which the Customer accepted the Agreement, be that in
writing or by way of electronic medium such as clicking on "I agree" on the web page or telephonic
1.9 "Equipment" means equipment supplied by IS Ignite to the Customer on the basis of a loan, rental
or otherwise, to enable the Customer to utilise the Services;
1.10 "IS" means Dimension Data (Proprietary) Limited (company registration number
1987/006597/07) trading through its division Internet Solutions;
1.11 "IS Ignite' Associates" means officers, servants, agents or contractors or other persons in
respect of whose actions IS Ignite may be held to be vicariously liable;
1.12 “IS Ignite” or “Ignite” means Internet Solutions a division of Dimension Data (Proprietary) Limited
trading as IS (company registration number 1987/006597/07);
1.13 "Intellectual Property" means, collectively, the patents, copyrights (and moral rights), trademarks,
designs, models, brands, names, trade names, graphics, icons, hyperlinks, know-how, trade secrets
and any other type of intellectual property (whether registered or unregistered including applications
for and rights to obtain or use same);
1.14 "Intellectual Property Rights" means rights in Intellectual Property which are recognised and/or
protected by South African Law;
1.15 "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, whether on the scale as between
attorney and own client or otherwise, tracing and collection charges, costs of investigation, interest
1.16 "Monthly Costs" means the monthly fee payable by the Customer to IS Ignite in consideration for
the provision of the Service/s;
1.17 "Once Off Costs" means the once off initial costs charged to the Customer for the set up and/or
installation of the Software, Equipment and/or Services;
1.18 "Parties" means the Parties to these Standard Terms and Conditions and "Party" means any one
of them as the context may indicate;
1.20 "Proprietary Information" means any and all trade secrets and data/information of a proprietary
and/or confidential nature, including data/information of a Party that the other Party should reasonably
have known to be proprietary or confidential;
1.21 "Registration Data" means personal information Users are required to submit to IS Ignite in order
to use the Service/s, which is requested during the registration process and is governed by the
1.22 "RIC" means Regulation of Interception of Communications and Provision of Communication
Related Information No. 70 of 2002, as amended from time to time;
1.23 "Service/s" means all the service/s provided by IS Ignite to the Customer, including all software
and Equipment necessary for the provision of the Service/s;
1.24 "Software" means any computer program or software installed or provided by IS Ignite for the
purposes of using the Services;
1.25 "South African Law" means all and any laws and regulations of the Republic of South Africa,
including but not limited to the Constitution of the Republic of South Africa, the ECT, CPA or any other
legislative enactment or regulation in force from time to time applicable codes of conduct, as may be
promulgated or amended from time to time;
1.26 "Third Party Websites" means websites other than the Website;
1.27 "use" when used in the context of:
1.27.1 the Service/s, means to visit or load the Website in a web browser, mobile phone or similar
software application or device and access or otherwise engage with the Service/s;
1.27.2 Content, means to copy, download, view, modify, adapt, load in a web browser, mobile phone,
software application or device or to otherwise engage with and/or manipulate such content;
1.28 "User" means a person who is authorised by the Customer to make use of the Service/s the
Customer has elected to make use of in terms of this Agreement, alternatively, anyone who registers
with and uses the Service/s under the auspices of the Customer ("Users" has a corresponding
1.29 "VAT" means Value-Added Tax as defined in the Value-Added Tax Act 89 of 1991;
1.30 "Website" means the Service/s website located at http://www.isignite.co.za
2. BINDING CONTRACT
2.1 This Agreement is a contract between the Customer and IS Ignite and govern the Customer's and
its Users' use of this Service/s. The Customer warrants that, to the extent necessary, it is authorised
to bind its Users to this Agreement and that such Users have given the Customer such authority.
2.2 The Customer agrees that it shall not use the Service/s unless it agrees to abide by the terms and
conditions set out in this Agreement.
2.3 The Customer signifies its agreement with this Agreement and to regards itself as bound by them
if it does either of the following:
2.3.1 Click to accept or agree to this Agreement where IS Ignite presents an option to do so, either on
the Website or otherwise; or
2.3.2 By using the Service/s in any way, in which case the Customer understands and agree that IS
Ignite will treat its Service/s use as acceptance of this Agreement from the moment it first begins to
access the Service.
2.5 Application of the Consumer Protection Act
2.5.1 A transaction (as defined in the CPA) between the Customer and IS Ignite may or may not fall
under the provisions of the CPA depending upon whether certain of the Customer's metrics and
values ("Threshold Values") are below a certain value at the time the transaction is entered into.
2.5.2 The Threshold Values are the Customer's asset value or annual turnover, and the value against
which they are measured is as determined by the Minister of Trade and Industry by publication in the
Government Gazette from time to time.
2.5.3 IS Ignite' duties towards the Customer may vary depending upon whether the transaction in
question is subject to the CPA, and IS Ignite will act upon the information given to it by the Customer
in this regard. Consequently:
220.127.116.11 The Customer warrants that any statement made to IS Ignite in respect of its Threshold
Values is accurate.
18.104.22.168 If the Customer claims that all the Threshold Values are below the relevant value, or otherwise
that the CPA applies to the transaction in question, IS Ignite may at its instance require the Customer
to provide it with financial statements as proof thereof.
22.214.171.124 If the Customer misstates the Threshold Values in such a way that IS Ignite considers for a
period that the transaction is subject to the CPA when it is not, all provisions of this Agreement that do
not apply to transactions subject to the CPA shall retroactively apply to the transaction in question,
and the Customer shall be liable for any damage sustained by IS Ignite resulting from such
3.1 Users are required to register if they wish to use the Service/s.
3.1.1 Users are required to register with the Service/s using a registration form available on the
3.1.2 When Users register to use the Service/s, they will be asked to select a username and
password in order to secure Users' accounts.
3.1.3 Users may only register once to use the Service/s.
3.1.4 Users may not impersonate another person and Users are be required to use their real identities
as identifiers associated with their account. Not adhering to this clause constitutes fraud and such
account will summarily be closed without notice.
3.1.5 Once registered Users will be able to log into their accounts using their usernames and
3.2 In order to successfully complete the registration process, Users are required to submit the
Registration Data to IS Ignite.
3.2.1 Users warrant that the Registration Data is accurate, current and complete. The Customer
agrees that Users will be denied access to the Service/s should those Users breach this warranty or
subsequently be found to have breached this warranty.
3.2.2 IS Ignite may take steps to verify Users' Registration Data once Users have completed the
requisite registration process. The Customer and Users agree to this verification process and
irrevocably consent to IS Ignite gaining access to relevant information held by third parties which may
be required to reasonably complete the verification process. The Customer and Users acknowledge
and agree that their access to the Service/s may be limited until such time as this verification process
has been successfully completed.
3.2.3 Should Users not agree to the verification process as contemplated above or withhold their
consent, Users' access to the Service/s, generally, may be suspended or terminated.
3.2.4 Users waive any claims Users may have against IS Ignite or IS Ignite's Associates arising out of
IS Ignite's denial of access to Users to the Service/s.
3.3 Passwords and Account Security
3.3.1 Users agree that the security of Users' account is solely Users' own responsibility. Users further
126.96.36.199 Users are responsible for maintaining and promptly updating the Registration Data and any
other information Users furnish IS Ignite with, thereby keeping it accurate, current and complete;
188.8.131.52 if Users believe their Service/s account security has been compromised in any way, Users will
notify IS Ignite immediately;
184.108.40.206 Users shall be held fully responsible for any misuse or compromise to Users' account which IS
Ignite is not adequately notified about; and
220.127.116.11 IS Ignite reserves the right to suspend Users' access to their Service/s accounts pending an
investigation and resolution if any security violations are believed to have occurred in association with
Users' Service/s account.
4. COMMENCEMENT AND DURATION
4.1 The Agreement shall commence upon the Effective Date and shall endure until the termination
date of the last of the Services.
4.2 The terms for each Service will stipulate the duration of each such Service. If no such duration is
recorded or in the case of where it cannot be determined what the duration of such Service should be,
the duration of each of the Services shall be for 1 (one) month rolling until terminated by either Party
on 30 (thirty) days' notice.
5. CHARGES AND PAYMENT
5.1 Costs shall be payable to IS Ignite monthly in advance by way of credit card or debit order
deducted on the last day of the month (unless otherwise agreed).
5.2 The Costs specified on the Website include VAT and any other any taxes and duties including any
regulatory surcharge, which Customer becomes obligated to pay by virtue of this Agreement.
5.3 The Costs specified on the Website may change from time to time without notice to the Customer.
The Customer should visit the Website on a regular basis in order to take notice of such changes.
5.4 Invoices will be emailed to the Customer's designated email address (for billing purposes)
indicated in the New User Signup form unless the Customer gives its written request for delivery of
invoices by means other than email, or that the email address (for billing purposes) has been
5.5 Debit Order and Service/s Cancellation
5.5.1 By the act of the Customer supplying its banking details and agreeing to the terms and
conditions of the Agreement the Customer accepts and agrees to the following:
18.104.22.168 The request and authorisation of IS Ignite to draw against the bank account of the Customer
(or any other bank or branch to which the Customer may transfer its account) the due amount or any
variable amount pertaining to this Agreement, on the first working day of each month. This being the
amount necessary for the settlement of the monthly invoice and/or any overdue amounts, due to IS
Ignite in respect of the Customers purchases or in terms of this Agreement.
22.214.171.124 The Customer agrees that all withdrawals from its account by IS Ignite shall be treated as
though they had been signed by the Customer itself. The Customer specifically instructs and
authorizes the relevant duly authorised IS Ignite agent or by computer through a system provided by
the South African Banks to draw against the account of the Customer.
126.96.36.199 The Customer hereby agrees to pay any banking charges relating to this debit order
188.8.131.52 The authority and Service/s may be cancelled by the Customer by clicking and accepting the
cancellation of services link as displayed on the website before the 25th of the current month. Failure
to do so will result in the product being activated and the monthly subscription being debited from the
Customer bank account. If the Customer cancels on or after the 25th of the month, cancellation of the
service will be actioned for the end of the following month.
184.108.40.206 The Customer can also cancel the Service by informing IS Ignite in writing by sending an
email with the appropriate Customer account and service details together with the termination date to
firstname.lastname@example.org. This email notification needs to be sent before the 25th of the current
month. Failure to do so will result in the monthly subscription being debited from the Customer bank
account. If the Customer cancels on or after the 25th of the month, cancellation of the service will be
actioned for the end of the following month.
220.127.116.11 If any Service contract duration is longer than a month, each specific Service terms and
conditions will stipulate the penalty for early termination. If no such penalty is recorded or in the case
of where it cannot be determined what the penalty of such Service should be, the penalty of each of
the Services shall be the remaining value of the contract.
18.104.22.168 Debit orders will be processed on the first working day of every month. The debit order fails,
the Customer Service/s will be disabled immediately and you will be required to pay the outstanding
amount by way of credit card or electronic bank transfer in order to reactivate the Service/s.
22.214.171.124 All other debit order instructions (new account sign ups, top ups, upgrades), besides the
monthly subscription debit orders, will be processed on a daily basis. Should a change be made on
your account after the monthly debit order run, the balance will be processed on the 1st working day
of the month.
5.6 IS Ignite shall be entitled from time to time on 30 (thirty) days prior written notice thereof to
Customer to increase the Monthly Costs, provided that
5.6.1 IS Ignite shall not be entitled to increase the Monthly Costs during the first 12 (twelve) months of
this Agreement; and
5.6.2 IS Ignite shall not increase the Monthly Costs on more than one occasion in any subsequent 12
(twelve) month period of this Agreement;
5.6.3 Should such an increase, as envisaged per sub-clause 5.6.1 above, occur after the initial 12
(twelve) month period, the Customer shall have the right to request IS Ignite to provide proper and
reasonable justification for such an increase, which IS Ignite shall not unreasonably withhold.
6. SERVICE/S PROVISION
6.1 To the extent that the provisions of the CPA are applicable to this Agreement, in the event that the
Customer alleges that there is a defect in the quality of the Services, the only remedy that the
Customer will have against IS Ignite, is to require IS Ignite to remedy the defect in the quality of the
6.2 If IS Ignite has supplied Equipment to enable the Customer to utilise the Service/s, defects in the
Equipment will be dealt with as described in clause 6.5 below.
6.3 IS Ignite may add new features to the Service/s and modify or even discontinue existing features
on reasonable notice to the Customer and in IS Ignite' sole discretion. The Customer agrees to this.
6.4 Risk and Ownership
6.4.1 All rights of ownership in and to any Equipment:
126.96.36.199 supplied by IS Ignite on a loan or rental basis, shall remain vested in IS Ignite;
188.8.131.52 acquired by the Customer from IS Ignite either free of charge or at a subsidised price shall
remain vested in IS Ignite for the duration of the Initial Period of the Schedule in terms of which it is
184.108.40.206 acquired at IS Ignite's listed price shall remain vested in IS Ignite until the Customer has made
payment therefor in full to IS Ignite.
6.4.2 All risk in and to the Equipment shall pass to the Customer on delivery thereof at the premises
of the Customer. Upon the signature of a proof of delivery by the Customer, the Customer shall be
liable for any and all loss, theft or destruction of or damage thereto, howsoever arising.
6.4.3 In the event of damage to or the loss, theft or destruction of the Equipment or any portion
thereof after the signature of a proof of delivery, the Customer shall be obliged to replace and/or
repair or to pay to IS Ignite the cost of replacing and/or repairing the Equipment so damaged, lost,
stolen or destroyed.
6.4.4 The Customer undertakes:
220.127.116.11 to display in relation to the Equipment no lesser degree of care than it would had if the
Equipment belonged to it and shall take all reasonably necessary precautions to avoid loss, theft or
destruction of or damage to the Equipment;
18.104.22.168 not, in any manner, to alienate, encumber or otherwise dispose of the Equipment;
22.214.171.124 not to procure repair or maintenance of the Equipment by any third party without the prior
written consent of IS Ignite (which shall not be unreasonably withheld) or in any other manner tamper
with the Equipment.
6.5 Returns and Refunds
6.5.1 If the provisions of the CPA are applicable to this Agreement, to the extent that Equipment is
supplied to a Customer, the Equipment is warranted in respect of quality, suitability and durability for a
period of 6 (six) months of the Effective Date in respect of the Equipment concerned. Provided the
Customer is not in breach of the Agreement, Customer may within this period return the Equipment to
IS Ignite without penalty if the Equipment fails to satisfy the requirements and standards contemplated
and IS Ignite shall repair or replace the failed, unsafe or defective Equipment.
6.5.2 If Customer elects to enforce the provisions of clause 6.5 and, within 3 (three) months of any
repair undertaken by IS Ignite, the failure, defect or unsafe feature has not been remedied, or a
further failure, defect or unsafe feature is discovered by Customer, IS Ignite shall, in its sole and
126.96.36.199 replace the Equipment; or
188.8.131.52 refund to Customer the Once Off Cost applicable thereto.
184.108.40.206 refund to Customer the monthly fee for the duration that the service could not be used.
7. CUSTOMER'S OBLIGATIONS
7.1 IS Ignite is obliged to protect its technical infrastructure against security threats and to protect the
interests of its customers by ensuring that the conduct of no one customer prejudices the user
experience of the other customers. Accordingly, IS Ignite imposes certain reasonable rules relating to
the Customer's conduct while using the Services which are contained in IS Ignite' Acceptable Use
Policy. Because security threats can be fluid and acceptable usage can change, IS Ignite may from
time to time amend this AUP by publication on its website. These amendments will not materially
affect the Agreement, but will merely update the limits of the Customer's existing duty to use the
Services in a safe and responsible manner.
7.2 Customer shall not commit nor attempt to commit any act or omission which directly or indirectly:
7.2.1 damages in any way IS Ignite' technical infrastructure or any part thereof;
7.2.2 impedes, impairs or precludes IS Ignite from being able to provide the Service/s in a reasonable
and businesslike manner;
7.2.3 constitutes an abuse or malicious misuse of the Service/s;
7.2.4 or is calculated to have any of the abovementioned effects. In such an event, should IS Ignite
incur expenses to remedy the situation, IS Ignite reserves the right to charge the Customer the
amount necessary to cover IS Ignite' additional expenditure. Notwithstanding the above, IS Ignite
reserves the right to take any other appropriate action it may deem necessary to remedy the situation.
7.3 Customer is prohibited from unauthorised selling, reselling or otherwise dealing with the Service/s
which are proprietary to IS Ignite in any manner whatsoever. Without limitation to the aforegoing, the
Customer agrees that any consideration which it may receive whilst acting in breach of this prohibition
shall be deemed to be IS Ignite' damages suffered as a result of the Customer's breach of this
prohibition and payable to IS Ignite.
7.4 Customer is prohibited from allowing any person other than its employees or other authorised
parties, access to the Service/s through any of Customer's Equipment, personnel and/or address.
7.5 Under no circumstances may Customer resile from this Agreement or withhold or defer payment
or be entitled to a reduction in any charge or have any other right or remedy against IS Ignite or IS
Ignite' Associates if IS Ignite interrupts the Service to Customer as it would be entitled to do if
Customer is in default of any of its obligations under this Agreement to IS Ignite.
7.6 Customer may not at any time use the Service in contravention of any South African Law.
Customer acknowledges that IS Ignite has no obligation to assist Customer in obtaining knowledge
and/or clarity in terms of the applicable South African Law.
8.1 Any specifications, descriptive matter, drawings and other documents which may be furnished by
IS Ignite to Customer from time to time:
8.1.1 do not form part of this Agreement and may not be relied upon, unless they are agreed in writing
by both parties hereto to form part of this Agreement by way of a Schedule;
8.1.2 shall remain the property of IS Ignite and shall be deemed to have been imparted by it in trust to
Customer for the sole use of Customer. All copyright in such documents vests in IS Ignite. Such
documents shall be returned to IS Ignite on demand.
9.1 Liability Limitation
9.1.1 IS Ignite shall not be liable for any Losses of whatsoever nature and howsoever arising where IS
Ignite's failure, delay or inability to perform any of the Service/s is due to the occurrence of any of the
220.127.116.11 the Customer's failure to perform, or delay in performing its obligations in terms of this
18.104.22.168 circumstances that constitute an event of force majeure as contemplated in clause 16 hereof;
22.214.171.124 all telecommunications infrastructure and communication line faults; or
126.96.36.199 failure or unreasonable delay by the Customer to report faults/problems to IS Ignite; or
188.8.131.52 the failure of any hardware, software programme, applications/s or any other computer
systems (or any component thereof) or product or service of any third party on whom the Customer
relies (whether directly or indirectly) to use the Service/s and/or on which IS Ignite relies to provide the
9.1.2 IS Ignite shall not be responsible for any Losses of whatsoever nature and howsoever arising if
such Losses is caused by any defect or failure in the Equipment due to:
184.108.40.206 compliance by IS Ignite with any applicable legislation; and/or
220.127.116.11 any alteration to the Software and Equipment by the Customer; and/or
18.104.22.168 any defect and/or hazard in any third party equipment required by the Customer to be used in
the provision of the Services.
9.1.3 In addition to 9.1.1 and 9.1.2 above, and to the extent permitted by South African Law, IS Ignite
shall not be responsible for Losses of whatsoever nature and howsoever arising in respect of the
Services under this Agreement.
9.1.4 Subject to clause 9.1.1 to 9.1.3 above, the entire liability of IS Ignite and Customer's exclusive
remedy for direct damages from any cause related to or arising out of this Agreement, regardless of
the form of action, whether in contract or in delict, will not exceed the aggregate of the fees and
charges paid by Customer under this Agreement for the period of 1 (one) month preceding
Customer's written notice to IS Ignite in respect of such claim.
9.1.5 Because of the need to conduct maintenance, repair and/or improvement work from time to time
on the technical infrastructure by means of which the Services are provided, the provision of the
Services may be suspended from time to time on reasonable notice to Customer, and all liability on
the part of IS Ignite of any loss or damage (whether direct or consequential) thereby incurred or for
any costs, claims, or demands of any nature arising therefrom, is excluded.
9.2.1 The Customer indemnifies IS Ignite and IS Ignite' Associates from any Losses which arise as a
result of the Customer's use of the Services or the Customer's breach of this Agreement.
9.2.2 The Customer shall indemnify and hold IS Ignite and IS Ignite' Associates harmless against all
Losses, suffered or incurred by them as a result of any claim by any third party, arising out of the
provisions of clauses 9.2.1 above.
9.2.3 Customer hereby indemnifies IS Ignite against and holds IS Ignite harmless from any claim by
any third party arising directly or indirectly out of access to or use of the Service/s or information
obtained through the use thereof or in respect of any matter for which liability of IS Ignite is excluded
in terms of clause 9.1.1 to 9.1.3 above.
9.3 Third Party websites
9.3.1 Links to and from the service from and to other websites belonging to or operated by Third
Parties ("Linked Websites") do not constitute IS Ignite's endorsement of such Linked Websites or their
contents nor does IS Ignite necessarily associate itself with their owners or operators. The Customer
Customer's relationship with such Third Party.
9.3.2 IS Ignite has no control over Linked Websites and the Customer agrees that IS Ignite is not
responsible or liable for any content, information, goods or services available on or through any such
Linked Websites or for any Losses caused or alleged to be caused by or in connection with the
Customer's use of or reliance on any such content, information, goods or services available on or
through any such Linked Websites. The Customer agrees that where it or its Users access Linked
Websites, they do so entirely at the Customer's or, where appropriate, the Users' own risk.
9.3.3 Interaction, correspondence or business dealings with Third Parties which are referred to or
linked from or to the service is similarly entirely at the Customer's or, where appropriate, the Users'
9.4.1 IS Ignite warrants and represents that:
22.214.171.124 it has full capacity and authority and all the necessary licences, permits and consents to enter
into and perform in terms of this Agreement and to provide the Services to the Customer;
126.96.36.199 it is the owner of or has the right to use under licence any intellectual property employed by it
during or as part of the Services;
188.8.131.52 it is not aware, as at date hereof, of any matter within its reasonable control which might or will
adversely affect its ability to perform its contractual obligations under this Agreement;
184.108.40.206 the Services shall be performed in compliance with South African Law;
220.127.116.11 the Services shall be provided in accordance with the provisions of this Agreement;
18.104.22.168 the Services will be performed in a professional manner and that it is and/or it shall use
personnel that is appropriately experienced, suitably qualified and has sufficient knowledge, expertise
and competence to perform the services, in accordance with the highest standard of its industry.
9.4.2 Save as expressly set out in clauses 10.1 above, IS Ignite does not make any representations
nor gives any warranties or guarantees of any nature whatsoever in respect of the Service/s and all
warranties which are implied or residual at common law are hereby expressly excluded.
9.4.3 IS Ignite does not warrant or guarantee that the information transmitted by or available to
Customer by way of the Service/s:
22.214.171.124 will be preserved or sustained in its entirety;
126.96.36.199 will be delivered to any or all of the intended recipients; or
188.8.131.52 will be suitable for any purpose;
184.108.40.206 will be free of inaccuracies or defects or bugs or viruses of any kind; or
220.127.116.11 will be secured against intrusion by unauthorised third parties;
18.104.22.168 and IS Ignite assumes no liability, responsibility or obligations in regard to any of the
exclusions set forth in this clause 9.4.
9.5.1 Notwithstanding anything to the contrary contained in this Agreement, IS Ignite reserves the
right in its absolute discretion and after the receipt by IS Ignite of any take-down notice in terms of the
ECT or through any other legal and/or regulatory complaint, mechanism or process from any
governmental department or agency, or any other third party (including but not limited to any Internet
industry body or any other organisation) that Customer's web site contains information that infringes
against any third party's rights in terms of South African Law, or is defamatory in nature, to
immediately give written notice to Customer of IS Ignite' intention to remove the offending information
or any portion thereof from Customer's web site.
9.5.2 Should such offending information not be removed from the web site by Customer within 24
hours of written notice to that effect, IS Ignite shall be entitled to immediately remove the offending
information or any portion thereof from Customer's web site, or where it is not possible to remove
such content, to terminate the Hosting Services of such Customer. Any removal or termination by IS
Ignite shall in no way constitute a breach by IS Ignite of this Agreement.
9.5.3 In the event a Customer is believed to be infringing on any person's rights in terms of South
African Law, any person affected by such infringements may report the matter to IS Ignite by visiting
IS Ignite' Abuse page at http://www.is.co.za/Abuse/Pages/default.aspx.
10.1 Should the Customer breach any of the terms and conditions of this Agreement, without
prejudice to any other rights that it may have, IS Ignite shall be permitted to either:
10.1.1 afford the Customer reasonable opportunity to remedy the breach;
10.1.2 suspend access to or terminate the Services;
10.1.3 cancel this Agreement;
10.1.4 in any event without prejudice to IS Ignite' right to claim damages and/or specific performance.
10.2 The Customer shall be liable for all costs incurred by IS Ignite in the recovery of any amounts or
the enforcement of any rights which it has hereunder, including collection charges and costs on an
attorney and own client scale whether incurred prior to or during the institution of legal proceedings or
if judgement has been granted, in connection with the satisfaction or enforcement of such judgement.
11. INTELLECTUAL PROPERTY
11.1 The Customer acknowledges that all Intellectual Property Rights relating to or used in connection
with the Service/s provided under this Agreement vest in IS Ignite, either as owner or licensee of such
Intellectual Property Rights.
11.2 Except as provided in this clause 11, the Customer does not acquire any rights under this
Agreement from IS Ignite or IS Ignite' licensors to the Service/s, including any related Intellectual
Property Rights. Some Service/s may be provided to the Customer under a separate license, in which
case that license will govern the Customer's use of the Service/s concerned.
11.3 IS Ignite grants the Customer a limited, revocable, non-exclusive, non-sublicensable, nontransferrable license to access and use the Service/s solely in accordance with this Agreement; and
11.4 Customer hereby indemnifies and holds IS Ignite and IS Ignite' Associates harmless against all
Losses suffered or incurred by them as a result of any Intellectual Property Rights claim by any third
12. INTERCEPTION AND MONITORING
12.1 Subject to the provisions of the RIC Act, the Customer and Users agree to permit IS Ignite to
intercept, block, filter, read, delete, disclose and use all communications the Customer and Users
send or post to or using the Service/s and/or to IS Ignite' staff.
12.2 The Customer and Users agree and acknowledge that the consent they provide above satisfies
the "writing" requirement specified in ECT and RIC.
13. PROTECTION OF CONFIDENTIAL INFORMATION
13.1 Each Party will keep confidential and protect Confidential Information from disclosure to third
parties and restrict its use to that which is provided for in this Agreement.
13.2 Either Party acknowledges that unauthorised disclosure or use of Proprietary Information may
cause substantial economic loss. All materials containing Confidential Information will be marked with
"Proprietary" or "Confidential", or in a manner which gives notice of its proprietary nature. Confidential
Information shall not be copied, in whole or in part, except when essential for correcting, generating or
modifying Confidential Information for either Party's authorised use. Each such copy, including its
storage media, will be marked with all notices, which appear on the original.
13.3 Each Party shall ensure that its employees comply with its obligations under this clause 13.
13.4 This clause 13 shall survive termination or cancellation of this Agreement.
13.5 This Agreement does not transfer to either Party title to any Intellectual Property Rights
contained in any Confidential Information of the other Party.
14. CESSION AND ASSIGNMENT
14.1. The Customer shall not be entitled to cede or assign any rights and/or obligations which it may
have in terms of this Agreement to any third party unless consented to in writing by IS Ignite prior to
such cession and/or assignment.
15. FORCE MAJEURE
15.1.Ignite shall not be liable for non-performance under this Agreement to the extent to which the
non-performance is caused by events or conditions beyond the control of IS Ignite, provided that IS
Ignite makes all reasonable efforts to perform.
15.2 It is expressly recorded that for purposes of this clause the following shall be considered
circumstances beyond the control of IS Ignite and the force majeure provisions shall apply:
15.2.1 a fault on the part of an IS Ignite supplier that affects the Service/s; and/or
15.2.2 the non-performance, inability to perform or delay in performance by a supplier to IS Ignite
relating to the provisioning of equipment, services and/or facilities to IS Ignite that affects the
15.2.3 acts or omissions of any government, government agency, provincial or local authority or
similar authority, any laws or regulations having the force of law, civil strife, riots, insurrection,
sabotage, acts or war or public enemy, illegal strikes, interruption of transport, lockouts, flood, storm
16.1 If any clause or term of this Agreement shall have been held by a court of competent jurisdiction
to be invalid, unenforceable or illegal, then the remaining terms and provisions of this Agreement shall
be deemed to be severable therefrom and shall continue in full force and effect unless such invalidity,
unenforceability or illegality goes to the root of this Agreement.
17. DISPUTE RESOLUTION AND ARBITRATION
17.1 Any dispute which arises between the Parties relating to or arising out of this Agreement,
including the validity, implementation, execution, interpretation, rectification, termination or
cancellation of this Agreement, shall be referred to a committee consisting of two (2) members
appointed by the Customer, and two (2) members appointed by IS Ignite, or alternates appointed by
them, who will use their best efforts to resolve the dispute within fourteen (14) calendar days of the
dispute having been referred to them.
17.2 Should the committee be unable to resolve a dispute, the parties agree to have the dispute
resolved in accordance with the Rules of the Arbitration Foundation of Southern Africa by an arbitrator
appointed in terms of such Rules.
17.3 In the case of litigation:
17.3.1 the Parties consent to the jurisdiction of the appropriate division of the High Court of South
Africa in respect of all proceedings which may arise out of or in connection with this Agreement;
17.3.2 all costs of litigation, on an attorney and own client scale and including any value added tax,
charges and disbursements and fees of a like nature, incurred by the successful Party in successfully
enforcing or defending any of the provisions of this Agreement, or any claim hereunder and shall be
for the account of the unsuccessful Party.
17.4 Where the Customer instigates the dispute and where the provisions of the CPA are applicable
to this Agreement, and the Customer does not use the Services under dispute wholly or mainly for his
business or profession, then the provisions of clauses 17.2 shall be voluntary, and the Customer may
choose such other means of resolving the dispute as are set out in the CPA.
18. GOVERNING LAW AND JURISDICTION
18.1 This Agreement will be governed by and construed in accordance with the laws of the Republic
of South Africa and all disputes, actions and other matters relating thereto will be determined in
accordance with South African law by a South African court having jurisdiction.
19. PLACE FOR DELIVERY OF NOTICES
19.1 The Customer chooses its place for delivery of notices ("domicilium") at the physical address
appearing on the New User Signup form for all purposes, including but not by way of limitation,
receiving notice from IS Ignite, communicating with IS Ignite and the receiving service of process.
19.2 IS Ignite chooses its domicilium at The Campus, 57 Sloane Street, Bryanston, Johannesburg,
19.3 Either Party shall be entitled from time to time to vary its domicilium and shall be obliged to give
notice to the other within ten 10 (ten) days of the intended domicilium change.
19.4 Any notice which either Party may give to the other shall be posted by prepaid registered post or
hand delivered to the other Party's domicilium and shall be presumed, unless the contrary is proved
by the Party to whom it is addressed, to have been received by that Party on the 10th (tenth) day after
the date of posting or on the day of delivery as the case may be.
20.1 Notwithstanding that which is contained herein, in addition hereto the following terms shall apply
to resellers of the Service/s:
20.1.1 The Services shall be sold as described and presented on the website, resellers shall not
attempt to alter or customise such Service/s without the consent of IS Ignite;
20.1.2 The reseller shall be responsible for all support calls from its direct customers, IS Ignite shall
however assist only the reseller through the existing IS Ignite support channels.
20.1.3 The reseller is responsible for onward invoicing and collection of monies from its customers.
Failure to collect such monies shall in no manner be an excuse or reason for the resellers' failure to
make payment of the Service/s provided by IS Ignite and may lead to suspension of the Service/s at
the discretion of IS Ignite.
21. SERVICE LEVEL
21.1 Notwithstanding clause 9.4.3 above, the Service/s provided should be viewed as "best-effort",
"as is" or "as available". IS Ignite cannot guaranteed or warrant that the Service/s will at all times be
free of errors or interruptions. During any technical failure, modification or maintenance of the
Service/s provided, IS Ignite will use its reasonable endeavours to notify the Customer of such
maintenance and to resume the Service/s as soon as possible.