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iONLINE Terms and Conditions
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iONLINE SOUTH AFRICA STANDARD TERMS AND CONDITIONS
ButtoniONLINE SOUTH AFRICA STANDARD TERMS AND CONDITIONS
1. INTERPRETATION
1.1 In these terms and conditions:
1.1.1 the headings have been inserted for convenience only and should not be taken into account in its interpretation.
1.1.2 unless the context indicates a contrary intention, an expression which denotes:
1.1.2.1 any gender includes the other genders;
1.1.2.2 a natural person includes a juristic person and vice versa;
1.1.2.3 the singular includes the plural and vice versa.
1.2. In this Agreement the following expressions bear the meanings assigned to them hereunder:
1.2.1 Agreement means the service contract form (including any order) and this standard terms and conditions. In case of conflict, this standard terms and conditions will prevail, however in the instance of a customized service provided as a customer specific solution the terms and conditions of that service agreement will prevail as far as iONLINE and the customer agreed in writing to such deviation;
1.2.2 Activation means the enabling of the iONLINE Product and/or Service as requested by the Customer to operate on the iONLINE network in terms of this Agreement;
1.2.3 Business Day means a day, which is not a Saturday or a Sunday, or a public holiday in the Republic of South Africa;
1.2.4 Business Hours means all the hours that fall between 08h00 and 17h00 on any Business Day;
1.2.5 Call Centre means a facility established to provide telephone support to Customers by iONLINE which will enable Customers to report faults and make general enquiries;
1.2.6 Commencement Date means the date of activation of the particular iONLINE Service(s)
1.2.7 CPI means the Consumer Price Index (CPI) Headline Inflation Rate as published by Statistics South Africa, or if the publication of such Index is discontinued, the most similar Index as compiled and published monthly by Statistics South Africa in a statistical news release or anybody authorized in its stead, in terms of the Statistics Act 1976 as amended (or any statute replacing such Act)
1.2.8 Customer means the party that completed the order form or service contract form for the Service;
1.2.9 Data means information carried by the Network;
1.2.10 Data Amount means the total data transferred to and from the network as measured in megabytes and/or kilobytes;
1.2.11 Data Bundle means the total amount of data, which the Customer has elected to pre-pay in any given month, which, if exceeded, will require further payment.
1.2.12 Elected Package Option means the package option chosen by the Customer;
1.2.13 Excess Data Usage means the Customer’s monthly used data transfer in excess of the maximum monthly data usage allowed for in the Customer’s elected Data Bundle.
1.2.14 Expiry Date means two months after receipt of a notice of termination contemplated in clause 2.2;
1.2.15 iONLINE Charges means all charges in terms of this Agreement including, but not limited to, the installation charges, monthly charges (which include monthly service charges, maintenance charges and Service charges) and such Excess Data Usage charges as may be agreed with the Customer from time to time,
1.2.16 iONLINE Product means the device or devices supplied by iONLINE including any associated software necessary to render the Service.
1.2.17 iONLINE means iONLINE Internet Service Provider (PTY) LTD (Registration No: 2005/013278/07) with registered offices at Building 14, Stanford Office Park, Witch-hazel ave, Centurion, 0157
1.2.18 GSM means the Global Systems for Mobile Communications as defined by the European Technical Standards Institute and includes any other related technical standard including 3GPP;
1.2.19 Initial Service Period means the initial term of the Agreement as given on the Order.
1.2.20 Monitoring and Control Services means a specific service provided by iONLINE for the collection of data at remote locations and representation of that data to the Customer from a central server or servers. It may also mean a service designed to provide remote control of virtual or physical items.
1.2.21 Network means the communications system provided by iONLINE for the transmission of a Customer’s Data;
1.2.22 Order means an order placed by a Customer on IONLINE, by completion of IONLINE’s Service Order Form or in any other form approved by iONLINE for the provision of the iONLINE Products and/or Services;
1.2.23 Premises means the physical address at which the iONLINE Product is installed or kept as stipulated in the Order and/or any other physical address to which the equipment may be moved after obtaining IONLINE’s prior written consent;
1.2.24 Service(s) means the provision of the products and/or services by iONLINE enumerated on the Order;
1.2.25 Service Provider means a third-party provider or reseller used by iONLINE to make the service available to the Customer;
1.2.26 Replacement Cost means the replacement cost of the iONLINE Product including any charges levied by iONLINE for replacement of any part thereof;
1.3. Words and expressions defined in any clause will for the purposes of that clause, bear the meaning assigned to such words and expressions in such clause.
2. COMMENCEMENT, DURATION & CANCELLATION:
2.1 This Agreement will commence on the Commencement Date and will, subject to clause 10, continue for the Initial Service Period specified in the service Order form.
2.2 No less than 30 Business Days before the end of the Initial Service Period specified in the Order, the Customer will notify iONLINE of its intention to terminate the Order or renew the Order for an additional fixed term.
2.2.1.1 Failure by the Customer to terminate or renew this Agreement per clause 2.2 above will result in an automatic renewal of the Agreement on a month-to-month basis on the same terms and conditions. During such month-to-month period, the Customer may terminate the Agreement / specific service at any time by giving a full calendar months’ notice. Where a month-by-month service or subscription has been subscribed to, iONLINE will require a full calendar month cancellation notice in writing to terminate the service. This cancellation must be sent to cancellations@ionlinesp.co.za.
2.3 iONLINE will be entitled at any time and with immediate effect to suspend the Service temporarily or permanently, or part thereof and/or terminate this Agreement, in all cases without liability in the event that any license, permission or authorization necessary for the operation of the Service is revoked or temporarily or permanently suspended.
3. SUPPLY
3.1 iONLINE will utilize its best endeavors to promptly comply with all delivery, installation and/or activation requirements recorded in the Order but will not be liable to the Customer in the event that such delivery, installation and/or activation is delayed or cancelled, for whatsoever reason.
3.2 All risk of loss or damage in and to the iONLINE Product supplied and delivered by iONLINE to the Customer will pass to the Customer on delivery notwithstanding the Commencement date.
3.3 The Customer will, within twenty-four hours, notify iONLINE if the iONLINE Product or any part thereof is lost, stolen or damaged.
3.4 The Customer hereby warrants and undertakes in favor of iONLINE that it:
3.4.1 will not use or allow the Services to be used for any improper, immoral or unlawful purpose, nor in any way which may cause injury or damage to persons or property or an impairment or interruption to the service;
3.4.2 will only use the iONLINE Product installed and delivered by iONLINE to gain access to the Service, and will comply with all relevant legislation and country regulations imposed by any other competent authority and all directives issued by iONLINE relating to the use of the iONLINE Product and/or Service(s);
3.4.3 recognizes that the ownership in and to the iONLINE Product remains with iONLINE and no right, title or interest in the iONLINE Product vests in the Customer.
3.4.4 will not permit any third party to reverse engineer, decompile, modify or tamper with the cable infrastructure, antenna systems, hardware, software or firmware of and in the iONLINE Product.
4. CHARGES
4.1 In consideration of the provision of the iONLINE Product and Services, the Customer will affect payment to iONLINE of the charges detailed on the Order, whether the services are being utilized by the Customer or not.
4.2 Use of the iONLINE Product is included in the monthly service charges.
4.3 iONLINE may increase its charges annually in line with the CPI index (usually on the 1st of April each year) and such increased charges will be published in its price list.
4.4 iONLINE may introduce new/additional charges from time to time and such additional charges will be communicated in writing, 60 days before they take place, to Customers before being levied. Should the Customer not accept such additional charges, the Customer may, notwithstanding clause 2.1, elect to cancel this Agreement on 2 months written notice.
4.5 Any upgrade from one package option to another iONLINE package will be subject to IONLINE’s approval in its discretion and only be affected on written confirmation by iONLINE and, in addition to any applicable charges in terms of clause 4.1 hereof, iONLINE will be entitled to levy a migration and/or administration fee for such migration.
4.6 iONLINE reserves the right to adjust charges after the expiry of the initial Agreement period to a month-to-month charge if the Agreement is not extended for a fixed period with its associated charges.
4.7 The Customer will be liable for any charges and/or cost incurred as a result of the Customer’s abuse, misuse or unauthorized use of the iONLINE Product and/or Services, and/or for any charges and/or cost incurred as a result of the loss or theft of the iONLINE Product and/or incurred as a result of the Customer’s failure to comply with any provision contained in the Agreement.
5. PAYMENT
5.1 The first payment will be 1. Made by the client upon receipt of the initial invoice from iONLINE or debited during the first billing cycle and will include the installation charge and the pro rata apportionment charge of the monthly charges, levied from the start of the activated service.
5.2 Thereafter all payments will be made / debited in a single monthly instalment without any deductions whatsoever on the payment day agreed by way of the signed agreement and will continue each and every month until expiry date, by way of debit order payment in accordance with the debit order authorization contained in the business application form or my means of manual payment where approved, into the account, that iONLINE may from time to time in writing direct.
5.3 Monthly subscription charges will be invoiced and payable monthly in advance and all excess usages charges outside of the standard service subscriptions will be payable in arrears for the previous month.
5.4 Invoices and statements may be emailed, faxed or sent by regular mail service to Customers.
5.5 iONLINE reserves the right to suspend its service if amounts due are not paid within 10 days of due date as indicated on the iONLINE invoice.
5.6 The Customer agrees that iONLINE may perform credit control checks as it deems necessary at a credit bureau of its choice. The Customer acknowledges and agrees that any information regarding the Customer’s credit worthiness, defaults in payments to iONLINE and details of how the Customer has conducted the account with iONLINE may be disclosed to any other creditor and/or to one or more credit information bureau. The Customer indemnifies iONLINE in respect of any claim whatsoever or howsoever arising, including third party claims, from iONLINE exercising these rights.
5.7 iONLINE will be entitled to charge interest at the rate of 10% per annum above the then existing prime overdraft rate of ABSA Bank Limited if an account rendered to a customer is not paid on or before the due date, up to and including the date of payment.
5.8 iONLINE Debit mandate abbreviated trading name: iONLINE
6. MAINTENANCE AND SUPPORT
6.1 If the iONLINE Product fails to operate in a satisfactory way for any reason, the Customer will give notification thereof to iONLINE by way of telephonic or email communication to the Call Centre. Telephone and email support will be provided free of charge. The Call Centre will upon receipt of such communication use its best endeavors to respond in terms of service levels in place, provided that the response time in dealing with such a complaint will be within a reasonable time after receipt of such notice and having regard to the urgency and nature of the incident and physical location of the iONLINE Product and/or Customer premises taking into account any travelling time from the nearest iONLINE service centers.
6.2 Unless otherwise agreed by means of an extended service Agreement, support will be provided only on Business Days during Business Hours. At its option, iONLINE may agree to provide both Call Centre and field service assistance to Customers without an extended service Agreement outside of Business Days or Business Hours. In this case, customers could be liable for additional charges.
6.3 Subject to payment of the iONLINE Charges and unless a ‘no maintenance’ option is shown on the Order, defective iONLINE Products will be maintained, repaired or replaced by iONLINE and the Customer will be liable for payment of IONLINE’s quoted service charges for faults that are not related to the iONLINE Product.
6.4 The iONLINE Product incorporates no field serviceable parts and repair of faulty iONLINE Products will be achieved by replacement at IONLINE’s discretion.
6.5 The Customer will be liable for callout charges if unwilling or unable to co-operate with telephonic or email support provided by the Call Centre.
6.6 Should it be found that a problem has arisen due to a third-party involvement (e.g. another vendor), the Customer will be held liable for the call out charge and additional labour charges incurred by IONLINE.
6.7 Damage to the iONLINE Product due to insects, rodents, or liquids is not considered as wear and tear, and the Customer will, subject to investigation by IONLINE, be held liable for such damage. Replacement of the iONLINE Product damaged in this manner, is covered by section 9 of these terms.
6.8 Non iONLINE related components such as antennas (which may include a stronger antenna due to weak signal inside the Customer’s premises), additional cabling and complex cabling will attract a separate charge for the component, as well as the service call charge for replacing, repairing, or maintaining the aforementioned component.
6.9 Where a customer has elected not to accept a maintenance plan offered by IONLINE, the Customer will be invoiced for a call out charge to correct an issue requiring iONLINE to perform a call out to the Customer’s premises.
6.10 The following call outs are deemed billable for Customers, as they fall outside the maintenance of the iONLINE Product: Additional products to be connected, Re-positioning of an iONLINE Product, an incorrect and/or faulty product provided by a third-party vendor, installation of antennas, physically damaged cables, delivery and installation of additional cables, supply of additional sensing devices or gateways, malicious damage to iONLINE Product, call out to correct a network failure (covered by maintenance plan), collection charges or other charges not related to the iONLINE Product.
6.11 The following components attract a separate charge and Customers will be invoiced accordingly: external antennas (installed outside Customer’s premises), additional antennas, power supply products, additional cabling.
6.12 Where the Customer requests that on-site service of an iONLINE Product is ‘urgent’ either by telephone, email or on the Order, the site visit will be prioritized above other work and an additional urgent call out fee will apply.
7. DELIVERY INSTALLATION, COMMISSIONING AND DE- COMMISSIONING OF THE iONLINE PRODUCT
7.1 The Customer will, at its own cost and expense, ensure that the premises (which include the installation areas, electrical outlets, connection requirements and access ways) are suitable for the installation and electrical connection of the iONLINE Product when delivered for installation and thereafter.
7.2 The Customer will be liable for payment of a non- refundable once off connection fee in accordance with IONLINE’s charges or quoted tariff.
7.3 The installation of the iONLINE Product will be affected by iONLINE or a person/s duly authorized by IONLINE.
7.4 Where the Customer requests that the installation of an iONLINE Product is ‘urgent’ either by telephone, email or on the Order, the installation of the iONLINE Product will be prioritized above other work and an additional urgent call out fee could apply.
7.5 In the event that the Customer fails to honor the arrangement for the installation and/or the environment is not suitable for installation as intended in clause 7.1 above, the Customer will be liable for Call out charges and any other additional charges incurred by IONLINE.
8. USE OF THE iONLINE PRODUCT
The Customer will: -
8.1 at all times keep the iONLINE Product/s in its possession or under its control and take reasonable care in the use thereof and keep accurate records of who and where the products are located.
8.2 provide proper storage for the iONLINE Product/s and protect it from loss or damage.
8.3 only allow competent and authorized persons to operate the iONLINE Product at the Customer’s expense and only for the purposes for which it was designed and/or intended.
8.4 not affect any alterations to or modifications of or upgrades to the iONLINE Product without IONLINE’s prior written consent being obtained. This notwithstanding, it is specially agreed that in the event of the iONLINE Product being altered or modified by the Customer, with or without the consent of IONLINE, iONLINE will not be liable to compensate the Customer for disruption to the Service caused by the said alterations or modifications;
8.5 permit iONLINE to inspect and examine the iONLINE Product at all reasonable times and arrange for iONLINE to be admitted to the premises for this purpose if required by regulations.
8.6 not allow any removal or obliteration of identification marks or serial numbers in and/or on the iONLINE Product.
8.7 iONLINE may be required to suspend the service to Customers from time to time because of technical failure or maintenance to the supporting network. Customers may not cancel Agreements because of the suspended service and billing remains intact.
8.8 the Customer will not allow any entities, or any other service provider not approved by iONLINE to de- commission, disconnect or remove or work on any iONLINE products or services.
9. LOSS, DAMAGE OR DESTRUCTION OF THE iONLINE PRODUCT
9.1 On election by the Customer of the required service and payment of the associated monthly charge, iONLINE may, notwithstanding 3.2 and in recognition of 3.4.3 and without prejudice to any other rights, at its sole discretion elect to repair or replace the iONLINE Product in the event of damage due to fire, storm, theft, insects, rodents, liquids, general misuse, or in the event of a technology upgrade.
9.2 In the event of the iONLINE Product or part thereof being damaged or stolen as contemplated in 9.1, the Customer will pay all the charges outstanding in respect of the period prior to such damage or theft together with any interest thereon in terms of this Agreement. iONLINE may in its sole discretion replace the iONLINE Product or part thereof, after payment by the Customer of a re-connection charge.
9.3 If the iONLINE Product or any part thereof is stolen, the Customer will immediately notify the South African Police Service and iONLINE may only replace the stolen iONLINE Product or part as intended in terms of clause 9.2 subject to presentation of a South African Police Service case number by the Customer and only if the theft was accompanied by violent or forced entry.
9.4 In the event of the iONLINE Product or part thereof being lost or damaged beyond economical repair by the customer for any reason other than reasonable wear and tear, iONLINE may elect to reach an agreement on the substitution of the iONLINE Product. Payment by the Customer of the Replacement Cost will be deemed to constitute full agreement in this regard.
9.5 iONLINE will not during the period of this Agreement or after expiry thereof be liable for any damage to the iONLINE product caused by the Customer’s misuse or negligence and the Customer will be obliged to affect all such repairs or otherwise necessary as to ensure that the iONLINE Product is and remains in good working order at all times during the period of this Agreement.
10. BREACH
10.1 Should:
10.1.1 after 10 days’ notice of non-payment, the Customer continue to default in the payment without the required approval of any monthly charges or any other sum payable here under; or
10.1.2 the Customer allows any judgment which might be taken against it to remain unsatisfied or not appealed for 5 (five) business days; or
10.1.3 the Customer be sequestrated or commit any act of insolvency or call a meeting of creditors or make any arrangement or composition with its creditors or in the event of it being wound-up voluntary or compulsory or be placed under judicial management, or have a receiver appointed over its assets or be placed under debt review or be the subject of business rescue; or
10.1.4 the Customer’s property, the iONLINE Product or part thereof being attached under any write of execution or legal process issued against the Customer or under any attachment for rent; or
10.1.5 the Customer abandons the iONLINE Product or part thereof or do or suffer to be done any act or thing which may prejudice IONLINE’s rights under this Agreement; or
10.1.6 the Customer commit or suffer or permit the commission of any breach of any of the provisions of this Agreement; or
10.1.7 the Customer, despite warning, so persistently breaches the provisions of this Agreement so as to evidence an intention not to be bound by the terms hereof; or
10.1.8 the Customer fails to obtain IONLINE’s consent regarding any change of premises.
10.1.9 the Customer cancels the debit order referred to in 5.1.2 without the prior written consent of IONLINE; or
10.1.10 the Customer change its banking details upon which the debit order referred to in clause 5.1.2 relies without giving iONLINE prior written notification of such change. Then and in any of the aforesaid events IONLINE, without prejudice to IONLINE’s other rights under this Agreement or at common law, and notwithstanding any previous waiver or anything to the contrary herein contained, will be entitled but not obliged and without further notice forthwith: -
10.1.11 to suspend the Customers access to the service; and/or
10.1.12 to cancel this Agreement, retake possession of the iONLINE Product and to recover from the Customer the full balance of charges and any other sums payable by the Customer hereunder to date of such cancellation together with, as pre- estimate liquidated damages, the future charges which could have fallen due in terms of this agreement from the date of termination until the earliest possible expiry date and any other damages.
10.1.13 On termination of the Agreement, iONLINE will collect the iONLINE Product, and the Customer will be liable for payment of the collection charge, and will further, upon demand, pay iONLINE all amounts due under this Agreement at the date of such termination, and if the iONLINE Product is not recoverable for whatsoever reasons, the iONLINE Product Replacement Cost.
10.1.14 Upon termination of this Agreement, iONLINE will disconnect the iONLINE Product from the Service.
10.1.15 Termination or cancellation charges would be superseded by the product and service terms contained within the Service Order Form as each product and service agreement might have different contract length terms per product or service.
11. GENERAL
11.1 A certificate under the hand of any director or manager for the time being of iONLINE (whose appointment need not be proved) as to any amount due and owing by the Customer hereunder will constitute prima facie evidence of the matters herein stated for the purposes of provisional sentence or summary judgment proceedings or for any other purpose.
11.2 Either party will be liable to pay the other on demand all legal and other expenses incurred by a party in enforcing its rights under this Agreement, including (but not limited to) collection commission, tracing fees and other legal expenses, on the scale as between attorney and own client, whether action is instituted or not;
11.3 This Agreement constitutes the whole of the Agreement between the parties hereto relating to the subject matter hereof and save as otherwise provided hereto no amendment, alteration, addition, variation or consequential cancellation will be of any force or effect unless reduced to writing and signed by the parties hereto.
11.4 The parties agree that no other conditions, warranties or representations whether oral or written, and whether express or implied, whether by statute or otherwise will apply hereto.
11.5 In no event will iONLINE or its subcontractors be liable to Customer or anyone else for special, collateral, exemplary, indirect, incidental or consequential damages (including without limitation, loss of goodwill, loss of profits or revenues, loss of savings, loss of use, interruptions of business, and claims of Customer), whether such damages occur prior or subsequent to, or are alleged as a result of, delict or breach of any of the provisions of this Agreement, even if iONLINE has been advised of the possibility of such damages. All warranties that may be deemed applicable to the Equipment or Services, including but not limited to implied warranties of merchantability or fitness for a particular purpose, are expressly disclaimed. More specifically iONLINE will not be liable to the Customer or any third party.
11.6 for any loss or damage arising directly or indirectly as a result of abuse, misuse or unauthorized use of the iONLINE Product or;
11.6.1 for any loss or damage arising directly or indirectly as a result of the Customer’s failure to maintain the premises in accordance with IONLINE’s specifications.
11.6.2 if the iONLINE Product or any part thereof has been operated other than materially in accordance with the manufacturer’s technical specifications.
11.6.3 if the iONLINE Product or any part thereof has been modified, altered or added to without the prior written consent of IONLINE, the onus of proof being on the Customer.
11.6.4 if the iONLINE Product has been operated other than in accordance with its intended purpose.
11.6.5 for any loss of revenue, business contracts, anticipated savings, or profits or for any indirect or consequential loss whatsoever for any reason including, but not limited to, unavailability or inaccuracy of the service due to a network malfunction or defective iONLINE Product.
11.7 This Agreement will in all respects be governed by and construed in accordance with the laws of the Republic of South Africa, and all disputes, actions and other matters in connection therewith will be determined in accordance with such law. iONLINE will at its sole election be titled to institute any action out of either the High or any Magistrate’s court having jurisdiction.
11.7. Notwithstanding anything contained to the contrary in this Agreement, iONLINE will be entitled, in its reasonable discretion, to amend this Agreement from time to time (prospectively and not retroactively), on 7 (seven) days written notice to the Customer.
12. CESSION AND ASSIGNMENT
12.1 The Customer may not cede, transfer, assign or delegate or otherwise deal with all or any of its rights and obligations in accordance with this Agreement except with IONLINE’s prior written consent, such consent not to be unreasonably withheld.
12.2 iONLINE will be entitled, at any time, to cede, transfer, assign or delegate or otherwise deal with all or any of its rights and obligations in accordance with these terms to any other juristic or natural person, without the Customer’s consent provided that all obligations to the Customer will remain intact.
13. FORCE MAJEURE
13.1 Neither iONLINE nor Customer will be under any liability for any breach of any provision of the Agreement or any other failure hereunder if such breach or failure is as a result of Acts of God, War (whether declared or not), sabotage, riots, explosion, Government control, restrictions or prohibitions or any other Government act or omission whether local or national, act or default of any licensed electronic communication network service or electronic communication service operator, supplier, agent or subcontractor, industrial disputes of any kind, physical obstacles or atmospheric conditions or any other cause beyond the control of either iONLINE or Customer.
14. MONITORING AND CONTROL SERVICES
The Customer agrees that where Monitoring and Control Services are offered as part of any iONLINE Service Agreement, the terms contained in this Clause 14 will also apply:
14.1 iONLINE will not whether during the period of such Order or Service Agreement or after expiry thereof be liable for any actual or consequential loss arising from:
14.2 failure to correctly display data or to control or command any physical or virtual object due to technical anomalies or software errors; or for any loss or damage arising directly or indirectly as a result of abuse, misuse or unauthorized use of the iONLINE Product, or.
14.2.1 incorrect interpretation of data provided by the Customer’s own equipment or sensing devices; or
14.2.2 late or omitted data due to technical anomalies, network conditions or software errors.
14.3 The Customer acknowledges that the Monitoring and Control Services may enable or assist it to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that it does so solely at its own risk. iONLINE makes no representation or commitment and will have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by the Customer, with any such third party.
14.4 The Customer acknowledges and agrees that iONLINE and/or its licensors own all intellectual property rights in the Monitoring and Control Services. Except as expressly stated, the use of the services does not grant the Customer any rights to, or in, patents, copyright, database right, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the services.
14.5 The Customer will not access, store, distribute or transmit any viruses, harmful code, or any material during the course of its use of the services that:
14.5.1 is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
14.5.2 facilitates illegal activity;
14.5.3 depicts sexually explicit images;
14.5.4 promotes unlawful violence;
14.5.5 is discriminatory based on race, gender, color, religious belief, sexual orientation or disability
14.5.6 in a manner that is otherwise illegal or causes damage or injury to any person or property
14.6 The Customer will not:
14.6.1 attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the software; or
14.6.2 attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Monitoring and Control Services; or
14.6.3 access all or any part of the services in order to build a product or service which competes with Monitoring and Control Services; or
14.6.4 use the Monitoring and Control Services to provide services to third parties; or
14.6.5 license, sell, rent, lease, transfer, assign, distribute, disclose, or otherwise commercially exploit, or otherwise make available the Monitoring and Control Services to any third party without the written permission of IONLINE
15. SURETY BY DIRECTORS OF A COMPANY (PUBLIC OR PRIVATE) OR MEMBERS OF A CLOSED CORPORATION
Where a company or closed corporation is the Customer, the person signing the service contract, in his/her capacity as a director of a company or a member of a closed corporation, accepts, acknowledges, and agrees that he/she is liable in his/her personal capacity for all outstanding monies owed to iONLINE in the event that the company or closed corporation (the Customer) fails, for whatever reason, to pay all the outstanding charges.
16. TERMS AND CONDITIONS SPECIFIC TO THE CORPORATE APN SERVICES
16.1 iONLINE will, as part of the Corporate APN Services, provide Customer with: (i) Access to the Corporate APN network; and (ii) The Data Bundle specified in the Service Order Form.
16.2 The SIM card is required to access and use the Corporate APN Services.
16.3 Equipment is required to enable access to the Corporate APN Network.
16.4 Customer is responsible for ensuring that his/her/its users, employees, agents and/or contractors have access to the Corporate APN Services and that the SIM card, and the Corporate APN Services will not be used for unauthorized purposes.
16.5 The nature and specifications of the Corporate APN Service is known to the Customer, who accepts that the Service is suitable for the purpose for which the Customer intends to use it.
16.6 The Corporate APN Service is intended to be used only to transverse Data in its various forms as agreed.
16.7 Subscription to the iONLINE Corporate APN Service is subject to network coverage and network availability. The Corporate APN Service is a best-effort service and availability, or through put is not guaranteed.
16.8 Customer will be liable to determine network coverage in the Subscriber’s area.
16.9 Network coverage is not guaranteed, and the service experience may change from time to time.
16.10 Only the SIM cards provisioned with the Corporate APN on their profiles with iONLINE will be allowed access to that specific Corporate APN.
16.11 Only Mobile operator post-paid, and hybrid Subscribers will be permitted to be provisioned with their respective APN subject to the Operator’s approval. That is, Telkom Mobile, MTN prepaid Subscribers or operators will not be allowed to switch networks for data, however Vodacom prepaid subscribers will be able to.
16.12 On request from Customer, the public/Internet APN will be removed from the relevant SIM cards’ profiles.
16.13 No carryover of the shared APN Data Bundle will be allowed, i.e., the Shared APN Data Bundle will expire at the end of the billing cycle during which it was allocated.
16.14 On depletion of the Shared APN Data Bundle, Customer will be billed at out-of-bundle rates and as per the master service agreement.
16.15 When a Corporate APN Customer (MSISDN) is deactivated or ported to another MNO, the Customer’s MSISDN will automatically:
16.16 Forfeit its subscription to the Corporate APN; and
16.17 be removed/de-provisioned from the Corporate APN.
16.18 If the Corporate APN is deactivated/de-provisioned, all Customers (MSISDNs) provisioned on that Corporate APN will automatically.
16.18.1 Forfeit their subscription to the Corporate APN; and
16.18.2 Be removed/de-provisioned from the Corporate APN.
16.18.3 Specific reseller APN Terms and Conditions:
16.18.4 Resellers will be required to first obtain permission from the iONLINE Account Manager before being allowed to on-sell the services on the reseller APN.
16.18.5 Resellers will be required to meet minimum requirements before being allowed to on-sell the services on the reseller APN.
16.18.6 Resellers will only be allowed to on-sell the bandwidth on the Corporate APN Service if registered as an iONLINE reseller.
16.18.7 Resellers will be required to commit to a minimum 250GB Data Bundle per month before permission to on-sell services on the reseller APN is granted unless permission is given by management.
16.18.8 iONLINE reserves the right to charge penalties, should it be found that the reseller is on-selling bandwidth on the Corporate APN without prior confirmation.
16.18.9 iONLINE reserves the right to terminate the offering of this service should it be found that the Reseller is on-selling bandwidth on the Corporate APN without prior confirmation.
17. Provision of the Corporate APN Network Services
17.1 Customer agrees to only use the Corporate APN Services or Mobile Devices approved by ICASA with all relevant legislation applicable to the use of the Corporate APN Services and Mobile Devices, including the Act, the regulations and any notices or directives issued by the authority from time to time.
17.2 Customer will ensure and warrants that the Network, the Corporate APN Services and/or the Mobile Devices will not be used for improper, immoral or unlawful purposes.
17.3 Subject to these terms and conditions, iONLINE will use its reasonable endeavors to always provide and maintain the availability of the Corporate APN Services to Customer throughout the coverage area subject to MNO network coverage.
17.4 Nothing contained in these terms and conditions will be construed as placing any obligation on iONLINE to provide, or to continue to provide, the Corporate APN Services to Customer.
17.5 iONLINE will be entitled, at any time, and without liability to Customer or any third party, to modify, expand, improve, maintain, or repair the network or the Corporate APN Services notwithstanding that this may require suspending the operation of the network or its provision of the Corporate APN Services. iONLINE will use its best endeavors to provide Customer with advance notice of any such suspension and to minimize the duration thereof in so far as this is reasonably practicable.
17.6 iONLINE will not be liable under any circumstances to the Customer or any other person for any loss or damage of any nature whatsoever (including loss of profit or any other special damages or indirect or consequential loss or damages) which the Customer or any other person may suffer whether as a result of any direct or indirect breach by IONLINE.
17.7 SIM cards provided to Customer are never owned by Customer but rented to Customer in terms of the provision of these Product Terms and Conditions and the iONLINE Customer Terms and Conditions applicable to such SIM cards.
17.8 The risk of loss, theft and use of the SIM cards by any person other than Customer and/or his/her/its duly authorized users will pass to Customer upon signed receipt of the delivery note of the SIM cards.
17.9 iONLINE will not in any manner whatsoever be held responsible for any usage of the SIM card by any person other than a person(s) authorized by Customer to access and use the SIM card.
17.10 APN traffic, including any Corporate APN traffic in excess of the Data Bundle selected by the Customer in the application by any unauthorized person.
17.11 iONLINE will not be responsible for:
17.11.1 Any Data that is used, deleted, stolen, removed and/or lost from Customer’s Network whilst the card is stolen, misplaced and/or being accessed and/or used by any unauthorized person(s);
17.11.2 Access to Customer’s network through the Corporate APN Services by any unauthorized person(s); and
17.11.3 Any changes, amendments and/or modifications made to Customer’s network by any unauthorized person(s).
17.12 It is Customer’s responsibility to immediately report any SIM card that is lost, misplaced and/or stolen to iONLINE and such report will be made either in writing and/or telephonically via the iONLINE Support department.
17.13 The theft, loss and/or misplacing of any SIM card provided to Customer will not interrupt Customer’s obligation to pay the monthly service fees, including any fee chargeable for Corporate APN traffic transmitted in excess of the Data Bundle selected by the Customer in the Application Form to IONLINE.
17.14 All risk in each SIM Card and SIM card provided by iONLINE pursuant to this Agreement will pass to Customer upon delivery by iONLINE or its carrier to Customer's nominated address (and Customer will sign the delivery receipt to confirm such delivery).
17.15 Customer will be entitled to request connection to the Network of a SIM Card, which the Network has been configured to recognize via the relevant interface, and upon connection Customer will be liable for all Charges applicable to such SIM Card and the use of such SIM Card. Where iONLINE permits the Customer access to the Network and/or to any systems attached or connected thereto for the purpose of connecting or disconnecting any SIM Cards from the Network or to otherwise administer the accounts or records of Customer, the Customer will at all times comply with such reasonable procedures and directions as iONLINE may specify in writing from time to time.
18.
18.1 iONLINE expressly reserves the right at any time to vary any procedures and/or directions specified by iONLINE pursuant to this sub-Clause by giving (except in the case of emergencies and unless otherwise agreed by the Customer) as much notice as is reasonably practicable.
18.2 For management software services, iONLINE will not be responsible for:
18.2.1 Any data usage and charges as a result of the misuse of the management software by nominated customer administrators;
18.2.2 Any data usage by end users due to nominal and incidental failure of the mobile operators and software to implement a soft cap on a user by the customer;
18.2.3 Any damage, charges or liability resulting from the respective Operators and management software’s ability to disconnect an active session for capping purposes;
19. Management software
19.1 With respect to software warranty, the Customer warrants that:
19.1.1 Each user account is to be used by a single user only and that it will not allow simultaneous access using the same login.
19.1.2 Will keep the Administrator Login and Password secure and not let them become public knowledge and that the Administrator Password will not be stored anywhere on a computer in plain text and the Administrator Password for access will be available and known only to the Administrator.
19.2 Customer will not be, nor authorize any person to, reverse engineer, decompile or modify the software which is part of the Network Layer (or, where and to the extent that the Intellectual Property Rights therein are vested in iONLINE or its licensor, the Application Layer). If Customer breaches this clause, it will indemnify iONLINE against any liability, damages, reasonable costs, reasonable expenses (including reasonable legal fees) and losses arising from this breach, including without limitation all the costs of legal action.
19.3 The solution as a whole is a best effort service as it is based on mobile data which carries no guarantees from any of the MNO networks.
19.4 When disconnecting a sim, Mobile Network Operators does not always disconnect or block the sim right away due to the Mobile Network’s technical implementation. During this time, it is possible for a user to go over the allocated user limit as set by the administrator. iONLINE does not have any control over this aspect or extra data incurred for whatever reason.
20. iONLINE Management Software
18.1 iONLINE Management Software means any online application software that is provided by or is connected with iONLINE that you install or download from an online application store and access via a mobile device, including any smartphone and/or tablet device.
18.2 You should check the iONLINE web address from time to time to review these terms and conditions. Terms of usage are subject to change. By using or accessing this site you expressly accept these terms and conditions. If you do not accept these terms and conditions, please do not continue to use the system or application.
18.3 You agree that these terms and conditions apply to your use of:
any iONLINE website; any iONLINE Apps; any third-party website or mobile application licensed to iONLINE
18.4 You agree that these terms and conditions apply to any information accessed via the Site, and to all sections of the Site.
18.5 Regardless of the platform, gateway, portal, or mode of access you use to install, download or access the Site, your cell phone/service provider may, depending on the type of contract you have, charge you for accessing the Site or for any usage of the Site (such as data charges, SMS charges). iONLINE cannot be held responsible for these charges.
18.6 If you use the Site, you must keep your access details (including, your username and password) confidential and not allow other people to use it. You also accept full responsibility for all activities that occur under your access details or password and accept responsibility for sharing your username and password. You are only permitted to use one account. If you use more than one account iONLINE can revoke all access.
18.7 iONLINE may refuse to provide products and/or services to you if we are unable to verify any information that you provide to us.
18.8 You agree that the following actions shall be material breaches of these terms and conditions:
- signing in as, or pretending to be, another person.
- transmitting material that violates, or could violate, the intellectual property rights of others or the privacy of others
-using interactive services in a way that is intended to harm, or could result in harm to you or to other users of the Site; or
- gathering information about others without obtaining their prior written consent.
- You also agree that any use of your access details shall be regarded as if you were the person using such information.
18.9 iONLINE does not guarantee the operation of the Site or the information, content, tools or materials on the Site. You agree that you use the Site at your own risk.
18.10 Your attention is drawn to the fact that information transmitted via the Internet is susceptible to monitoring and interception. Users bear all risk of transmitting or storing information in this manner. iONLINE will not be liable for any loss, harm or damage suffered by you as a result of transmitting or storing any information on this system. Please be aware that any unsolicited confidential or personal information sent or stored via the system cannot be guaranteed to remain safe, secure or confidential and storing such information on the system should be avoided.
18.11 Users of the site are responsible for the data or content of any documents, communications or scripts of whatsoever nature produced or transmitted on the system. The following is strictly prohibited in terms of use of the site:
- Sending, receiving, introducing, displaying, accessing websites, printing or otherwise disseminating material that is strictly prohibited. Prohibited material includes but is not limited to content that is sexually explicit, profane, obscene, harassing, fraudulent, racially offensive, defamatory, destructive programs (i.e., viruses or self-replicating code) or which is otherwise unlawful.
- Violating any national or international laws.
- Wasting computer recourse, such as sending mass email or chain letters or printing unnecessary documents.
- Infringing any copyrights.
- Downloading or installing any unauthorized programs or software on the system, including any ‘freeware’ or ‘shareware’ products.
- Removal of any hardware; and
- Taking part in any fraudulent activities. The user of this system in no way represents or binds iONLINE and iONLINE cannot be held liable for the activities performed by any user, whether authorized or unauthorised.
18.12 Although iONLINE endeavors to ensure the system is secure and updated regularly, iONLINE cannot be held liable for any loss harm or damage suffered as a result of the use of the system or users who fall subject to hacking, data loss etc. We do not guarantee that the system will be available all the time or at any specific time, that access will be uninterrupted, that there will be no delays, failure, errors or omissions or loss of transmitted information. We reserve the right to modify the system at any time. We shall not be liable to you for any physical loss or damage as a result of your use of this computer or system. iONLINE has taken all reasonable steps to reduce the risks of viruses and other interferences or vulnerabilities but cannot certify that the system is immune to all viruses or defects and therefore does not accept any liability for any damage suffered or loss sustained as a result of any transmission, use of the system or its effect on or compromising of any other systems and/or device. You have sole responsibility for adequate protection and back up of any data or information.
19. Data Protection and Protection of Personal Information
19.1 By providing us with any information you will be agreeing to the provisions set out below, together with any other terms you have agreed with iONLINE where relevant. Please ensure you have read and understood these terms before you send iONLINE any information. This will apply to any information you have already provided.
19.2 Details of the information we collect and how we use it will also be set out in the terms and conditions of the relevant product or service. In the event of a conflict between this Data Protection Policy and the terms and conditions of your specific product or service, the terms and conditions of your specific product or service will take precedence.
19.3 We reserve the right to revise or supplement this Data Protection Policy from time to time at our sole discretion. Please ensure you are familiar with the most current version. By continuing to deal with us you will be agreeing to any such change.
19.4 You must not send us personal information about someone else without first getting his or her consent for it to be used and disclosed in the ways set out in this terms and conditions. This is because we will assume he or she has consented although we may still ask for confirmation from them. Where you do give us information about someone else, or someone else discloses a connection with you, that information may be taken into account with your other personal information.
19.5 We treat your privacy very seriously and we understand that you will wish to know how we will use the information we collect from or about you. We use your personal information in accordance with this Data Protection Policy and will fully comply with all applicable South African data protection legislation (including the Electronic Communications and Transactions Act 25 of 2002 -ECTA and the Protection of Personal Information Act, No 4 of 2013 - POPI). It is important that you take all necessary and appropriate steps to protect your data yourself (for example, by ensuring that all passwords and access codes are kept secure).
19.6 Information that may be collected may include Title, name and surname, Identification or Passport number, Date of birth, contact numbers, E-mail addresses, IP address and Username and Password in order to provide the service.
19.7 We may process, transfer, and disclose your information for the purposes of:
- providing you with services, managing your data and complying with your instructions.
- verifying your identity.
- Location in order to report on the management portal the location of a sim or user
- Device identity in order to provide the sim tampering service
- detecting and preventing fraud.
- compliance with laws and public duties.
- monitoring and/or recording your telephone calls and electronic transactions in order to accurately carry out your instructions.
- market research and providing you with information via email, telephone, or other means about iONLINE products or services from time to
time; and
- direct marketing purposes via email, telephone, or other means.
- The processing, transferring, or disclosing of your information as set out above will be undertaken strictly in accordance with ECTA and
POPI.
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