GENERAL TERMS
Last Updated on 03 January 2017.
These terms and conditions are effective immediately for those registering accounts after that date and will become effective on 03 January 2017 for those with pre-existing accounts. Copies of the previous terms are available on request.
These terms and conditions (the "Terms") govern your access to and use of Entrihub's websites and mobile applications that link to or reference these Terms ("Website"). By accessing or using the Website, you are agreeing to these Terms and concluding a legally binding contract with Catalytic Enterprises (Pty) Ltd trading as www.Entrihub.com, a company registered in accordance with the laws of the Republic of South Africa ("Entrihub").
Do not access or use the Website if you are unwilling or unable to be bound by the Terms.
1. DEFINITIONS
1.1 Parties
1.1.1 “Enablers” refers to Users who register in that capacity for the purpose of supporting Entrepreneurs;
1.1.2 “Entrepreneurs” refers to Users who register in that capacity and who either operate their own business or are in the process of starting their own business or who are interested in finding out information about starting their own business;
1.1.3 "You" and "Your" refer to you, as a User of the Website, whether or not a Registered User;
1.1.4 “Registered User” is a User who has registered and opened an account on the Website.
1.1.5 “Supporters” refers to Users who register in that capacity and who are interested in supporting Entrepreneurs and Enablers;
1.1.6 "User" is someone who accesses, browses, crawls, scrapes, or in any way uses the Website and includes any consumer wishing to post a review or a business who responds to any review, including any consumer or business who posts on the Website by way of any social media interface with the Website.
1.1.7 "We," "Us," and "Our" refer to Catalytic Enterprises (Pty) Ltd trading as www.Entrihub.com.
1.2 Content
1.2.1 "Content" means text, images, photos, audio, video, location data, and all other forms of data or communication.
1.2.2 “Content Guidelines” means the guidelines referred to in clause 6.1.2;
1.2.3 “Your Content" means Content that you submit or transmit to, through, or in connection with the Website, such as complaints, postings, reviews, compliments, replies, responses, messages, and any other information about yourself that you elect may be publicly displayed on the Website. In the case of Registered Users that are businesses, Your Content includes your trademarks, tradename, logo’s and other information (including location and contact details) that you elect may be publicly displayed on the Website.
1.2.4 "User Content" means Content that Users submit or transmit to, through, or in connection with the Website, but excludes any advertising on the Website.
1.2.5 "Entrihub Content" means Content that we create and make available in connection with the Website.
1.2.6 "Third Party Content" means Content that originates from parties other than Entrihub or its Users, which is made available in connection with the Website.
1.2.7 "Website Content" means all of the Content that is made available in connection with the Website, including Your Content, User Content, Third Party Content, and Entrihub Content.
1.3 Other
1.3.1 “Applicable Law” means the law of the Republic of South Africa.
1.3.2 "Business Day" means any day other than a Saturday, Sunday or public holiday in South Africa.
1.3.3 “CPA” means the Consumer Protection Act 68 of 2008, as amended.
1.3.4 "ECT Act" means the Electronic Communications and Transactions Act 25 of 2002, as amended.
1.3.5 “Subscription” means a subscription for any of the additional services offered by us to Users for a fee.
2. CONSUMER PROTECTION ACT
2.1 In regard to any Users who are consumers for purposes of the CPA the provisions listed in clause 2.2 below are expressly drawn to your attention because such provisions:
2.1.1 may limit the risk or liability of Entrihub or a third party; and/or
2.1.2 may create risk or liability for you; and/or
2.1.3 may compel you to indemnify Entrihub or a third party;
and/or
2.1.4 serves as an acknowledgement, by you, of a fact.
2.2 The relevant provisions for purposes of clause 2.1 are:
2.2.1 Clause 10.3 in terms of which: i) we limit the scope of our liability to you; ii) you agree to indemnify us from certain third party claims. The effect thereof: i) may be to reduce and/or waive and/or limit certain claims you might otherwise have had against us; and ii) you may be obliged to reimburse us if any third party makes a claim against us in connection with the matters referred to therein.
2.2.2 clause 14 in terms of which you agree to indemnify us from certain third party claims. The effect of the indemnity is that you may be obliged to reimburse us if any third party makes a claim against us in connection with the matters referred to therein;
2.2.3 clause 15 in terms of which: i) we limit the scope of our liability to you; ii) you agree to reduce the types of remedies you have against us; and iii) you agree to us limiting the quantum and type of damages and other amounts you may claim from us. The effect thereof may be to reduce and/or waive and/or limit certain claims you might otherwise have had against us.
2.3 Your attention is drawn to these Terms because they are important and should be carefully noted by you.
2.4 If there is any provision in these Terms that you do not understand, it is your responsibility to ask Entrihub to explain it to you before you accept the Terms or continue using the Website.
2.5 Nothing in these Terms is intended to or must be understood to unlawfully restrict, limit or avoid any right or obligation, as the case may be, created for either you or Entrihub in terms of the CPA.
2.6 If you are a juristic person:
2.6.1 you may have furnished us with copies of your financial statements and/or made other disclosures of a financial nature (collectively the “financial disclosures”) to us for purposes of us determining whether the CPA applies to the agreement between us constituted by these Terms;
2.6.2 you warrant and undertake that the financial disclosures are true, accurate and correct at the time same were furnished;
2.6.3 to the extent we rely upon the warranties in clause 2.6.1 and 2.6.2, you indemnify us in respect of loss, damage or expense incurred or suffered by us in connection with a breach thereof.
3. ELECTRONIC COMMUNICATIONS AND TRANSACTIONS ACT
3.1 Information and required disclosures under section 43 of the ECT Act that are not contained elsewhere in these Terms:
3.1.1 the full name and legal status of Entrihub is Catalytic Enterprises (Pty) Ltd (Registration Number: [•]), a company duly incorporated in accordance with the laws of the Republic of South Africa (“RSA”), whose full and further details appear hereunder:
3.1.1.1 Directors: Wafeeqah Mallick;
3.1.1.2 Telephone Number: [•];
3.1.1.3 E-mail Address: [•];
3.1.1.4 Website: www.Entrihub.com;
3.1.1.5 Physical Business Address: [•].
3.2 Records of transactions: Where you conclude an order for any Subscriptions on this Website, this will be confirmed by a statement displayed online immediately after the order is submitted and can be saved or printed. In addition, your order history may be viewed on the Website under the Accounts header.
4. CHANGES TO THE TERMS OF SERVICE
4.1 We may modify the Terms from time to time.
4.2 You understand and agree that your access to or use of the Website is governed by the Terms effective at the time of your access to or use of the Website.
4.3 If we make material changes to these Terms, we will notify you either by email or by posting a notice on the Website prior to the effective date of the changes.
4.4 We will also indicate at the top of this page the date that revisions were last made.
4.5 You should revisit these Terms on a regular basis as revised versions will be binding on you
4.6 Any such modification will be effective upon our posting of new Terms.
4.7 You understand and agree that your continued access to or use of the Website after the effective date of modifications to the Terms indicates your acceptance of the modifications.
5. USING THE WEBSITE
5.1 Eligibility
5.1.1 To access or use the Website:
5.1.1.1 if you are a natural person, you must be 18 years or older and have the requisite power, authority and capacity to enter into these Terms;
5.1.1.2 if you are a company or other juristic entity, then the person agreeing to these Terms on behalf of that company or juristic entity hereby represents and warrants that he or she is authorized and lawfully able to bind that company or juristic entity to these Terms.
5.1.2 We may in our discretion request that you furnish us with evidence of compliance with clause 5.1.1 and you must deliver same to us promptly.
5.1.3 The place of conclusion of the agreement between us is our main place of business in Cape Town, South Africa.
5.1.4 You may not access or use the Website if we have previously banned you from the Website.
5.2 Permission to Use the Website
We grant you permission to use the Website subject to the restrictions in these Terms. Your use of the Website is at your own risk, including the risk that you might be exposed to Content that is offensive, indecent, inaccurate, objectionable, or otherwise inappropriate.
5.3 Website Availability
The Website may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
5.4 User Accounts
5.4.1 You must create an account and provide certain information about yourself in order to use some of the features that are offered through the Website.
5.4.2 You are responsible for maintaining the confidentiality of your account password.
5.4.3 You are also responsible for all activities that occur in connection with your account.
5.4.4 You agree to notify us immediately of any unauthorized use of your account.
5.4.5 Your account is for your personal use only.
5.4.6 You must provide complete and accurate information about yourself.
5.4.7 You must not:
5.4.7.1 Use a pseudonym;
5.4.7.2 impersonate someone else;
5.4.7.3 create or use an account for anyone other than yourself;
5.4.7.4 provide an email address other than your own; or
5.4.7.5 create multiple accounts.
5.4.8 If you use a pseudonym, others may still be able to identify you if, for example, you include identifying information in your postings, use the same account information on other sites, or allow other sites to share information about you with Entrihub.
5.4.9 Please read our [privacy policy] for more information.
5.5 Transfer of Personal Information
5.5.1 We store all data including personal information about you on servers which are situated [in/outside] of South Africa.
5.5.2 You consent to us transferring your personal information to another country for storage, back up and operational purposes.
5.5.3 We will comply with the legal requirements, if any, under Applicable Law relating to the transfer of personal information in this manner.
5.6 Communications from Entrihub and other Users
5.6.1 By creating an account, you agree to receive certain communications in connection with the Website.
5.6.2 For example, you might receive notifications from us in connection with Your Content.
5.6.3 You may receive e-mail newsletters from us.
5.6.4 You may also receive transactional e-mail communication from us.
5.6.5 You can opt-out of non-essential communications here.
6. CONTENT
6.1 Responsibility for Your Content
6.1.1 You alone are responsible for Your Content, and once published on the site, it cannot always be withdrawn.
6.1.2 These are some of the Content Guidelines you must follow:
6.1.2.1 Language should not constitute a threat, harassment, hate speech, or be lewd, or display bigotry.
6.1.2.2 Users are prohibited from posting unlawful content, including defamatory, insulting, private, racist, sexist, threatening, harassing, degrading, fraudulent, obscene, indecent, misleading, abusive or otherwise objectionable material (“unlawful content”) on Entrihub.
6.1.2.3 Users are prohibited from posting content that is patently offensive to the online community, such as content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual.
6.1.2.4 Users are prohibited from posting content that would constitute, encourage, promote or provide instructions for the conduct of an illegal activity, criminal offence, give rise to civil liability, violate the rights of any party in any country of the world, or that would otherwise create liability or violate any local, national or international law.
6.1.2.5 Users are prohibited from posting content that provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy or providing or creating computer viruses.
6.1.2.6 Users are prohibited from impersonating any person or entity or otherwise misrepresenting your affiliation with a person or entity, including Entrihub.
6.1.2.7 Users are prohibited from posting advertising and other content containing commercial activities in their reviews, including unsolicited promotions, mass mailing or “spamming”, transmission of “junk mail”, “chain letters”, political campaigning, contests, raffles, solicitations, sweepstakes, barter and pyramid schemes.
6.1.2.8 If you post a review of a Entrepreneur or an Enabler, you confirm are a bona fide customer of the business that you are writing a review about, and that all facts contained in your review are true and accurately describe your experience. You agree that you have not been furnished with any incentive or payment by the business to write a review and that Entrihub regards any breach of this undertaking as a material breach of these Terms.
6.1.2.9 Your contributions should be unbiased and objective. For example, you shouldn’t write reviews of your own business or employer, your associates’ or relatives’ business, your peers or competitors in your industry, or businesses in your networking group.
6.1.2.10 Please make sure your contributions are relevant and appropriate to the forum. For example, Entrihub is not a platform for employees to complain about their employers.
6.1.2.11 Don’t post other people’s private information without their permission, including, but not limited to, their surname, address, phone numbers, email address and credit card number.
6.1.2.12 Don’t use the intellectual property of a third party without their permission. In this regardUsers are prohibited from posting content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. In particular, Users may not post content that promotes an illegal or unauthorised copy of another person’s copyrighted work, such as providing pirated computer programmes or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files.
6.1.2.13 Users are prohibited from posting content that contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page).
6.1.2.14 Users are prohibited from posting viruses, corrupted data or other harmful or destructive files or links to these things.
6.1.2.15 Users are prohibited from posting content or links to content that, in the sole judgment of Entrihub:
6.1.2.15.1 violate clauses 6.1.2.1 to 6.1.2.14 above;
6.1.2.15.2 is objectionable;
6.1.2.15.3 restricts or inhibits any other person from using or enjoying the Website; or
6.1.2.15.4 may expose Entrihub or its affliates or its Users to any harm or liability of any type;
6.1.2.16 in the case of Users that are Enablers or Entrepreneurs, you undertake that you will not attempt to mislead other Users by:
6.1.2.16.1 writing a review of your own business;
6.1.2.16.2 getting your employees to write a review of your business;
6.1.2.16.3 writing a review of any business that your owners are employed at, own, manage, or have a financial interest in;
6.1.2.16.4 utilising any optimisation company, marketing organisation, or third party to submit reviews;
6.1.2.16.5 impersonating a competitor;
6.1.2.16.6 offering incentives in exchange for reviews, including discounts or special treatment.
6.1.2.16.7 asking associates or relatives to write positive reviews.
6.1.2.16.8 submitting reviews on behalf of consumers;
6.1.2.16.9 selectively soliciting reviews only from consumers who have had a positive experience.
6.1.2.16.10 pressuring consumers to remove a negative review on Entrihub.
6.1.2.16.11 asking consumers to remove their reviews in return for a discount or incentive.
6.1.2.16.12 prohibiting or discouraging consumers from posting negative or critical reviews of their experience.
6.1.2.16.13 reviewing a direct competitor, even if you are a bona fide customer of the competitor.
6.1.3 Where you are an Enabler or Entrepreneur and you breach clause 6.1.2.16:
6.1.3.1 we reserve the right to remove comments and/or publicize your conduct on the Website in such manner as we deem appropriate. This may take the form of a penalty notice, explaining that your business’ reviews are suspicious. We post these warnings rather than removing your business from the site entirely because the notice gives users the information they need to make the most informed decisions;
6.1.3.2 we may apply penalties to how your business is scored and ranked on the Website; or
6.1.3.3 we may block or remove the fraudulent reviews.
6.1.4 You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable.
6.1.5 You represent that you own, or have the necessary permissions to use and authorize the use of Your Content as described herein.
6.1.6 You may not imply that Your Content is in any way sponsored or endorsed by Entrihub.
6.1.7 You may expose yourself to liability if, for example, Your Content contains material that is false, intentionally misleading, or defamatory; violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; contains material that is unlawful, including illegal hate speech or pornography; exploits or otherwise harms minors; or violates or advocates the violation of any law or regulation.
6.2 Our Right to Use Your Content
6.2.1 We may use Your Content in a number of different ways, including publicly displaying it, reformatting it, incorporating it into advertisements and other works, creating derivative works from it, promoting it, distributing it, and allowing others to do the same in connection with their own websites and media platforms ("Other Media").
6.2.2 As such, you hereby irrevocably grant us world-wide, perpetual, non-exclusive, royalty-free, assignable, sublicensable, transferable rights to use Your Content for any purpose.
6.2.3 Please note that you also irrevocably grant the Users of the Website and any Other Media the right to access Your Content in connection with their use of the Website and any Other Media.
6.2.4 Finally, you irrevocably waive, and cause to be waived, against Entrihub and its Users any claims and assertions of moral rights or attribution with respect to Your Content.
6.2.5 By "use" we mean use, copy, publicly perform and display, reproduce, distribute, modify, translate, remove, analyze, commercialize, and prepare derivative works of Your Content.
6.3 Ownership
6.3.1 As between you and Entrihub, you own Your Content.
6.3.2 We own the Entrihub Content, including but not limited to visual interfaces, interactive features, graphics, design, compilation, including, but not limited to, our compilation of User Content and other Website Content, computer code, products, software, aggregate User review ratings, and all other elements and components of the Website excluding Your Content, User Content and Third Party Content.
6.3.3 We also own the copyrights, trademarks, service marks, trade names, and other intellectual and proprietary rights throughout the world ("IP Rights") associated with the Entrihub Content and the Website, which are protected by copyright, patent, trademark laws and all other applicable intellectual and proprietary rights and laws.
6.3.4 As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Entrihub Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to the Website and the Entrihub Content are retained by us.
6.4 Advertising
Entrihub and its licensees may publicly display advertisements and other information adjacent to or included with Your Content. You are not entitled to any compensation for such advertisements. The manner, mode and extent of such advertising are subject to change without specific notice to you.
6.5 Other
6.5.1 User Content (including any that may have been created by Users employed or contracted by Entrihub) does not necessarily reflect the opinion of Entrihub.
6.5.2 We reserve the right to remove, screen, edit, or reinstate User Content from time to time at our sole discretion for any reason or no reason, and without notice to you. For example, we may remove a review if we believe it violates our Content Guidelines.
6.5.3 We have no obligation to retain or provide you with copies of Your Content, nor do we guarantee any confidentiality with respect to Your Content.
6.5.4 You should independently verify any User Content on the Website before relying on it. The information and material on the Website is not a substitute for your own judgment. You should make all necessary enquiries and take all necessary professional advice before making use of goods or services referred to on the Website.
7. RESTRICTIONS
7.1 We are under no obligation to enforce the Terms on your behalf against another User. While we encourage you to let us know if you believe another User has violated the Terms, we reserve the right to investigate and take appropriate action at our sole discretion.
7.2 You agree not to, and will not assist, encourage, or enable others to use the Website to:
7.2.1 Violate our Content Guidelines;
7.2.2 Violate any third party's rights, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
7.2.3 Threaten, stalk, harm, or harass others, or promote bigotry or discrimination;
7.2.4 Promote a business or other commercial venture or event, or otherwise use the Website for commercial purposes, save as may be permitted in terms of a Subscription service or as otherwise expressly permitted by Entrihub;
7.2.5 Save as otherwise agreed with us, send bulk emails, surveys, or other mass messaging, whether commercial in nature or not; engage in keyword spamming, or otherwise attempt to manipulate the Website's search results or any third party website;
7.2.6 Solicit personal information from minors, or submit or transmit pornography; or
7.2.7 violate any Applicable Law.
7.3 You also agree not to, and will not assist, encourage, or enable others to:
7.3.1 breach these Terms;
7.3.2 Modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, sell, trade, or in any way exploit the Website or Website Content (other than Your Content), except as expressly authorized by Entrihub;
7.3.3 Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index any portion of the Website or any Website Content;
7.3.4 Reverse engineer any portion of the Website;
7.3.5 Remove or modify any copyright, trademark or other proprietary rights notice that appears on any portion of the Website or on any materials printed or copied from the Website;
7.3.6 Record, process, or mine information about other Users;
7.3.7 Access, retrieve or index any portion of the Website for purposes of constructing or populating a searchable database of business reviews;
7.3.8 Reformat or frame any portion of the Website;
7.3.9 Take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on Entrihub's technology infrastructure or otherwise make excessive traffic demands of the Website;
7.3.10 Attempt to gain unauthorized access to the Website, User accounts, computer systems or networks connected to the Website through hacking, password mining or any other means;
7.3.11 Use the Website or any Website Content to transmit any computer viruses, worms, defects, Trojan horses or other items of a destructive nature (collectively, "Viruses");
7.3.12 Use any device, software or routine that interferes with the proper working of the Website, or otherwise attempt to interfere with the proper working of the Website;
7.3.13 Use the Website to violate the security of any computer network, crack passwords or security encryption codes; disrupt or interfere with the security of, or otherwise cause harm to, the Website or Website Content; or
7.3.14 Remove, circumvent, disable, damage or otherwise interfere with any security-related features of the Website, features that prevent or restrict the use or copying of Website Content, or features that enforce limitations on the use of the Website.
7.4 The restrictions in clause 7.2 and 7.3 only apply to the extent permissible under Applicable Law. Nevertheless, you agree not to act contrary to them (even if permissible under Applicable Law) without providing 30 days' prior written notice to us, together with any information that we may reasonably require to give us an opportunity to provide alternative remedies or otherwise accommodate you at our sole discretion.
8. GUIDELINES AND POLICIES
8.1 Content Guidelines
You represent that you have read and understood our Content Guidelines.
8.2 Privacy
8.2.1 You represent that you have read and understood our [privacy policy]. We may disclose information about you to third parties if we have a good faith belief that such a disclosure is reasonably necessary to (i) take action regarding suspected illegal activities; (ii) enforce or apply our Terms and Privacy Policy; (iii) comply with legal process or other government inquiry, such as a search warrant, subpoena, statute, judicial proceeding, or other legal process served on us; or (iv) protect our rights, reputation, and property, or that of our Users, affiliates, or the public. If you use the Website outside of South Africa, you consent to having your personal data transferred to and processed in South Africa.
8.3 Copyright And Trademark Disputes
8.3.1 If you believe any of your intellectual property rights are being infringed on the Website please send us a written notice containing the following information:
8.3.1.1 please identify the infringing content on the Website and furnish us with a screen shot thereof;
8.3.1.2 please confirm in your written notice that you are the owner of the relevant intellectual property, or an agent for the owner, and that you believe such content is breaching your, or the owner's, as the case may be, intellectual property rights;
8.3.1.3 please provide your relevant contact information including a physical address, telephone number and email address.
8.3.2 We will respond to your query within a reasonable time, and deal with the query in accordance with Applicable Law.
8.3.3 You can send us your infringement notices by any of the following methods:
8.3.3.1 to our physical address being 183 Albion Springs, Cnr of Main Road & Albion Springs Close, Rondebosch Cape Tow 7700
8.3.3.2 by email to legal@enrtihub.com [xxxx].
9. SUBSCRIPTIONS
9.1 Order Process
9.1.1 You should regard nothing contained on this Website as an offer by Entrihub to sell any products or services to you, but rather as an invitation for you to do business with Entrihub.
9.1.2 Any order for a Subscription that you place through the Website constitutes an offer by yourself to purchase a Subscription from Entrihub in the manner contemplated further herein (“the Offer”).
9.1.3 You may submit Offers via the Website at any time in the manner contemplated below.
9.1.4 When making an Offer, you will be required to complete the entire checkout process with respect thereto (“the Checkout Process”), which Checkout Process shall include but not be limited to you:
9.1.4.1 selecting the relevant Subscription service; and
9.1.4.2 providing Entrihub with your credit card payment details; and
9.1.4.3 reviewing the details of the entire Offer and confirming that same are correct.
9.1.5 A binding agreement between yourself and Entrihub in respect of any Offer will only be entered into at the stage at which Entrihub receives the Offer and confirms its acceptance thereof to you (“the Order”). Entrihub reserves the right to refuse to accept any Offer.
9.2 Pricing of Subscriptions
9.2.1 All prices of Subscriptions are in South African Rand values and are inclusive of value added tax (“VAT”), unless otherwise stated.
9.2.2 The price payable by yourself for the Order will be the VAT inclusive amount reflected on the Website during the Checkout Process in respect of the purchase price of the Subscription.
9.3 Payment of the purchase price in respect of a Subscription
9.3.1 We are committed to providing secure online payment facilities.
9.3.2 Payments are made through secure banking/payment gateways, which are not owned by Entrihub or under Entrihub’s control, and for which you acknowledge Entrihub is not responsible in law.
9.3.3 It is your responsibility to make sure that you read the terms and conditions of such service providers prior to making payment.
9.3.4 Entrihub supports the following payment instruments:
9.3.4.1 Electronic Funds Transfer into the bank account stipulated for this purpose on the invoice furnished to you;
9.3.4.2 credit card.
9.3.5 Where payment is made by credit card; we may require certain additional information from you in order to authorise and/or verify the validity of payment. We reserve the right to withhold commencing any Subscription services until such time as the additional information is received by us and authorisation is obtained for the amounts. Should we do not receive such authorisation, your Order for the Subscription will be cancelled.
9.3.6 You warrant that you are fully authorised to use the credit card supplied for purposes of paying the Subscription.
9.3.7 You may contact us via email at accounts@Entrihub.com to obtain a full record of your transaction. We will confirm your Order with you via email once your Order is placed with us and you have provided us with your email address.
9.4 Access to the Subscription
9.4.1 Subscription service fees provide for recurring payments on a monthly basis.
9.4.2 No Subscription service shall commence in respect of any Order until payment in full of the first installment payable in respect of such Order has been received and verified by Entrihub.
9.4.3 Your continued access to the Subscription service shall be conditional on you continuing to make payment of the subsequent installments, as and when they fall due for payment.
9.4.4 A Subscription service purchased in terms of an Order will, for all purposes herein, be deemed to commence on the date and at the time the payment is received by Entrihub as set out in clause 9.4.2.
9.4.5 All amounts shall be paid by you without deduction or set-off whatsoever.
9.4.6 You undertake to pay all amounts payable in connection with a Subscription service ordered by you, on due date.
9.5 Cancellation of Subscription
9.5.1 Once an Offer has been accepted by us, same will not be capable of being cancelled and you will be held liable for the full value of the Order; provided that:
9.5.1.1 you will be entitled to, in terms of section 44 of the ECT Act, cancel such Order within 7 (Seven) days after the date of access to the Subscription services commencing; and
9.5.1.2 nothing contained in clause 9.5.1 shall be construed as preventing you from terminating your Subscription service in accordance with:
9.5.1.2.1 the provisions of clause 9.6; or
9.5.1.2.2 applicable law, including if the CPA applies to the transaction constituted by the Offer, in accordance with the provisions of the CPA, subject to our rights, if any, under the CPA in such circumstances.
9.5.2 If you exercise your rights in terms of clause
9.5.1.1 above:
9.5.2.1 the only charge that may be levied on you by Entrihub is the direct cost of cancelling the Subscription (which direct cost shall, for the avoidance of any doubt, comprise the costs to Entrihub of the cancellation of the Subscription); and
9.5.2.2 if payment for the Subscription has been effected by you prior to your exercising the right referred to above, then you are entitled to a full refund of such payment, which refund must be made within 30 (Thirty) days of the date of cancellation.
9.6 Subscription Features
9.6.1 The additional services available to you will depend on the Subscription service purchased by you as outlined at the time of purchase and as such Subscription service is amended from time to time.
9.6.2 You may give 30 days’ notice of termination of your subscription at any time.
9.6.3 We may add or delete features to your Subscription service at any time. Your only remedy if you are unhappy with the changes made to your Subscription service is to terminate your Subscription.
9.6.4 We may discontinue any Subscription service at any time on 30 days notice. Your only remedy in such circumstances will be to receive a refund of any amounts paid by you in advance for any period after the Subscription service was discontinued. Such refund shall be determined on a pro rata basis determined with reference to the number of days in the month or in the year, as the case may be, that you paid for but did not receive the Subscription service following discontinuation thereof.
9.6.5 Changes in pricing applicable to Subscription services will be given on 30 days’ notice to you at any time.
10. REWARDS PROGRAM
10.1 Entrihub may from time to time offer rewards (“Rewards”) to some or all of its Registered Users or categories of Registered Users in terms of which various goods and services may be made available to you (“Benefits”).
10.2 The Benefits will be made available through business partners selected by Entrihub (“Rewards Partners”). The specific terms and conditions governing when, how and in what manner and circumstances Benefits commence, accrue, may be used, may be redeemed, are available, expire and/or terminate are set out in the applicable page on the Website.
10.3 To the maximum extent permitted by law:
10.3.1 you agree that the use of any Rewards is entirely at your own risk;
10.3.2 Entrihub excludes liability for any loss or damage suffered by you as a result of:
10.3.2.1 the use by you of any services forming part of the Benefits; or
10.3.2.2 reliance by you of any information furnished pursuant to the Benefits;
10.3.2.3 any act or omission on your part following from any advice given in connection with the Benefits;
10.3.2.4 the use, possession or consumption of any goods supplied in connection with any Rewards;
10.3.3 you agree that any claims you may have arising from the matters referred to in clause 10.3.2.1 to 10.3.2.4 shall be made against the Rewards Partner in question and not against Entrihub;
10.3.4 you indemnify and hold Entrihub harmless against any claims made against Entrihub by any person who : i) is not a Registered User); and ii) whose use of the Benefits arose from your own participation or at your invitation (e.g. a family member who makes use of any services forming part of the Benefits).
11. CONFLICT WITH OTHER TERMS
11.1 If you purchase advertising space from Entrihub, the Entrihub Advertising Terms will apply. In the event of any conflict between the Entrihub Advertising Terms and these Terms, the Entrihub Advertising Terms will prevail.
11.2 If you purchase any Subscription services, then any specific terms and conditions incorporated into your order or invoice at the time of purchase will also apply (“Subscription Specific Terms”). In the event of any conflict between the Subscription Specific Terms and these Terms, the Subscription Specific Terms will prevail.
12. SUGGESTIONS AND IMPROVEMENTS
By sending us any ideas, suggestions, documents or proposals ("Feedback"), you agree that (i) your Feedback does not contain the confidential or proprietary information of third parties, (ii) we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) we may have something similar to the Feedback already under consideration or in development, and (iv) you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Entrihub and its Users any claims and assertions of any moral rights contained in such Feedback.
13. THIRD PARTIES
The Website may include links to other websites or applications (each, a "Third Party Website"). We do not control or endorse any Third Party Website. You agree that we are not responsible for the availability or contents of such Third Party Websites. Your use of Third Party Websites is at your own risk.
14. INDEMNITY
You agree to indemnify, defend, and hold Entrihub, its shareholders, subsidiaries, affiliates, any related companies, suppliers, licensors and partners, and the officers, directors, employees, agents and representatives of each of them (collectively, the "Entrihub Entities") harmless, including costs, liabilities and legal fees, on an attorney and own client scale, from any claim or demand made by any third party arising out of or relating to (i) your access to or use of the Website, (ii) your violation of the Terms, (iii) any products or services purchased or obtained by you in connection with the Website, or (iv) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity. Entrihub reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any such matter without the prior written consent of Entrihub. Entrihub will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it. The provisions of this clause shall constitute a stipulation for the benefit of each of the Entrihub Entities, capable of acceptance by them at any time.
15. DISCLAIMERS AND LIMITATIONS OF LIABILITY
15.1 PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE ENTRIHUB ENTITIES TO YOU. EACH OF THE SUBCLAUSES BELOW ONLY APPLIES UP TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. NOTHING HEREIN IS INTENDED TO LIMIT ANY RIGHTS YOU MAY HAVE WHICH MAY NOT BE LAWFULLY LIMITED. IF YOU ARE UNSURE ABOUT THIS OR ANY OTHER SECTION OF THESE TERMS, PLEASE CONSULT WITH A LEGAL PROFESSIONAL PRIOR TO ACCESSING OR USING THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU REPRESENT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS, INCLUDING THIS SECTION. YOU ARE GIVING UP SUBSTANTIAL LEGAL RIGHTS BY AGREEING TO THESE TERMS.
15.2 THE WEBSITE IS MADE AVAILABLE TO YOU ON AN "AS IS", "WITH ALL FAULTS" AND "AS AVAILABLE" BASIS, WITH THE EXPRESS UNDERSTANDING THAT THE ENTRIHUB ENTITIES MAY NOT MONITOR, CONTROL, OR VET USER CONTENT. AS SUCH, YOUR USE OF THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK. THE ENTRIHUB ENTITIES MAKE NO CLAIMS OR PROMISES ABOUT THE QUALITY, ACCURACY, OR RELIABILITY OF THE WEBSITE, ITS SAFETY OR SECURITY, OR THE WEBSITE CONTENT. ACCORDINGLY, THE ENTRIHUB ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE, FOR EXAMPLE, FROM THE WEBSITE'S INOPERABILITY, UNAVAILABILITY OR SECURITY VULNERABILITIES OR FROM YOUR RELIANCE ON THE QUALITY, ACCURACY, OR RELIABILITY OF ANY BUSINESS REFERRED TO ON THE WEBSITE, RATINGS, REVIEWS (INCLUDING THEIR CONTENT, ORDER, AND DISPLAY), OR METRICS FOUND ON, USED ON, OR MADE AVAILABLE THROUGH THE WEBSITE.
15.3 SPECIAL NOTICE TO USERS WHO ARE BUSINESSES: YOU ACKNOWLEDGE THAT USERS OF THE WEBSITE MAY USE THE WEBSITE TO POST UNLAWFUL CONTENT, INCLUDING DEFAMATORY, INSULTING, PRIVATE, RACIST, SEXIST, THREATENING, HARASSING, DEGRADING, FRAUDULENT, OBSCENE, INDECENT OR OTHERWISE OBJECTIONABLE MATERIAL ("UNLAWFUL CONTENT") ABOUT YOUR BUSINESS. YOU UNDERTAKE NOT TO INSTITUTE LEGAL ACTION OR TAKE ANY STEPS WHATSOEVER AGAINST THE ENTRIHUB ENTITIES, AS A RESULT OF ANY UNLAWFUL CONTENT POSTED ON THE WEBSITE, WHETHER ARISING FROM NEGLIGENCE OR ANY OTHER CAUSE WHATSOEVER. YOU FURTHER ACKNOWLEDGE THAT USERS' PERSONAL DETAILS (NAME, CONTACT NUMBER, EMAIL ADDRESS AND ANY OTHER IDENTIFYING INFORMATION) MAY BE DISCLOSED TO YOU FOR THE SOLE PURPOSE OF ALLOWING THE SUPPLIER TO RESOLVE THE COMPLAINT CONCERNING YOUR BUSINESS POSTED BY THE USER. THE SUPPLIER UNDERTAKES NOT TO INSTITUTE LEGAL ACTION OR TAKE ANY STEPS WHATSOEVER AGAINST ANY USER OF THE WEBSITE, AS A RESULT OF ANY DEFAMATORY OR INSULTING CONTENT POSTED ON THE WEBSITE, WHETHER ARISING FROM NEGLIGENCE OR ANY OTHER CAUSE WHATSOEVER.
15.4 THE ENTRIHUB ENTITIES MAKE NO CLAIMS OR PROMISES WITH RESPECT TO ANY THIRD PARTY, SUCH AS THE BUSINESSES OR ADVERTISERS LISTED ON THE WEBSITE OR THE WEBSITE'S USERS. ACCORDINGLY, THE ENTRIHUB ENTITIES ARE NOT LIABLE TO YOU FOR ANY LOSS OR DAMAGE THAT MIGHT ARISE FROM THEIR ACTIONS OR OMISSIONS, INCLUDING, FOR EXAMPLE, IF ANOTHER USER OR BUSINESS MISUSES YOUR CONTENT, IDENTITY OR PERSONAL INFORMATION, OR IF YOU HAVE A NEGATIVE EXPERIENCE WITH ONE OF THE BUSINESSES OR ADVERTISERS LISTED OR FEATURED ON THE WEBSITE. YOUR PURCHASE AND USE OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK.
15.5 THE ENTRIHUB ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES AS TO THE PRODUCTS OR SERVICES OFFERED BY BUSINESSES LISTED ON THE WEBSITE, AND IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED TO YOU BY A REPRESENTATIVE OF ONE OF THE ENTRIHUB ENTITIES SHALL CREATE A REPRESENTATION OR WARRANTY.
15.6 YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE WEBSITE, RELATED SERVICES, OR ANY OTHER GRIEVANCE SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE WEBSITE.
15.7 THE ENTRIHUB ENTITIES' MAXIMUM AGGREGATE LIABILITY TO YOU FOR LOSSES OR DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE WEBSITE OR THESE TERMS IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE ENTRIHUB ENTITIES IN CONNECTION WITH THE WEBSITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY.
15.8 THE ENTRIHUB ENTITIES DISCLAIM LIABILITY FOR ANY (i) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (ii) LOSS OF PROFITS, (iii) BUSINESS INTERRUPTION, (iv) REPUTATIONAL HARM, OR (v) LOSS OF INFORMATION OR DATA.
15.9 THE PROVISIONS OF THIS CLAUSE SHALL CONSTITUTE A STIPULATION FOR THE BENEFIT OF EACH OF THE ENTRIHUB ENTITIES, CAPABLE OF ACCEPTANCE BY THEM AT ANY TIME.
16. CHOICE OF LAW AND VENUE
The laws of the Republic of South Africa (“Applicable Law”) will govern these Terms, as well as any claim, cause of action or dispute that might arise between you and Entrihub (a "Claim"), without regard to conflict of law provisions. The courts of the Republic of South Africa shall have exclusive jurisdiction in relation to any Claim.
17. TERMINATION
17.1 Subject to clause 17.2, if you are a Registered User, you may terminate the agreement constituted by these Terms at any time by closing your account, discontinuing your use of the Website, and providing Entrihub with a notice of termination to info@entrihub.com.
17.2 If you have subscribed for a Subscription service, you may not terminate the agreement constituted by these Terms, until such Subscription service has terminated or expired in accordance with terms and conditions applicable to it or has terminated in accordance with any other method of termination or cancellation referred to in these Terms or permitted in law.
17.3 Please review our privacy policy *insert hyperlink* for information about what we do with your account when terminated.
17.4 Subject to Applicable Law, we may close your account, suspend your ability to use certain portions of the Website, and/or ban you altogether from the Website for any or no reason, and without notice or liability of any kind. Any such action could prevent you from accessing your account, the Website, Your Content, Website Content, or any other related information.
17.5 In the event of any termination of these Terms, whether by you or us, clauses 1, 6, 7, 13 to 16 will continue in full force and effect, including our right to use Your Content as detailed in clause 6.
18. NOTICES
18.1 We choose for the purposes of the giving of any notice, the serving of any process and for any other purposes arising from the Terms at the physical address, fax numbers and email addresses set forth on the Website (domicilium citandi et executandi ("domicilium")).
18.2 You choose as your domicilium the physical address and email addresses supplied by you when you registered as a User.
18.3 Notices may be sent by prepaid registered post, delivered by hand or communicated by facsimile or email. Unless the contrary is proved, any notice:
18.3.1 sent by prepaid registered post will be deemed to have been received on the 5th (Fifth) Business Day after posting;
18.3.2 any notice delivered by hand on a Business Day will be deemed to have been received on the date of delivery;
18.3.3 any notice transmitted by email on a Business Day will be deemed to have been received on the same day of transmission.
18.4 Either of us may by written notice to the other vary our domicilium to any other address in the Republic of South Africa which is not a post office box or poste restante (mail holding service), provided that the change will become effective only 14 (fourteen) days after service of the notice in question.
18.5 Notwithstanding the above, any notice given in writing in English, and actually received by the party to whom the notice is addressed, will be deemed to have been properly given and received, notwithstanding that such notice has not been given in accordance with this clause.
19. GENERAL TERMS
19.1 Except as otherwise stated in clause 14 and 15 above, nothing herein is intended, nor will be deemed, to confer rights or remedies upon any third party.
19.2 The Terms contain the entire agreement between you and us regarding the use of the Website, and supersede any prior agreement between you and us on such subject matter. The parties acknowledge that no reliance is placed on any representation made but not expressly contained in these Terms.
19.3 Any failure on Entrihub's part to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
19.4 Except as expressly provided to the contrary herein, each paragraph, clause, term, and provision of these Terms and any portion thereof shall be considered severable and if, for any reason any part of these Terms is held to be invalid, contrary to, or in conflict with any applicable present or future law, statute or regulation (including, without limitation, the CPA to the extent applicable) or in terms of a final, binding judgment issued by any Court, it shall not impair the operation of, or have any other effect upon, such other portions of these Terms as may remain otherwise intelligible, which remaining provisions shall continue to be given full force and effect and bind the parties hereto.
19.5 No term or condition of these Terms is intended to breach any peremptory provisions of the CPA to the extent applicable ("Prohibited Provision"). Any breach of any such Prohibited Provision shall be governed by the provisions of clause 19.4 mutatis mutandis.
19.6 The Terms, and any rights or obligations hereunder, are not assignable, transferable or sub-licensable by you except with Entrihub's prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
19.7 The clause headings in the Terms are for convenience only and have no legal or contractual effect.
