- This contract shall commence on the signature date and endure for a minimum period of 3 months, and thereafter it shall automatically continue on a month to month basis where a minimum of 30 days’ written notice is required for cancellation.
- With effect from the signature date, Fleek grants to the client a non-exclusive, non-transferable, limited right to use the Fleek proprietary solution for the duration of this contract and solely for its internal business purposes. Client may not use, modify, copy, translate or otherwise reproduce any of the products or documentation or any other related material provided by Fleek or make these available to any third parties except as is expressly permitted in terms of this contract or as is agreed beforehand with Fleek. The client may not adapt, develop, create any derivative work, reverse engineer, decompile, disassemble or carry out any act otherwise restricted by copyright or other intellectual property rights relating to the products of Fleek except and only to the extent that it is expressly permitted in terms of this contract.
- In the event of a conflict between these terms and conditions and any of the other provisions of this agreement or any other correspondence or documents exchanged between Fleek and client, then these terms and conditions shall prevail;
- In the event of a dispute as to actual total call minutes, then the relevant telecommunications service provider’s account shall be deemed conclusive proof of the number of call minutes used by client;
- Subject to clauses 6 and 7 below, Fleek shall be entitled to invoice client on the first day of each month, and invoices shall be paid in full, without any deduction or set-off, within 7 days from the date of each invoice. In the event that invoices are not paid promptly when due, Fleek shall be entitled in its sole discretion to: 5.1. suspend all services to client, in whole or part; and/or
5.2. charge interest on overdue amounts at a rate equal to the interest rate percentage prescribed in terms of section 1(2) of the Prescribed Rate of Interest Act 55 of 1975, which interest shall be calculated and compounded daily in arrears; and/or
5.3. cancel this agreement and take possession of all hardware, software and other goods supplied to client in connection with this agreement, including any goods sold to client but not yet paid for (ownership of which shall remain with Fleek until paid for in full); and/or
5.4. claim any damages it may have suffered from client, in addition to exercising any other rights it may have in law, or provided for elsewhere in this agreement.
5.5. A reconnection fee will be charged in the event of suspension of services due to non-payment.
- All pricing excludes VAT and other taxes and is based in South African Rands;
- A Telco deposit equivalent to the expected monthly spend is required on acceptance of the proposal and is refundable upon contract termination. Such pre-paid amount may be retained by the Fleek for the duration of the agreement, does not incur any interest and is appropriated in whole or in part by Fleek at its sole and absolute discretion towards payment of any amounts of whatsoever nature due to the Supplier in respect of the service. Telco deposits will be increased according to usage.
- All costs in connection with hardware, basic setup and implementation are payable on acceptance of the proposal;
- Custom development costs will be charged separately, 50% of which are payable on acceptance of the signoff of the “Scope of work” document and thereafter 50% on final signoff.
- The charges for services supplied by Fleek will be subject to increase according to CPIX on an annual basis;
- As far as the law allows, under no circumstances shall Fleek be liable for any direct, indirect, consequential, punitive or other damages, which may arise from this contract and the services provided by Fleek or any third party on Fleek’s behalf. Whilst Fleek use reasonable efforts to ensure conformity with required systems, protocols, processes and the like, it accepts no liability for any losses, costs, expenses and damages of any nature whatsoever, arising from or in connection with system downtime or failure, system errors, or any other loss which may result from the deployment of this application;
- Fleek does not make any warranties of any kind, whether express, implied, statutory or otherwise, and specifically disclaims all implied warranties, including any warranties of merchantability or fitness for a particular purpose, satisfactory quality, adequacy or otherwise, to the maximum extent permitted by applicable law.
- In the case of the contract being cancelled (i) all hardware assets belonging to Fleek such as phones, routers, Vibe device’s headsets and switches shall be returned in good working order within 10 days of the termination date, failing which Fleek shall be entitled to charge client for the cost of repairing any damage to any of Fleek’s property, or the cost of replacing items which are missing, destroyed, stolen or which cannot be economically repaired and (ii) client shall immediately stop using the solution;
- Neither Fleek nor client shall employ or engage the services of an employee of the other party without the written consent of the other party;
- Client agrees to the terms of the Fleek Service Level Agreement with regard to all processes required in order to manage a 99% uptime SLA;
- In the case of a call out being required the client will be liable for a call out fee charged at Fleek’s standard rates;
- Fleek is in no way responsible for any issues due to connectivity, which include but are not limited to, bandwidth issues be it from a supplier or internal misuse, shaping or irregular service.
- Virtual access will incur an additional cost.
- Prices quoted are based on office hour rates unless otherwise specified. After-hour rates will apply where applicable.
- This agreement is governed by the laws of the Republic of South Africa.