Terms of Service

for activedata

TERMS OF SERVICE

KINDLY READ THESE TERMS AND CONDITIONS OF SERVICE CAREFULLY BEFORE ORDERING.

These Terms of Service (the “Terms”) govern your access to and use of the Services offered by Active Data Tech (Pty) Ltd trading as ActiveData (hereinafter referred to as “ActiveData”).

ActiveData offers data verification services to call centres in the Republic of South Africa (hereinafter referred to as “Services”).

These Terms shall govern the tariff system, the contract for the provision of the ActiveData Services, as well as legal relations between you and us while concluding the contract and using the service.

Our Privacy Policy is incorporated by reference into these Terms and you are agreeing to accept and abide by our Privacy Policy upon agreeing to these Terms and by using our Service(s).

  1. AGREEMENT TO TERMS
    1. By accepting this Agreement, either by accessing or using ActiveData Service(s), or by executing an Order Form that references this Agreement, you agree to be bound by this Agreement. If you are accessing and using our Service(s) on behalf of a company (such as your employer) or other legal entity which is our Customer, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms. References to “you” and “your” in these Terms herein shall refer to that company or other legal entity, our Customer.
    2. If you do not have such authority, or if you do not agree with this Agreement, you must not accept this Agreement and may not use any of the Services provided by ActiveData.
    3. If you are accessing and using our Service(s) on behalf of a company (such as your employer) or other legal entity which is our Customer, you represent and warrant that you have the authority to bind that company, employer or other legal entity to these Terms.
    4. You may not use our Services for any illegal or unauthorised purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
    5. You must not transmit any viruses or any code of a destructive nature.
    6. A breach or violation of any of the Terms will result in an immediate termination of your Services.
  2. GENERAL CONDITIONS
    1. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the Service is provided, without express written permission by us.
    2. The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
  3. USE OF THE SERVICE
    1. Subject to timely payment of all charges, ActiveData grants you the right to use the Services offered by ActiveData. ActiveData reserves all rights not otherwise expressly granted herein.
    2. You shall be responsible for maintaining the security of each device owned by you, your account, passwords and files, and are responsible for all uses of Services (and all associated fees), with or without your knowledge or consent and whether or not authorised by you.
    3. Unless otherwise specifically allowed by ActiveData, in writing, you will not, directly or indirectly use the Services for timesharing or otherwise for the benefit of a third-party.
    4. You are solely responsible for all use of the Services occurring as a part of your account, whether or not authorised by you or done with your knowledge. You are furthermore responsible for all data, information or other content sent to ActiveData as part of your account.
    5. You acknowledge that, except as expressly stated, ActiveData retains all rights in its trademarks, service marks, software, technology and other items of intellectual property.
    6. In the event ActiveData investigates service outages, security problems, or a suspected security breach, you agree that you will provide a reasonable level of cooperation to help facilitate ActiveData’s investigation, to the extent warranted by the facts of the situation.
  4. AMENDMENTS TO TERMS OR SERVICES
    1. ActiveData reserves the right to amend or update the Terms of this Agreement at any time, in our sole discretion. If we do so, we will inform you either by posting the amended Terms within the services or through other communications with you, our Customer/User.
    2. It’s important that you review the Terms whenever we amend them because if you continue to use our Services after we have posted amended Terms on the Services, you are indicating to us that you agree to be bound by the amended Terms. If you don’t agree to be bound by the amended Terms, then you may not continue to use the Services.
    3. ActiveData shall not be liable to you or any third-party should ActiveData exercise its right to revise these Terms of Service or modify or discontinue the Service.
    4. Any new features that extend or enhance the service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any of these changes shall constitute your consent to these changes. If you do not agree with any such amended Terms of Service, you shall notify ActiveData during the 30 day period after such amended terms have been posted and at the end of such 30 day period these Terms of Service shall be deemed terminated unless ActiveData agrees to waive such amended terms to which you object.
  5. ACCOUNT, FEES AND PAYMENT
    1. The Subscription Period for Services provided by ActiveData shall remain in full force for 24 months from the date of subscription, and thereafter renewed automatically for a further 12 months unless terminated by the Customer.
    2. Account fees will be billed monthly. Account fees are inclusive of Value-Added Taxes, and are non­cancelable and non-refundable.
    3. ActiveData may introduce new features and functionalities, which may be made available to you at an additional cost.
    4. ActiveData shall issue invoices from time to time for the services performed and you, as the Customer/User, shall be responsible to pay all fees and payments as set forth in the invoices or as agreed upon between you and ActiveData. Payments will be due within 30 days after invoice date, free of deduction or set off.
  6. PROPRIETARY RIGHTS
    1. Subject to the terms and conditions specified in this Agreement, ActiveData grants you a non-sublicensable, non-exclusive, non-transferable license to use and access the our software in accordance with the documentation, until the license term expires or the earlier termination of this Agreement.The Support Services are included as part of the license grant and contingent upon a valid license.
    2. You may not do the following without ActiveData’s express prior written consent:
      1. resell, white-label, or reproduce the our software or any individual element within any of ActiveData’s software, ActiveData’s or any of the product’s name, any ActiveData trademark, logo or other proprietary information, or the layout and design of any part of the software;access, tamper with, or use non-public areas of the software;
      2. attempt to probe, scan or test the vulnerability of any ActiveData systems or network, or breach any security or authentication;
      3. avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by ActiveData or any of ActiveData’s providers or any other third-party (including another user) to protect the software;
      4. unless permitted under applicable law, disassemble, decompile or reverse engineer the software, in whole or in part, or permit or authorise a third-party to do so;
      5. hack into, disable, disrupt, or access without authorisation any part of the Services, or attempt any of the foregoing;
      6. attempt to decipher, decompile, disassemble or reverse engineer any aspect of the software; or
      7. violate any applicable law or regulation.
    3. ActiveData has the right to investigate violations of these Terms or conduct that affects the software. ActiveData may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
  7. TERMINATION AND SUSPENSION OF AGREEMENT
    1. Violation of any of the Terms herein will result in the termination of your account or the service. Upon termination of your account, you will no longer be able to use the service and any of your information on the service may be removed by ActiveData.
    2. Notwithstanding the above, we may terminate your access to and use of the Services, at our sole discretion, at any time upon notice to you. However, if we terminate your access to the Services at our convenience and not due to your breach of the Terms described herein, then we will provide you with a refund.
    3. Either party may terminate the Agreement if the other party becomes insolvent or is unable to pay its debts or enters into or files for bankruptcy within forty-five (45) days of being filed.
    4. Upon termination of this Agreement and your account, your right to use the Services shall immediately terminate.
  8. CUSTOMER DATA RETENTION AND WARRANTY
    1. Customer owns all data generated from the software. ActiveData will maintain reasonable administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of customer data. ActiveData will not share customer data without customer consent, except when the release of data is compelled by law.
    2. ActiveData may collect and use analytics, statistics or other data related to the customer data and customer’s use of the software in order to provide the software to customer; and/or monitor, analyse, develop upon, maintain, and improve the Software.
    3. You represent and warrant that you will obtain all rights and provide any disclosures to or obtain any consents, approvals, authorisations and/or agreements from any employee or third-party that are necessary for ActiveData to collect, use, and share customer data in accordance with these Terms. You furthermore warrant that no customer data infringes upon or violates any other party’s intellectual property rights, privacy, publicity or other proprietary rights.
    4. You agree to indemnify ActiveData against any liabilities, damages, demands, losses, claims, costs, fees (including legal fees), and expenses in connection with any third-party legal proceeding to the extent arising from or any act or omission of the customer in relation to customer instructions or the customer’s breach of this provision.
  9. THIRD-PARTY TOOLS
    1. We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
    2. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
    3. Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
    4. We may also, in the future, offer new Service(s) and/or features through the website (including, the release of new tools and resources). Such new features and/or Services shall also be subject to these Terms of Service.
  10. PERSONAL INFORMATION
    1. ActiveData’s Privacy Policy, which is recommended to be read with this Agreement, sets forth the Parties’ agreement with respect to the terms governing any processing of Personal Data by ActiveData on the customer’s behalf pursuant to these Terms. The Privacy Policy forms part of this Terms of Service and supersedes any prior agreements regarding Customer Personal Data.
    2. ActiveData undertakes to process and maintain personal information of the customer only in accordance with the conditions of lawful processing as set out in terms of the Protection of Personal Information Act, No 4 of 2013; and any other applicable legislation governing the processing of personal information.
  11. ERRORS, INACCURACIES AND OMISSIONS
    1. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
  12. PROHIBITED USES OF OUR SERVICE
    1. You are prohibited from using our Service(s): (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international or local regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service; (h) to collect or track the personal information of others beyond what is agreed with your employees or Users; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; or (j) for any obscene or immoral purpose. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
  13. DATA OWNERSHIP
    1. You will own the information created or stored by you. Unless specifically permitted by you, your use of the Services does not grant ActiveData the license to use, reproduce, adapt, modify, publish or distribute the information created by you or stored in your user account for ActiveData’s commercial, marketing or any similar purpose.
    2. You represent and warrant that you will obtain all rights and provide any disclosures to or obtain any consents, approvals, authorisations and/or agreements from any employee or third-party that are necessary for the software to collect, use, and share Customer/User Data in accordance with these Terms and applicable laws of the Republic of South Africa.
    3. You represent and warrant that no Customer/User Data infringes upon or violates any other party’s intellectual property rights, privacy, publicity or other proprietary rights.
  14. COPYRIGHT
    1. In the course of using any of the Services, if you come across any content with copyright notice(s) or any copy protection feature(s), you agree not to remove such copyright notice(s) or disable such copy protection feature(s) as the case may be.
  15. INDEMNITY AND LIMITATION OF LIABILITY
    1. To the extent permitted by applicable law, you will indemnify, hold harmless and defend ActiveData, at your expense, from any and all third-party claims, actions, proceedings, and suits brought against ActiveData or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, reasonable attorneys’ fees and other litigation expenses) incurred by ActiveData or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) your breach of any term or condition of this Agreement, (ii) your use of the Service and/or software, (iii) your violations of applicable laws, rules or regulations in connection with the Service, (iv) any representations and warranties made by you concerning any aspect of the Service and/or the software; (v) any claims made by or on behalf of any third-party pertaining directly or indirectly to your use of the service and/or software; (vi) violations of your obligations of privacy to any third-party; and (vii) any claims with respect to acts or omissions of any third-party in connection with the Service or the software.
    2. To the extent permitted by applicable law, neither ActiveData or any other party involved in creating, producing or delivering the Services and/or product will be liable for any incidental, special, punitive, exemplary or consequential damages, including loss of profits, loss of data or goodwill, service interruption, computer damage or system failure or the cost of substitute services arising out of or in connection with these terms or from the use of or inability to use the products, whether based on warranty, contract, delict (including negligence), product liability or any other legal theory, and whether or not the other party has been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.
    3. ActiveData will provide you with written notice of any claim, suit or action from which you must indemnify ActiveData. You will cooperate as fully as reasonably required in the defense of any claim. ActiveData reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
  16. WARRANTIES
    1. The Service(s) are provided “as is,” without warranty of any kind. To the fullest extent permitted by applicable law, except as expressly provided for in this agreement, ActiveData makes no other warranty of any kind, whether express, implied, statutory or otherwise, including without limitation warranties of merchantability, fitness for a particular use and noninfringement.
    2. ActiveData makes no warranty that the Services will meet customer’s requirements or be available on an uninterrupted, secure, or error-free basis. ActiveData makes no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any analytics or Customer/User Data.
    3. The implied warranty provided under the applicable law extends only to the customer and is not assignable or transferable to any subsequent purchaser or user.
    4. To the extent ActiveData may not, as a matter of applicable law, disclaim certain implied warranties, the duration of any such implied warranty shall be limited to the minimum time period permitted under such law.
  17. FORCE MAJEURE
    1. ActiveData is not liable or responsible, nor shall be deemed to have defaulted under or breached this Agreement, for any failure to perform or delay in performing its obligations under this Agreement due to an event of force majeure. An event of force majeure is any event or circumstance beyond ActiveData’s reasonable control, such as war, hostilities, an act of God, earthquake, flood, fire, or other natural disaster, strike or labour conditions, material shortage, epidemic, disease, government action, or failure of utilities, transportation facilities, or communication or electronic systems.
  18. SEVERABILITY
    1. If any particular provision and/or term of these Terms of Service is found to be defective or unenforceable or is cancelled for any reason (whether by any competent Court or otherwise), then the remaining provisions and/or terms shall continue to be of full force and effect. Each provision and/or term of this Agreement shall accordingly be construed as entirely separate and separately enforceable in the widest sense from the other provisions and/or terms hereof.
  19. WHOLE AGREEMENT
    1. The terms set out herein constitutes the entire agreement between the parties regarding the subject matter hereof. No agreements, guarantees or representations, whether verbal or in writing, have been concluded, issued or made, upon which any party is relying in concluding this Agreement, save to the extent set out herein.
    2. The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
    3. Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
  20. ARBITRATION
    1. Any claim or controversy arising out of or relating to the terms shall be settled by a binding arbitration in accordance with the Arbitration Act of the Republic of South Africa. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The decision of the arbitrator shall be final and unappealable. The arbitration shall be conducted in Johannesburg and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Notwithstanding anything to the contrary, ActiveData may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction.
  21. GOVERNING LAW
    1. These Terms of Services, and any action related thereto, are governed by and construed in accordance with the laws of South Africa and you irrevocably submit to the exclusive jurisdiction of the courts in that location.
  22. GENERAL
    1. Your rights and obligations under the Terms of Service are not assignable or transferable and cannot be sub­licensed to another party by you except with ActiveData’s prior written consent. ActiveData may transfer, assign or subcontract any of its rights and obligations under the Terms of Service without consent.
    2. No agency, partnership, joint venture, or employment is created as a result of your use of ActiveData. You do not have authority to bind ActiveData in any respect.
    3. We reserve the right, at our sole discretion, to update, modify or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
  23. CONTACT INFORMATION
    1. If you have any questions about these Terms or the Services, please contact ActiveData at queries@activedata.co.za.

Last updated: May 2022