These Terms are applicable to your access and use of the Website; contain exclusions and limitations of the liability of Macsteel Service Centres SA (Pty) Limited and its affiliates; and impose legal obligations on you. By using the Website, you indicate your acceptance of and agreement to these Terms. If you do not agree, please notify us in writing and we will terminate your Website access.
1.1 In these Terms:
1.1.1 “Applicable Laws" means all laws, statutes, regulations, by-laws, rules, directives, and orders including all other requirements of any government or any government agency, body, authority, tribunal (including any regulator or court in any country in which these Terms have an effect), as may be applicable to you, us or any matter governed by these Terms, including but not limited to Data Protection Legislation;
1.1.2 “Confidential Information" means, in relation to you or us, any information of a confidential and/or commercially sensitive nature, howsoever obtained or received and whether or not marked confidential, including any technical, commercial, financial or scientific information, trade secrets, processes, marketing and business information, customer and supplier information, pricing information and/or any other information or material of whatsoever description or nature proprietary to you or us, whether in written, oral, magnetic, machine-readable or any other format and includes the Data;
1.1.3 “Customer“, “you" and “your" means the entity, or person acting on behalf of the entity, who accesses and registers to use the Website;
1.1.4 “Data" means any data, including Personal Information, disclosed or supplied to MSCSA by the Customer, or to the Customer by MSCSA;
1.1.5 “Data Protection Legislation" means, any and all laws relating to the protection of Personal Information, including the Protection of Personal Information Act 4 of 2013, the Consumer Protection Act 68 of 2008, the ECT Act and the Promotion of Access to Information Act 2 of 2000;
1.1.6 “ECT Act" means the Electronic Communications and Transactions Act 25 of 2002;
1.1.7 “Good/s" means any products, made available from time to time by MSCSA, for purchase on the Website;
1.1.8 “Personal Information" means information relating to an identifiable, living, natural persons and where it is applicable, an identifiable, existing juristic person, including but not limited to: (i) information relating to the race, gender, sex, marital status, national, ethnic or social origin, colour, age, disability, language and birth of the person; (ii) information relating to the education or the medical, financial, criminal or employment history of the person; (iii) information relating to the financial affairs of the person; (iv) credit card details and transactional data; (v) any identifying number, symbol, e-mail address, physical address, number or other particular assignment to the person; (vi) the biometric information of the person; (vii) correspondence sent by the person that is implicitly or explicitly of a private or confidential nature or further correspondence that would reveal the contents of the original correspondence; (viii) the views or opinion of another individual about the person; (ix) the name of the person if it appears with other personal information relating to the person or if the disclosure of the name itself would reveal information about the person; and (x) any other information which may be treated or defined as “personal information" in terms of any Applicable Laws, including Data Protection Legislation;
1.1.9 “Processing" means collect, receive, record, organise, collate, store, develop, update, modify, retrieve, alter, consult, use, disseminate or perform any other act or action, including any other act or action which may be treated or defined as “Process" or “Processing" in terms of any applicable Data Protection Legislation. The word “Processed" shall have a corresponding meaning;
1.1.10 “use" means to use, access, download, refer to, view or make use of the Website;
1.1.11 “we“, “our“, “us" and “MSCSA" means Macsteel Service Centres SA (Pty) Limited; and
1.1.12 “Website" means any website developed and made available by MSCSA, such as https://macsteel.co.za, and related websites thereof, such as www.shop.macsteel.co.za. References to the Website also includes all material and documentation, which we make available to you as part of, or together with, the Website.
1.2 Any reference to “us" includes our employees, officers, directors, representatives, agents, shareholders, affiliates, subsidiaries, holding companies, advisers, service providers and suppliers.
1.3 In these Terms, unless the context otherwise requires, words importing the masculine gender shall include the feminine gender and words importing the singular shall also include the plural and vice versa.
1.5 As stated in bold at the top of these Terms, by using the Website (as updated from time to time), you agree to be bound by these Terms.
2. Application for use of the Website
2.1 MSCSA has created and developed the Website, which is made available by MSCSA and allows Customers to purchase Goods made available by MSCSA on the Website.
2.2 You will be responsible for uploading accurate Data onto the Website.
2.3 To apply for the use of the Website, you must supply us with all of the information required by us for the purposes of the Website, including but not limited to your name, physical address, email address, employment details such as your company's name, gender, mobile phone number and other Personal Information that we may request from time to time. To use the Website, you are required to agree to these Terms and create a unique username and password at the time of registration (“Access Details“). You will be required to enter your Access Details each time you access the Website.
2.4 You warrant that the Access Details shall only be used by you for the purposes of purchasing Goods through the Website and shall not be disclosed to any third party or used for any other purpose. You hereby indemnify and hold MSCSA harmless from and against any damages or losses resulting or arising from disclosure of the Access Details.
2.5 You bear the onus of notifying MSCSA if a person authorised by your organisation to contract with MSCSA, who has access to the Website, has left your organisation or is no longer entitled to access the Website.
2.6 You undertake to ensure that passwords are not shared between persons in your organisation who have access to the Website and ensure that you take the necessary steps to ensure that MSCSA information and Website is not comprised by allowing persons authorised by you to register with a private/external domain.
3. Permitted Use of the Website
3.1 You may only use the Website for the purposes of purchasing Goods from MSCSA and for other lawful purposes (“the Permitted Use“). These Terms do not apply to nor do they regulate the provision of any services aimed at altering, modifying or adding value to the Goods.
3.2 You shall not, without MSCSA's prior written approval:
3.2.1 obtain or distribute:
184.108.40.206 copyrighted material or material protected by law without MSCSA's prior written consent; or
220.127.116.11 material containing viruses or any other destructive materials or data or code which is able to corrupt, interfere with, jeopardise, disrupt, disable, harm or otherwise impeded in any manner the operation of a computersystem or hardware or software
3.2.2 frame, link to, modify, distribute, commercialise, exploit and/or alter the Website;
3.2.3 perform any action which is illegal, fraudulent or violates or infringes any rights, title or interest (including but not limited to, any intellectual property rights) in or to the Website; and/or
3.2.4 perform any other act which may not be considered fair use or which otherwise contravenes these Terms.
3.3 In addition, you shall not and shall not allow a third party to:
3.3.1 decompile, disassemble or otherwise reverse engineer or attempt to reconstruct or discover any source code, underlying ideas, algorithms, file formats, programming of the software forming part of the Website (the “Software“) or any files contained in or generated by the Software by any means whatsoever;
3.3.2 remove any product identification, copyright or other notices, from the Software or documentation;
3.3.3 lend to a third party or use any portion of the Software (whether or not modified or incorporated with other software) on or with any machine or system other than your practice's hardware; or
3.3.4 disseminate performance information or analysis of the Software from any source relating to the Software.
3.4 You must not perform any act which may jeopardise or interfere with the functionality or the operation of any part of the Website.
3.5 You are strictly prohibited from using the Website for “spoofing“, “hacking“, “flaming“, “cracking“, “phishing" or “spamming" or any other activity designed or aimed at achieving purposes similar or the same as the aforementioned acts.
3.6 You may not intercept any information transmitted to or from us or the Website which is not intended by is to be received by you.
3.7 Subject to the further provisions of these Terms, the Website and the content therein may only be used by you for lawful purposes and shall not extend to the use of the source code of the Website.
3.8 You shall be solely responsible for obtaining and maintaining all facilities, services, products and equipment, which may be required by you for purposes of the Permitted Use.
3.9 The Website shall be subject to maintenance without any prior notice to Customers, which maintenance may result in the Website being inaccessible to Customers from time to time.
3.10 You acknowledge and agree that MSCSA has no responsibility or liability for the usefulness, veracity and accuracy of information relayed through the Website (including the Data).
3.11 MSCSA reserves the right at any time to modify or discontinue the Website with or without notice and that we shall not be liable to you or to any third party for any such modification, suspension or discontinuance of the Website.
3.12 You acknowledge and agree that MSCSA, in its sole and absolute discretion, has the right (but not the obligation) to terminate your access to or use of the Website, immediately and without notice if MSCSA believes that you have violated these Terms. Furthermore, you agree that we shall not be liable to you or any third-party for any termination of your access to the Website. In addition, you may not to attempt to use the Website after any such termination.
3.13 No provision of these Terms (or any contract governed by these Terms):
3.13.1 does or purports to limit or exempt MSCSA from any liability to the extent that the law does not allow such a limitation or exemption; or
3.13.2 requires you to assume risk or liability for the kind of liability or loss, to the extent that the law does not allow such an assumption of risk or liability.
4. Access Control
4.1 Password control
4.1.1 When creating Access Details for access to the Website, the onus rests on the Customer to ensure that they follow good password practice.
4.1.2 You must take care to ensure that no-one, other than you, is in possession of your Access Details.
4.2 Customer responsibilities
4.2.1 Your sessions on unattended equipment should be terminated and your failure to do so will be considered a breach of these Terms.
4.2.2 The sharing of Access Details is strictly prohibited.
4.2.3 Customers must adhere to MSCSA's Information Security and Confidentiality requirements.
4.3 MSCSA will monitor user activity and keep an audit trail of system usage and changes. MSCSA will also conduct extemporaneous reviews of user activity to ensure compliance with these Terms.
5. Customer's Agreement to comply with these Terms
5.1 When using the Website, you enter into a legally binding contract with MSCSA upon these Terms.
5.2 If you do not agree to any term or condition of these Terms, any policies, or any subsequent changes thereto or become dissatisfied with us or the Website, you must notify us in writing and we will terminate your Website access.
5.3 These Terms and the other policies constitute the complete and exclusive understanding and agreement between you and MSCSA and governs your use of the Website superseding all prior understanding, proposals, agreements, negotiations and discussions between the parties, whether written, oral or tacit.
5.4 The Terms and any additional documents we incorporate by reference shall apply to you when you use any part of the Website.
5.5 These Terms may be updated by MSCSA at any time at our sole discretion. MSCSA may send you notice of such changes to the Terms. You may choose to either accept the changes before they apply or to end the use of the Website.
6. Order and Delivery Procedure
6.1 You may offer to purchase Goods on the Website as follows:
6.1.1 The prices of the Goods are as quoted on the Website from time to time. All prices quoted by MSCSA on the Website are subject to any increase in the cost price, including increases pursuant to currency fluctuations occurring before dispatch of the Good by MSCSA to the Customer.
6.1.2 Prices are net and exclusive of VAT.
6.1.3 To place an order, you will specify the Good(s) and quantity to be ordered and follow the prompts that displays the specifications. Proceed to click on the View Order/Checkout button to proceed to the payments page. Please ensure to add the correct delivery address.
6.1.4 MSCSA reserves the discretion to accept or reject an order for Goods in its sole and absolute discretion. Acceptance of the order is dependent on the availability of the Goods or receipt of payment or payment authorisation by MSCSA for the order of Goods. MSCSA shall indicate the rejection of the order by cancelling the order, and thereafter refunding you for any amounts already paid.
6.1.5 You shall be entitled to cancel an order for Goods in accordance with MSCSA’s Returns Policy accessible at https://shop.macsteel.co.za/returns-policy (the “Returns Policy“).
6.1.6 You may place Goods in your wishlist, quick orders or cart. This, however, does not constitute an order for the Goods and as such, the Goods may be removed from the cart and wishlist without prior notice to you.
6.1.7 Invoices and delivery notes shall be available for the Customer to access under the “Orders” tab under your “Account”.
7.1 All orders or variations to orders, whether oral or in writing, shall be binding on you and subject to these Terms and conditions and you shall be estopped from denying the validity of such an order notwithstanding that it may have been given or signed by a person not authorised by you.
7.2 Prior to placing an order, or after an order has been placed or Goods have been delivered or provided by MSCSA, MSCSA may from time to time give Customers information, guidance, advice and suggestions relating to the Goods (including, without limitation, information, guidance and suggestions regarding the characteristics, purposes, use and application of the Goods), (the “Information“). To the maximum extent allowed by law, MSCSA does not warrant, represent or guarantee that the Information is accurate or suitable for any purpose. To the maximum extent allowed by law, the Information is to be used by Customer's at their own risk and must not be relied upon by the Customer. Customers are required to obtain their own advice from, and confirm the accuracy and suitability of the Information with, another person that is suitably qualified or experienced.
7.3 Acceptance by MSCSA of an order placed by you containing Terms other than those contained herein shall not be construed as an acceptance thereof and the trading Terms and conditions contained herein shall prevail and will be binding on the parties.
8. Payment Terms
8.1 Unless otherwise stated in writing by MSCSA, you shall pay the amount reflected on the tax or commercial invoice at the offices of MSCSA on order. All payments are deemed to have been made at Boksburg, where MSCSA monitors payments.
8.2 Interest on overdue accounts shall be charged at the highest amount allowed by law or 2% per month, whichever is the lesser, from the due date until the date of payment.
8.3 You may not withhold payment or set off any amount due by you to MSCSA against any amount that you contend is due by MSCSA to you.
8.4 Payment will only be credited to your account once the amount is cleared into MSCSA’s bank account. Any payments made into an incorrect bank account, or any cheques that are lost in the post, will not discharge your liability.
8.5 Customers agree that any amount due and payable to MSCSA, including interest may be determined and proven by a certificate issued and signed by a director or manager of MSCSA, whose authority or signature need not be proved. This certificate shall be prima facie proof of a Customer’s indebtedness to MSCSA.
8.6 Should a Customer have a valid reason to dispute an entry raised on the tax or commercial invoice, they shall do so in writing, within 14 (fourteen) days of the date of MSCSA's invoice to the Customer, failing which such entry shall be deemed to be correct and payable in terms of Clause 8.1 above.
8.7 To the extent that you and MSCSA have concluded any credit agreements or arrangements, the terms of those credit agreements shall take precedence over these terms to the extent of any conflict or inconsistency between such credit agreements and these Terms.
9.1 MSCSA accepts payment by credit and debit facilities, as chosen by MSCSA in its discretion from time to time. The following can be used as payment for the Goods purchased by the Customer:
9.1.1 debit card;
9.1.2 credit card;
9.1.3 direct bank deposit or electronic funds transfer (EFT); and
9.1.4 cash on collection of goods (not applicable to online orders).
9.2 Payment must be cleared within 5 (five) days of placing an order or proof of payment must be emailed to the supplying branch. MSCSA will not accept an order until such time that it has payment in full.
9.3 Specifically, for online orders:
9.3.1 MSCSA is committed to providing secure online payment facilities. Once you have selected your payment method online, you will be directed to a link to a secure site for payment of the applicable purchase price for the Goods.
9.3.2 Where payment is made by credit card, we may require additional information in order to verify the validity of and/or authorise the payment. In such cases we are entitled to withhold delivery until such time as the additional information is received by us and authorisation is obtained by us for the amounts. If we do not receive authorisation your order for the Goods will be cancelled. You warrant that you are fully authorised to use the credit card supplied for purposes of paying the Goods. You also warrant that your credit card has sufficient available funds to cover all the costs incurred as a result of the services used on the Website.
10.1 The Goods shall be delivered to you at the site as specified in the order and in accordance with these Terms and any directions provided by you in the order, alternatively you may elect to collect the Goods;
10.2 Delivery of the Goods to a Customer shall be accompanied with a delivery note to be signed by the Customer upon delivery of the Goods to the site. Collection of Goods by a Customer must be accompanied with a collection note to be signed by both the Customer and MSCSA upon collection of the Goods by the Customer.
10.3 In the case of the export of Goods to Customers outside the Republic of South Africa, delivery and risk shall be governed by the Incoterms specified on the commercial invoice issued by MSCSA. In all other instances, and where a site is not stated in as described in clause 10.1 above, then unless otherwise agreed to in writing by MSCSA, delivery to the Customer is deemed to take place at the place of business of MSCSA, when the allocation of good occurs, and prima facie proof of delivery to the Customer shall be by means of an original/copy of:
10.3.1 MSCSA's delivery note signed by the Customer; or
10.3.2 proof of delivery to any transporter if the Goods are railed or transported to the Customer by a third party.
10.4 All deliveries are subject to the availability of the Goods and MSCSA shall be entitled, in its sole discretion, to split delivery of the Goods ordered by the Customer in the quantities and on the dates it decides and to invoice them separately to the Customer.
10.5 Any date indicated by MSCSA for delivery of the Goods shall be regarded as an estimated date of delivery and does not constitute a contractual obligation. MSCSA shall not be liable for any loss or damage of whatsoever nature incurred or in connection with any late, incorrect, partial or non-delivery. MSCSA will attempt to deliver timeously but you shall not be entitled to cancel or repudiate this agreement or claim damages for consequential loss or otherwise or refuse to accept delivery or part delivery on the grounds of delay in the delivery of the order, or any part thereof, for any cause whatsoever.
10.6 MSCSA shall have the right to cancel your order where MSCSA is unable to supply and deliver the Goods due to force majeure, from any cause beyond the control of MSCSA, including, but not limited to, inability to secure labour, power, materials or supplies, or by reason of an act of God, or civil disturbance, riot, state of emergency, strike, lockout, labour disputes, fire, flood, drought or legislation.
11. Passing of Ownership and Risk
11.1 Risk in and to the Goods shall pass to you upon signed acceptance of delivery of the Goods to its designated site. You must ensure that you have the necessary insurance in place in the event of any loss or damage to the Goods once they are delivered you. MSCSA is not responsible for any loss or unauthorised use of a Good, after it has delivered the Good to the physical address nominated by you.
11.2 Title in the Goods shall pass to the Customer on settlement of any amounts due and payable to MSCSA in relation to the supply of the Goods.
12. Returns Policy
12.1 Please refer to our Return Policy (accessible at https://shop.macsteel.co.za/returns-policy for more information about returning Goods (and related refunds).
13. Guarantees, Warrantees, Damaged Goods and Incorrect Deliveries
13.1 To be valid, any claims under MSCSA’s guarantee or for damaged Goods or incorrect deliveries shall be supported by the original tax/commercial invoice or export documents (where applicable).
13.2 Claims in respect of incorrect deliveries or damaged Goods will only be considered if made in writing within 7 (seven) days of delivery of the Goods, after which time the Customer shall be deemed to have received and accepted the Goods in good order and in full compliance with the orders placed.
13.3 To the maximum extent permitted by law, any warranty as to quality or freedom from latent defects of the Goods sold or fitness for any particular purpose or otherwise is hereby excluded. MSCSA shall not be under any liability whether in contract, delict or otherwise, in respect of defects in Goods delivered or for any injury, damage or loss resulting from such defects or from any misuse or abuse of the Goods.
14. Intellectual Property Rights
14.1 The Website is protected by law. This incorporates all intellectual property rights in respect of the Website, including all rights, title and interest (statutory and common law) in copyright, designs and trademark, and inventions. Any reproduction, modification, creation of derivative works from or redistribution of the Website is expressly prohibited. Copying or reproducing the Website or any portion thereof for further reproduction, redistribution or any other use is expressly prohibited.
14.2 You will not acquire any right, title or interest, including any intellectual property rights, in or to the Website other than those rights expressly granted to you in these Terms. You agree not to engage in the use, copying, or distribution of the Website for any purpose whatsoever. You agree not to circumvent, disable or otherwise interfere with security related features of the Website or features that prevent or restrict use or copying of any materials or enforce limitations on the use of the Website.
14.3 You further agree not to reproduce, duplicate or copy any content or material from the Website, and agrees to abide by any and all copyright notices and other notices displayed on the Website. You may not decompile or disassemble, reverse engineer or otherwise attempt to discover any source code contained in the Website. Without limiting the foregoing, you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any aspect of the Website.
15.1 As far as the law allows, you agree to defend, indemnify us and hold us and our officers, subsidiaries, affiliates, successors, assigns, directors, officers, agent, service providers, suppliers and employees harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys' fees) arising from:
15.1.1 the Customer's use of and access to the Website;
15.1.2 the Customer's abuse of the Website;
15.1.3 a violation of any of these Terms and/or any other agreement concluded between MSCSA and the Customer; or
15.1.4 a violation of any third party right, including without limitation any copyright, trademark, trade secret or other property, or privacy right.
16. Disclaimer of Warranties
16.1 The Customer expressly acknowledges and agrees that their use of the Website is entirely at the Customer's own risk and that the Website is provided without any warranties of any kind. As far as the law allows, we or our officers, directors, employees, and agents disclaim all warranties, express or implied, in connection with the Website and any Goods purchased from the Website and your use thereof. MSCSA makes no warranties or representations about the accuracy or completeness of the information relayed through the Website and assumes no liability or responsibility for any:
16.1.1 errors, mistakes, or inaccuracies of the Data;
16.1.2 personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Website;
16.1.3 personal injury or property damage, of any nature whatsoever, resulting from you use of the Goods, to the fullest extent permitted by the law;
16.1.4 any unauthorised access to or use of the Website;
16.1.5 any interruption or cessation of transmission to or from the Website. For the avoidance of doubt, you acknowledge the function of the Website is dependent on your internet service provider's network and infrastructure;
16.1.6 any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Website by any third party, and/or
16.1.7 any errors or omission in any other information relayed or otherwise made available through the Website or for any loss or damage of any kind incurred as a result of the use of any other information relayed or otherwise made available through the Website.
17. Limitation of Liability
17.1 In no event shall MSCSA, our officers, directors, employees or agents, be liable for direct, indirect, incidental, special, consequential or exemplary damages (even if we have been advised of the possibility of such damages), resulting from any aspect of your use of the Website, including without limitation whether the damages arise from use or misuse of the Website, from inability to use the Website, or the interruption, suspension, modification, alteration, or termination of the Website.
17.2 MSCSA's maximum liability to Customers for all claims, loss and damages added together where these claims, losses and damages are as a result of, or are related to, any transaction or information provided in relation to that transaction, shall be limited to the total value of the order (excluding VAT and taxes) by a Customer for that transaction.
17.3 Such a limitation of liability shall also apply with respect to damages incurred by reason of other information received through or advertised in connection with the Website or any links on the Website, as well as by reason of any information, opinions or advice received through or advertised in connection with the Website or any links of the Website.
17.4 The Website may contain references or links to other websites (“other websites“) and to the products or services of third parties. These references or links are not intended to be, and should not be interpreted as an endorsement, recommendation, or affiliation to these other websites or the products, services or conduct of third parties. The Customer's use of other websites or the products or services of third parties will be entirely at the Customer's own risk.
18.1 You agree to keep:
18.1.1 strictly confidential the details of the terms you agree with MSCSA, the details of the negotiations leading to, and pursuant to, any terms agreed with MSCSA, during the course of negotiations, as well as the details of all the transactions or agreements contemplated therein;
18.1.2 information about the Website and the Data and to disclose it only to people who:
18.104.22.168 have a need to know (and then only to the extent that such person has a need to know);
22.214.171.124 are aware that the Data should be kept confidential;
126.96.36.199 are aware of your undertaking in relation to such information in terms of these Terms; and
188.8.131.52 have been directed to keep the Confidential Information confidential and have undertaken to keep the Confidential Information confidential or signed appropriate confidentiality and non-disclosure agreements.
18.1.3 You undertake that if you become aware that there has been, as a result of or in the course of the performance of these Terms, an unauthorised disclosure or use of the Confidential Information of MSCSA, the Customer shall promptly bring the matter to the attention of MSCSA in writing.
19.1 These Terms, and any rights licenses granted hereunder, may not be transferred or assigned by you. MSCSA may cede, delegate, transfer or assign any of our rights and/or obligations under these Terms without restriction. Any cession, delegation, assignment or transfer by you of any of your rights and/or obligations under these Terms without our prior consent shall be null and void.
20. Capacity to Accept Terms
20.1 You warrant, represent and undertake that you have the requisite authority and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to abide by and comply with these Terms.
21. Successors and Assigns
21.1 These Terms shall be to the benefit of and be binding upon each party's successors and assigns.
22. Violation of Terms
22.2 Should you fail to make payment on any due date, or should you commit any other breach of your obligations hereunder, then MSCSA shall have the option to either:
22.2.1 claim from you all sums owing to MSCSA, whether then due and payable or not, which sums will then immediately become due and payable, and you shall forfeit all discounts on the Goods sold; or
22.2.2 without prejudice to any other remedy MSCSA may have in terms of these conditions, or by law, to cancel the contract with you, retake possession of the Goods supplied and not paid for and recover all amounts already due by you as well as damages it may have suffered by reason of your breach. To give effect thereto, you irrevocably authorise MSCSA to enter into your premises to repossess its Goods supplied and not paid for.
22.3 If execution is levied upon a Customer’s assets or should a Customer make any offer of compromise with its creditors or commit any act of insolvency, or if it is a limited liability Company or Close Corporation (as defined in the Companies Act 71 of 2008 ), an application for a Customer’s liquidation is made, MSCSA shall have the right to forthwith terminate any contract created by these Terms without prejudice to any claim and remedies MSCSA might have against the Customer for payment of the amounts already due prior to cancellation and damages suffered by MSCSA by virtue of the Customer’s breach.
23. Variation of certain deeming provisions in the ECT Act
23.1 By using the Website, you agree that these Terms create a binding contract between us and you, even though these Terms are wholly or partly in the form of a data message. You agree specifically that:
23.1.1 the contract will be treated as if it was concluded at our physical address on the date on which you first made any use of the Website;
23.1.2 an electronic signature is not required by you or us for purposes of agreeing to these Terms;
23.1.3 your use of the Website is sufficient evidence of your agreement to these Terms;
23.1.4 any data message sent by either you or us to the other will be deemed to have been sent from our physical address if neither your usual place of business nor residence is located within the Republic of South Africa;
23.1.5 subject to the further provisions of these Terms, any communication sent to you by an information system programmed to operate automatically on our behalf will be a data message attributable to, or authorised by us; and
23.1.6 subject to the further provision of these Terms, a data message sent by you to us will only be treated as having been received by us when an acknowledgement of receipt is sent by us personally or a person who had authority to act on our behalf in respect of that data message.
24. Interpretation and miscellaneous provisions
24.1 Unless the context provides otherwise or it is expressly stated to the contrary:
24.1.1 the Terms and the relationship between you and us shall be governed by the laws of the Republic of South Africa.
24.1.2 Customers consent to the jurisdiction of the High Court of South Africa, Gauteng Local Division, Johannesburg, in respect of all disputes arising out of breach of the terms herein, notwithstanding the fact that the quantum may be lower than the jurisdiction of the aforementioned Court. The Customer hereby consents to the higher cost scale in relation to such a Court and in accordance with clause 24.1.3 hereof.
24.1.3 In the event of it being necessary for MSCSA to instruct its attorneys as a result of any breach of these conditions by a Customer or to recover any amounts owing by a Customer to MSCSA, such a Customer agrees to pay for all legal costs on the attorney and client scale inclusive of collection commission, tracing charges, validation fees and stamp duties on any form of security MSCSA may require from such a Customer.
24.1.4 the termination of any contract created by these Terms will be without prejudice to any other rights or remedies that you or we may be entitled to under the agreement or at law, and will not affect any of our or your accrued rights or liabilities nor the coming into or continuance in force of any provision of these Terms which is expressly or by implication intended to come into or continue in force on or after such termination; and
24.1.5 if these Terms (or any contract governed by these Terms) or the Website are regulated by or subject to the Consumer Protection Act, 2008 (the “CPA“), it is not intended that any provision of these Terms contravene any provision of the CPA. Therefore, all provisions of these Terms must be treated as being qualified, to the extent necessary, to ensure that the provisions of the CPA are complied with.
25. How to Contact Us
25.1 If you have questions about these Terms, please contact our Legal Department or firstname.lastname@example.org to redirect your query.