Terms & Contitions

1. INTERPRETATION AND PRELIMINARY

Definitions

Unless a contrary intention clearly appears from the context, the following terms shall have the meanings ascribed hereunder:

1.1 “Activation” means the enabling of a Service at VonD’s premises to operate on one or more Networks;

1.2 “Addendum” means a supplementary agreement signed by both VonD and the Customer that expands or modifies this Agreement and which endures for the duration of the current Agreement;

1.3 “Agreement” means the general terms and conditions contained herein, the Product specific terms and conditions, the Proposal, the Subscriber Agreement, and all addenda, if applicable, concluded by the Customer and executed in terms hereof, including, in the case of Cloud Services, a written instruction to VonD to commence or cancel additional Services;

1.4 “Charges” or “Rates”, which terms may be used interchangeably, means the installation charges, monthly service charges, usage charges, and any other charges pertaining to the provision of Services by VonD to the Customer;

1.5 “Commissioned Date” means the date on which the Services are operational;

1.6 “CPA” means the Consumer Protection Act, No. 68 of 2008, as amended from time to time;

1.7 “CPA Regulations” means regulations promulgated pursuant to the CPA from time to time;

1.8 “Customer” means any person, whether natural or juristic, who has entered into an agreement with VonD for the provision of Services and/or the use of the Equipment, or who has applied to VonD for the provision of Services and/or the use of the Equipment, and is used interchangeably with the term “Subscriber”;

1.9 “Equipment” means all devices, including software, provided by VonD to the Customer in order to enable VonD to provide the Services;

1.10 “General Terms and Conditions” means this document excluding all proposals executed in terms hereof;

1.11 “Initial Period” means the duration of the first Agreement signed by the Customer in respect of the Services as reflected in the Subscriber Agreement, which period shall commence on the Commissioned Date;

1.12 “Initial Services” means the first Services that are provided by VonD to the Customer in terms of the first Agreement signed by the Customer in respect of the Services;

1.13 “Installation” means the installation of Equipment at the Customer’s premises or at such other location as may be specified by the Customer and agreed to by VonD;

1.14 “Managed Services” means the ongoing management and provision of Services by VonD in return for a monthly payment by the Customer;

1.15 “Month” shall mean a calendar month commencing at 0h00 on the relevant day of the relevant calendar month;

1.16 “Monthly Service Charge” means the monthly fees levied by VonD in consideration for the Customer’s access to and use of the Network Services or other Services provided by VonD;

1.17 “Network Provider” means any authorized supplier of telecommunications facilities;

1.18 “Network Services” means any services provided by any of the Network Providers, including but not limited to fixed line operators, cellular operators, wireless operators, or any other operator that provides access and network services (including value-added services) made accessible to the Customer by VonD in terms of this Agreement;

1.19 “Party” means either VonD or the Customer, as the context may require, and the term “Parties” means both VonD and the Customer collectively;

1.20 “Product” means any combination of Equipment and Services provided by VonD to the Customer;

1.21 “Product Specific Terms and Conditions” means the specific terms and conditions applicable to the specific Product or Services as reflected in the Proposal;

1.22 “Proposal” means the order form or proposal document submitted by VonD to the Customer and signed by the Customer in respect of the provision of the Services, which incorporates the Subscriber Agreement, the Product Specific Terms and Conditions, and the provisions of this Agreement;

1.23 “Renewal Period” means, unless otherwise provided for in the Product Specific Terms and Conditions or Subscriber Agreement: 1.23.1 if the Customer is a juristic person, a period of 24 (Twenty-Four) successive months commencing on the day immediately following the expiration of the Initial Period or each successive Renewal Period; 1.23.2 if the Customer is a natural person, the period specified in clause 3.3.3;

1.24 “Republic” means the Republic of South Africa;

1.25 “Services” means the IT Solutions, Design, Connectivity, and Cloud Solutions provided by VonD to the Customer as set out in the Proposal, including but not limited to hardware and software provisioning, networking solutions, managed services, website and graphic design, internet services, and cloud hosting;

1.26 “Service Provider” means any Electronic Communications Networks Licensee or Electronics Communications Licensee licensed under the Electronic Communications Act, 2005, or any service provider of an Electronic Communications Networks Licensee or Electronics Communications Licensee;

1.27 “Software” means any computer programme that is either embedded or provided as a stand-alone application, or accessed via the internet or other web browsing method;

1.28 “Subscriber Agreement” means the summary of the Agreement signed by the Customer for the provision of Services by VonD;

1.29 “Supplier” means VonD;

1.30 “Traffic Type” means any specific type of calls carried by VonD over the networks;

1.31 “Usage Charges” means the charges charged by VonD to the Customer for recorded usage of the Network Services;

1.32 When any number of days is prescribed in this Agreement, same shall be reckoned exclusively of the first and inclusively of the last day unless the last day falls on a Saturday, Sunday, or public holiday, in which case the last day shall be the next succeeding day which is not a Saturday, Sunday, or public holiday;

1.33 The terms of the Agreement shall prevail in the event of a conflict between the Proposal and this Agreement; and

1.34 In circumstances of the CPA being applicable to the Agreement, the provisions of the CPA shall prevail in the event of a conflict between any provision of the Agreement and the provisions of the CPA.

2. APPOINTMENT AND AUTHORITY

2.1 The Customer appoints VonD to supply the Services to the Customer for the Initial Period in accordance with the terms and conditions set out in this Agreement, effective from the date of signature hereof.

2.2 The Customer hereby authorizes VonD to: 2.2.1 Communicate with other service providers to obtain all information necessary for VonD to render the Services. Should VonD require it, the Customer shall sign a separate authorization letter permitting VonD to approach the Service Providers for such information; and/or 2.2.2 Enter into agreements and arrangements with third parties as may be necessary for VonD to render the Services.

3. TERM

3.1 VonD undertakes to supply the Services to the Customer for the duration of the Initial Period, subject to the terms of this Agreement. If the Initial Services do not become commissioned due to actions or omissions by the Customer, VonD shall have the right to recover the minimum Monthly Service Charge specified in the Proposal (or a pro rata portion thereof) for the delay period, along with any reasonable wasted costs incurred, for which the Customer indemnifies VonD.

3.2 If the Customer is a juristic person, at the expiry of the Initial Period, unless otherwise notified in writing to VonD, the Services and this Agreement shall continue automatically for an unlimited number of Renewal Periods. The Customer may terminate the Agreement by providing written notice to VonD at least 1 (one) Calendar Month before the expiration of the Initial Period or any Renewal Period.

3.3 If the Customer is a natural person: 3.3.1 The Customer may terminate the Agreement: 3.3.1.1 On the expiry of the Initial Period, with written notice to VonD; 3.3.1.2 During the Initial Period, with 20 (Twenty) business days’ written notice to VonD, subject to clause 3.6. 3.3.2 VonD may terminate the Agreement during the Initial Period, 20 (Twenty) business days after giving the Customer written notice to remedy a breach, if the Customer fails to remedy such breach within that period. 3.3.3 If the Agreement is not terminated by either Party during the Initial Period and unless the Customer agrees to a renewal for a further fixed term, the Agreement will continue on a month-to-month basis after the Initial Period, terminable by either Party with 1 (One) calendar month’s written notice, subject to material changes as notified by VonD in accordance with clause 3.3.4. 3.3.4 No later than 80 (Eighty), nor less than 40 (Forty) business days before the expiry of the Initial Period, VonD shall notify the Customer in writing of the impending expiry of the Agreement, including any material changes that would apply if the Agreement were to be renewed, and the Customer’s rights regarding termination or continuation of the Agreement.

3.4 During any automatic renewal period, discounts applicable to the Services shall not be available until the Customer concludes a new written Agreement with VonD for the Renewal Period.

3.5 Unless the CPA applies to this Agreement, VonD shall be entitled to terminate this Agreement at any time by giving 3 (Three) months’ written notice to the Customer. If any of the Products or Services become illegal due to legislation or regulatory actions, VonD may cancel this Agreement without fault on written notice to the Customer.

3.6 Should the Customer terminate this Agreement before the expiry of the Initial Period or any Renewal Period for reasons not expressly provided in this Agreement, the Customer remains liable for all amounts owing up to the date of termination. VonD shall be entitled to levy a cancellation/early settlement fee as outlined in the Proposal, limited to a reasonable fee in accordance with the CPA guidelines, if applicable.

3.7 Unless otherwise stated in the Agreement, upon expiry of the Initial Period or any Renewal Period, VonD may, at its discretion and subject to clause 3.3.4, remove or change any discounts that were applicable during the Initial Period or Renewal Period.

3.8 Any new or additional Services or expansion of the Initial Services shall be subject to the terms in the Proposal or agreed upon in writing between the Parties in a new Agreement or an Addendum to the existing Proposal, and such new Services shall commence on the date they are commissioned.

3.9 VonD may, at its sole discretion, alter the routing of any traffic at any time while providing Services, and such changes will not affect the validity of the Agreement.

3.10 The Services provided by VonD are subject to government or relevant authority regulations, and may be temporarily or permanently interrupted or curtailed as necessary for proper operation, without fault.

3.11 If this Agreement results from direct marketing and the provisions of the CPA apply, the Customer has the right to cancel without reason or penalty by written notice to VonD within 5 (Five) business days after the later of the date the Agreement was concluded or the Services or Equipment were delivered. If the Customer has opened the original packaging of the Products prior to cancellation, VonD may deduct a reasonable amount for use or depletion from any reimbursement payable to the Customer.

4. SERVICES AND EQUIPMENT: DELIVERY AND INSTALLATION

4.1 VonD shall deliver the Equipment and Services to the Customer at the address specified in the Subscriber Agreement. The Customer is responsible for covering the reasonable costs incurred by VonD in delivering the Equipment. If VonD is unable to deliver the Equipment to the specified address through no fault of its own, the Customer must pay all reasonable costs associated with the attempted delivery. Subject to the provisions of clause 11, VonD will use reasonable endeavors to meet the stipulated dates and times for delivery of the Equipment and Services. VonD shall not be liable for any loss arising from delays or failures in performance due to force majeure events outlined in clause 11, or for any other reasons unless directly attributable to gross negligence or fraudulent intent by VonD.

4.2 Unless proven otherwise by the Customer and without limiting the Customer’s rights under the CPA, if applicable, the Customer’s signature on any acceptance certificate provided by VonD or its Service Providers upon installation of the Equipment or commissioning of a Service shall be deemed an acknowledgment that the Customer has fully inspected and approved the Equipment and its components. Subject to the Customer’s rights under the CPA regarding defective Products, the Customer shall have no claims against VonD if, after such acceptance, the Equipment or any component is deemed unacceptable for any reason.

4.3 The Customer shall be responsible, at its own cost and expense, for: 4.3.1 Ensuring that all communication services and facilities, including telephone lines, installation areas, electrical outlets, connection requirements, and access routes, are suitable for the installation and operation of the Equipment and Services when delivered; and 4.3.2 Obtaining all necessary approvals and permissions from any competent authority required for the supply, delivery, and/or installation of the Equipment and Services, including consent from landowners if the Customer is not the landowner. The Customer indemnifies VonD against any claims or liabilities arising from the failure to obtain such approvals.

4.4 Installation of last-mile access solutions may depend on the results of a feasibility study confirmed by a physical site survey, conducted after the Agreement is signed. 4.4.1 Additional installation charges may apply based on the results of the site survey. In this case, the Customer will be informed before installation proceeds. 4.4.2 If a last-mile access medium is found to be unfeasible, VonD will endeavor to provide a similar service, pending the Customer’s consent.

4.5 Once installation is complete, any subsequent engineer callouts will be billed at the engineer’s hourly rate, with a minimum charge of 1 (one) hour plus travel expenses.

5. USE AND STORAGE OF INFORMATION

5.1 The Customer acknowledges that VonD may establish general practices and limits concerning the use of the Services, which may be modified from time to time in accordance with industry standards. This includes the retention period for the Customer’s email messages and other content stored on VonD’s servers, as well as limitations on the quantity and size of content sent or received by the Customer.

5.2 VonD is not obligated to delete or store any messages or electronic communications that it maintains or transmits.

5.3 VonD reserves the right, with written notice to the Customer, to terminate the provision of Services if the Customer fails to use the Services for a continuous period exceeding 12 (Twelve) months, or upon termination of the Agreement.

6. CUSTOMER’S OBLIGATIONS IN RESPECT OF THE EQUIPMENT

6.1 The Customer agrees to use the Equipment solely for its intended purpose and to ensure that its employees, agents, and/or subcontractors comply with VonD’s instructions and recommendations.

6.2 Upon delivery or collection of the Equipment, the risk associated with the Equipment passes to the Customer, who is then responsible for: 6.2.1 Keeping the Equipment secure and under control, protecting it against loss or damage from any cause, and ensuring it is free from any legal claims or encumbrances; 6.2.2 Providing clean power to the Equipment; 6.2.3 Exercising due care and diligence regarding the Equipment; 6.2.4 Protecting the Equipment from lightning strikes by installing a lightning protector, unless provided by VonD; 6.2.5 Obtaining adequate insurance for the Equipment at its full replacement value.

6.3 The Customer agrees to maintain the Equipment in a clean, serviceable, and good working order. Upon expiration of this Agreement, the Customer shall return all Equipment in good working order and in the same condition as at installation, except for normal wear and tear.

6.4 The Customer acknowledges that any Equipment supplied by VonD or its service providers is movable property. Unless the Customer has purchased the Equipment outright and paid in full, the Equipment remains the property of VonD or its service providers. VonD reserves the right to inspect the Equipment at reasonable times and to remove it upon termination of the Agreement for any reason. The Customer agrees to notify the landlord of the premises where the Equipment is installed about VonD’s ownership.

6.5 The Customer shall provide: 6.5.1 VonD with access to its premises, Equipment, Software, telephone ports, and/or network for monitoring, correction, and performance evaluation; 6.5.2 VonD with any plans, diagrams, user lists, and procedures necessary for the effective provision of Services; 6.5.3 Its own security procedures to ensure system integrity, noting that VonD is not liable for any loss attributed to system integrity issues unless caused by VonD’s gross negligence or fraudulent intent.

6.6 For Equipment provided under a managed services agreement and covered by VonD’s insurance: 6.6.1 The Customer agrees to comply fully with the terms of the insurance coverage for all Equipment supplied by VonD; 6.6.2 If any Equipment is lost, stolen, or damaged, the Customer must immediately notify VonD in writing; 6.6.3 For damaged Equipment, the Customer remains liable for all associated costs until notification is received by VonD.

6.7 Upon receiving written notification of theft, loss, or damage for Equipment supplied under a managed services agreement, VonD will: 6.7.1 Repair or replace the Equipment (excluding Equipment not supplied by VonD, which is the Customer’s responsibility); 6.7.2 Cover the costs of repair or replacement unless due to an accident, force majeure event, or improper use by the Customer. VonD will determine improper use using reasonable testing methods.

6.8 For any Equipment purchased outright by the Customer from VonD, the Customer is fully liable for all costs related to replacement in the event of theft, loss, or damage. This does not terminate the Agreement, which remains in effect.

6.9 The Customer must ensure that the Equipment and all its components remain at the installation site. Any relocation of fixed or movable components requires written application to VonD with at least 4 (Four) months’ notice, and must be approved in writing. The Customer will be charged for any relocation at VonD’s current rates.

6.10 VonD may reconfigure, upgrade, and/or exchange Equipment at its discretion to fulfill its obligations for providing Services. Other upgrades or improvements are at VonD’s discretion.

6.11 The Customer is not entitled to, nor may it permit any other party to, repair, maintain, modify, alter, or add to the Equipment without prior written consent from VonD.

6.12 Without prior written approval from VonD, the Customer must ensure that only Equipment and Services marketed and sold by VonD are installed or connected to the Equipment. Any additions or modifications to the Equipment during this Agreement become the property of VonD, with no reimbursement or compensation owed to the Customer.

7. CHARGES AND PAYMENT

7.1 Unless otherwise agreed in writing by VonD or specified in the Proposal or the Product Specific Terms and Conditions, the Customer shall pay VonD in full, without deduction or set-off and free of bank charges, on the date of invoice: 7.1.1 For the supply and delivery of Services, Equipment, and installation; 7.1.2 For the Monthly Service Charge and/or other maintenance and insurance charges, if applicable, as specified in the Proposal; 7.1.3 For the Usage Charges, in arrears, as detailed in the Proposal; 7.1.4 At VonD’s premises or the premises of VonD’s bank.

7.2 VonD may, upon providing 30 (Thirty) days’ written notice to the Customer, increase the charges payable by the Customer if such increases are specified in the Proposal or if the direct costs incurred by VonD in providing the Services increase. Any increase will correspond to the increased costs. VonD may also vary any guaranteed savings or rates if there is a change in network tariffs or regulatory environment impacting the Services, with 30 (Thirty) days’ written notice.

7.3 If the Customer does not notify VonD in writing within 3 (Three) days of receiving an invoice, the invoice contents will be deemed correct.

7.4 Unless stated otherwise, all amounts payable by the Customer to VonD under this Agreement exclude VAT and other statutory levies, taxes, and imposts, which the Customer will also be liable for.

7.5 VonD may require that all amounts payable by the Customer be made via debit order under the terms outlined in the Proposal. The Customer must execute any additional documentation required by VonD to secure such debit orders, copies of which will be provided before signing this Agreement. The Customer’s obligation is fulfilled only when payment is received by VonD at its premises or by its bankers.

7.6 The Customer acknowledges the non-refundable setup fee and other applicable charges, including outright purchases and pro-rata amounts, will be debited immediately upon activation of the service.

7.7 Cancelling a debit order without VonD’s prior written consent constitutes a breach of this Agreement.

7.8 VonD is entitled to charge the greater of a monthly administration fee of R35 (subject to annual CPIX increases) or interest at prime plus 5% on any overdue sums from the date of the invoice.

7.9 A certificate from a director of VonD regarding the amount owed by the Customer will serve as sufficient proof for provisional sentence or summary judgment.

7.10 For outright purchases of Equipment, if the Equipment is delivered to the Customer’s premises and is subsequently lost or stolen before full payment, the Customer is responsible for the total payment for that Equipment.

7.11 Unless otherwise specified, for outright purchases of Equipment, the Customer must pay the total amount upon delivery to their premises.

7.12 If the Customer cancels an order after VonD has ordered the Equipment from its suppliers, the Customer agrees to pay VonD 7% (Seven Percent) of the value of the ordered Equipment, which is recognized as a reasonable charge under section 17 of the CPA.

7.13 If it is the Customer’s responsibility to install lightning protection equipment and the Equipment is damaged by lightning, the Customer must pay for the full repair or replacement costs to VonD.

7.14 No refunds or credits will be provided by VonD unless otherwise agreed in writing at VonD’s sole discretion. Such refunds or credits apply only after the Service has been inoperative for at least 21 (Twenty-One) days from the day a fault is reported by the Customer.

8. SUSPENSION

8.1 VonD may suspend the Customer’s use of the Services upon 5 (Five) days’ written notice for the following reasons: 8.1.1 Modifications, maintenance, or remedial work needed for the Services; 8.1.2 The Customer’s failure to perform any obligations or breach of any terms of this Agreement; 8.1.3 The Customer exceeding the credit limit set by VonD.

8.2 If payment is not received by the 10th of each month, Services will be automatically suspended, and a reconnection fee of R80 will apply per suspended Service.

8.3 The Customer remains liable for all applicable charges during any period of suspension as outlined in clause 8.1.

9. DEFAULT

9.1 Unless otherwise provided in the Proposal or this Agreement, if either Party (“Defaulting Party”): 9.1.1 Fails to pay any amount due under this Agreement within 7 (Seven) days after receiving a written demand for payment; 9.1.2 Breaches any provision of this Agreement (other than a payment obligation) and, if the breach can be remedied, fails to do so within 14 (Fourteen) days after receiving a written demand from the other Party; 9.1.3 Becomes subject to business rescue proceedings, liquidation, judicial management, or any similar circumstance, whether voluntarily or involuntarily; 9.1.4 Commits an act that would constitute insolvency if committed by an individual or becomes insolvent; 9.1.5 Compromises or attempts to compromise generally with any of its creditors; 9.1.6 Has a final judgment against it that is not satisfied within 30 (Thirty) days of issuance, the other Party (“Aggrieved Party”) is entitled, without prejudice to any of its other rights under this Agreement and/or the law, to immediately cancel this Agreement or demand specific performance of all obligations of the Defaulting Party, whether or not due, without prejudice to the Aggrieved Party’s right to claim damages. Furthermore, if VonD incurs damages due to interconnect bypass, VonD may recover an amount equal to the interconnect rate plus 10% from the Customer.

10. FORCE MAJEURE

If either Party is unable to fulfill its obligations under this Agreement due to an event of force majeure (any cause beyond the reasonable control of either Party, including but not limited to adverse weather, traffic congestion, material shortages, strikes, power outages, regulatory interference, or the unavailability of communication lines), that Party will be relieved of its obligations during the event’s duration and will not be liable for any delays or failures in performance. If the force majeure event continues for more than 14 (Fourteen) days, either Party may cancel this Agreement with written notice.

11. ABUSE OF SERVICES

11.1 The Customer shall not use or allow the Services to be used for any improper, immoral, or unlawful purpose, including, but not limited to, routing transit traffic from other networks to VonD or causing harm to persons or property or impairing the Services. 11.2 The Customer must comply with all relevant legislation and regulations from competent authorities and all directives issued by VonD regarding the Services, including VonD’s Acceptable Use Policy available on its website. The Customer indemnifies VonD against any losses, expenses, damages, or liabilities arising from the use of the Services in violation of this Agreement, the Acceptable Use Policy, or any law, unless such losses are directly attributable to VonD’s gross negligence or fraudulent intent.

12. OBLIGATIONS ON TERMINATION AND/OR SUSPENSION

12.1 The Customer is liable for all obligations accrued up to the date of termination or suspension of the Services, including any costs or charges related to such termination or suspension. 12.2 The Customer’s payment obligations under this Agreement remain unaffected by any suspension of Services due to the Customer’s failure to comply with this Agreement or any legal obligation. 12.3 VonD may immediately deactivate the Service upon termination or cancellation and has no further obligations to the Customer following termination.

13. WARRANTIES, EXCLUSION AND LIMITATION OF LIABILITY

13.1 VonD will use reasonable efforts to ensure that the Equipment supplied meets the Agreement and Customer requirements. Subject to any applicable warranties under the CPA, VonD does not make any representations or warranties regarding the Services or Equipment, including implied warranties of merchantability or fitness for a particular purpose. 13.2 Subject to the CPA, VonD is not liable for any loss or damage incurred by the Customer or third parties as a result of utilizing the Services, unless directly attributable to VonD’s gross negligence or fraudulent intent. 13.3 Without limiting the above, VonD is not liable for: 13.3.1 Interruptions, suspensions, or terminations of Services for any reason; 13.3.2 Failure to suspend Services upon the Customer’s request; 13.3.3 Delays in communication transmission; 13.3.4 Force majeure events; 13.3.5 The Customer’s failure to fulfill its obligations; 13.3.6 Uncommunicated changes to the Customer’s operating environment; 13.3.7 Power failures or interruptions; 13.3.8 Delays in reporting issues to VonD; 13.3.9 Non-functioning servers or Equipment of any recipient party; 13.3.10 Failures or delays in third-party systems that support the Services; 13.3.11 Unavailability of VonD’s website; 13.3.12 The Customer using the Service for unlawful purposes; 13.3.13 Unauthorized access to the Customer’s telecommunication systems. The Customer remains liable for charges incurred from such access and indemnifies VonD against losses resulting from it. 13.4 VonD’s liability to the Customer or any third party is limited to the fixed monthly charges payable by the Customer during the Initial Period.

14. UNSOLICITED COMMERCIAL COMMUNICATIONS

14.1 The Customer indemnifies VonD and its directors, employees, agents, and sub-contractors against any loss or damage arising from the sending of unsolicited commercial communications (“SPAM”). 14.2 The Customer is solely responsible for compliance with all laws regulating SPAM, including the Electronic Communications and Transactions Act of 2002 (ECTA) and the relevant Codes of Conduct.

15. ASSIGNMENT, SUB-CONTRACTING, AND CONTRACTING ON BEHALF OF THE CUSTOMER

15.1 The Customer may not assign any rights or obligations under this Agreement, nor transfer Equipment to any third party without VonD’s prior written consent. 15.2 VonD may assign or subcontract any of its rights and obligations under this Agreement, provided that such assignment does not detrimentally affect the Customer if the Customer is a consumer under the CPA. 15.3 This Agreement binds the successors of both Parties.

16. NOTICESS

16.1 The Customer and VonD choose the addresses set out in this Agreement as their designated address for all communications. 16.2 Either Party may change its designated address by providing written notice to the other. 16.3 Any notice must be in writing, excluding data messages as defined in the ECTA.

17. GOVERNING LAW AND JURISDICTION

17.1 This Agreement is governed by the laws of the Republic. 17.2 The Customer consents to the jurisdiction of the Magistrate’s Courts under Section 45 of the Magistrates Court Act, No 32 of 1944, as amended, while VonD may also institute proceedings in any High Court division with jurisdiction. 17.3 The Defaulting Party is liable for legal costs on a scale as between attorney and own client for any legal proceedings initiated by the other Party.

18. DISCLOSURE

18.1 VonD will not disclose the Customer’s details to any third party, except as outlined in this clause. 18.2 The Customer authorizes VonD to disclose its details to third parties when necessary to perform its functions or protect its interests, including for credit vetting or emergency services. 18.3 VonD may disclose the Customer’s details if required by regulatory authorities or courts.

19. AUTHORITY AND ACKNOWLEDGEMENTS

19.1 The Customer warrants it has the legal capacity and authority to enter into this Agreement. 19.2 The signatory for the Customer warrants they are authorized to sign on behalf of the Customer. 19.3 The Customer confirms: 19.3.1 It has had the opportunity to read and understand this Agreement, including VonD’s Acceptable Use Policy and any Product Specific Terms; 19.3.2 It has read and acknowledges all terms highlighted in bold and initialed as confirmation. 19.4 If physical installation of Equipment is required, the Customer warrants it has obtained necessary consents from the landlord or landowner.

20. AMENDMENTS TO THE GENERAL TERMS AND CONDITIONS

20.1 This Agreement constitutes the entire agreement and can only be modified as stated in this clause. 20.2 Subject to the Customer’s right to terminate under clause 3, VonD may amend this Agreement or any aspect of the Services at its discretion. Continued use of the Services after such amendments shall be deemed acceptance by the Customer.

21. NON-SOLICITATION

21.1 During this Agreement and for 12 months thereafter, the Customer may not employ or solicit any employees of VonD without prior written consent. 21.2 If the Customer breaches this clause, it will pay VonD a fee equal to the remuneration paid to that employee in the previous 24 months, payable within 3 days of notice from VonD.

22. GENERAL

22.1 No cancellation, settlement of disputes, extension of time, waiver, or suspension of provisions is binding unless recorded in writing and signed by both Parties. 22.2 To the extent permitted by law and subject to the CPA, no Party shall be bound by any terms, representations, or warranties not recorded herein. 22.3 If any part of this Agreement is found invalid, the remainder shall remain enforceable. The rule that ambiguities are interpreted against the drafter does not apply.

23. ADDITIONAL NOTES

The router remains the property of VonD at all times. Upon cancellation, VonD will arrange for the collection of the router and power supply. If the router is not returned, the Customer will be billed R2800. The LTE Service is provided on a best-effort basis.