What is the effect of these terms and conditions?

These terms and conditions and any applicable ProTaxSys (Pty)Ltd ('ProTaxSys') Charges (altogether the 'Terms') set out the legal relationship between you and ProTaxSys.

These Terms set out the basis on which ProTaxSys will provide goods and services to you. 'Services' will include (as applicable) ProTaxSys email account, 4dbrokers email account and web hosting services, maintenance and support services, and such other services as are agreed in your order or as ProTaxSys may agree to provide you from time to time.

You agree, either by ticking the box next to 'I accept the Terms and Conditions' on our website or by signing an application form (when it is not possible for you to place or confirm an order online) or upon delivery of the relevant Terms to you, to be bound by these Terms.

How do you obtain ProTaxSys's services?

You place an order with ProTaxSys by filling in and submitting a written application form. You must be at least 18 years old when you place your order with ProTaxSys.

When ordering ProTaxSys's Services, you must provide a valid email address and you are responsible for maintaining and regularly checking this email address. You must notify ProTaxSys of any change in this detail. ProTaxSys will use this email address to contact you for all purposes under these Terms.

Do bear in mind that by signing an application you are making an offer to enter into a contract with ProTaxSys for the purchase of the relevant Service from ProTaxSys under these Terms, the terms of your application, and any other terms specified by us. ProTaxSys will acknowledge receipt of your order and contact you if we are able to accept your offer. Upon acceptance you enter into a contract with ProTaxSys for the purchase of the particular Service.

You agree to ProTaxSys immediately starting work on the technical and operational elements required for the provision of the Services upon the issuance of ProTaxSys's application acceptance. At the time of acceptance we will provide you with further details of when we expect to be able to process your order and connect you to the ProTaxSys network.

What is the contract period and how does it end?

Our ProTaxSys contract starts on the date of your application. You can terminate your ProTaxSys contract at any time without paying any cancellation fees, providing you give us three (3) months' termination notice. However, if you wish to terminate your account with less than three (3) months' notice, there's an express cancellation administrative fee of R300. Service will be terminated two (2) weeks after receipt of your express cancellation notice.

If you opt to use our optional email and webhosting services the termination period for those services is as set out in additional terms and conditions which apply in addition to these Terms (see link).

If you wish to cancel your ProTaxSys service please send us a written notice to this effect.

ProTaxSys may terminate your contract or suspend Services if:

• you don't pay us, by the due date, any money you owe us; or
• you misuse our Service (see our 'Fair and acceptable usage policy')

Either you or ProTaxSys may terminate your contract by giving thirty (30) days' written notice to the other if:

• if there has been a material breach of these Terms by the other party (and this isn't remedied within thirty (30) days of a written notice notifying the breach)
• if an event, outside its reasonable control, prevents continued provision of the Services for more than thirty (30) days
• if the other is unable to pay its debts; or becomes insolvent or bankrupt; or is subject to an order or a resolution for its liquidation, administration, winding-up or dissolution (otherwise than for the purposes of a solvent amalgamation or reconstruction); or makes an application to a court of competent jurisdiction for protection from its creditors generally; or has an administrative or other receiver, manager, trustee, liquidator, administrator or similar officer appointed over all or any substantial part of its assets; or enters into or proposes any composition or arrangement with its creditors generally; or is subject to any analogous event or proceeding in any applicable jurisdiction; or
• by ProTaxSys only, without cause

If ProTaxSys is entitled to suspend your Service then all Charges for your Service will remain payable by you notwithstanding such suspension. If ProTaxSys is entitled to terminate your Service (other than without cause), then ProTaxSys will be entitled to charge you for the Charges which would have been payable to ProTaxSys as if you had provided us with a termination notice on the date of such termination.

What are ProTaxSys's payment terms and charges?

Fairly straightforward. You have a responsibility to pay the fees that apply to the Services you're receiving from ProTaxSys (the 'Charges'). Recurring Charges will be collected in advance, while one-off fees will be collected in arrears. Our billing dates fall on the first weekday occurring at or on the 25th of each month.

Our Charges include the following fees:

• ProTaxSys domain registration fee - One-off Charge, paid at the time of activating your account if a domain name was ordered;
• ProTaxSys email/hosting fee - Recurring Charge, paid monthly in advance for the provision of ProTaxSys email services up to the number of email accounts requested having an individual storage capacity of up to 50MB and with webhosting services up to 100MB disk space.

For more details of our products and services and full details of our prices please contact us.

ProTaxSys does not charge you for any Services provided by our member support team by means of email correspondence or by telephone.

Additional information and full details of our prices can be found on our product pages (if available). If there is a conflict relating to pricing between these Terms and the product pages then the information on the product pages will take precedence; otherwise in the case of any other conflict these Terms will govern.

ProTaxSys accepts payment by EFT or debit order. If your account details change you must notify ProTaxSys immediately to ensure continuity of your Services. You can move between payment methods up to three times a year.

If you choose to pay by Debit Order, you must pay from your own account and will be asked to provide your Direct Debit details (bank account number, branch code, name of bank, name of account holder). You authorize your bank to disclose to us, and under strict obligations of confidentiality, to our subcontractors and agents, details about your bank account in so far as is necessary in connection with your agreement with us and to inform us if your Direct Debit Authority is terminated at any time. If a direct debit payment fails, we may contact you to arrange payment of the Charges by another means and you may be liable to pay interest under this Agreement. If we cannot contact you after a failed direct debit payment, we may suspend or terminate the Services and this Agreement without further notice.

Please also be advised that ProTaxSys reserves the right to change prices at any time, by giving you notice in writing which will include sending an email to the email address you provide to ProTaxSys during the application.

ProTaxSys will email you your invoice to the email address you provide to ProTaxSys during the application.

You must pay ProTaxSys all sums due to ProTaxSys in full and you cannot deduct or withhold any part of the sums you owe us, except as permitted by law.

Interest may be charged by ProTaxSys if you do not pay us in full by the due date. ProTaxSys may charge you interest on any overdue payments from the date you should have paid until ProTaxSys receives full payment of the amount you owe including full interest (whether before or after judgement) at the rate of 2.5 percent per annum above the base rate of Standard Bank South Africa from time to time.

Please be advised that in the event of ProTaxSys not receiving full payment for Services provided, ProTaxSys have the right to suspend or terminate your Services and take any steps necessary to recover the amount due (including any costs incurred collecting the funds owed).

All prices shown on our product pages are inclusive of VAT and our invoices show VAT payable as a separate item on each invoice. In any event you are liable to pay VAT on all Services provided.

What happens if there are Service interruptions?

ProTaxSys will take reasonable measures to rectify any interruptions in the Services that we provide. However, ProTaxSys cannot be held responsible for disruptions caused as a result of war, strikes, natural disasters or other 'acts of God' and shall not be liable for any delay or failure in the performance of its obligations to the extent that such delay or failure is attributable to matters beyond its reasonable control.

ProTaxSys may need to make changes to its network or the technical specification of a Service or may need to suspend provision of the Services for operational or technical reasons. ProTaxSys will use all reasonable endeavours to notify you in advance of such changes or suspension if it materially affects your Services. Obviously we'll do everything which is reasonably in our power to minimise the effect of these disruptions on you.

As you know, it is technically impossible for ProTaxSys to provide a fault-free Service at all times. But, we're committed to providing you with a Service that has as few disruptions as possible. In the unlikely event that you experience a total loss of Service caused by us for more than twenty four (24) consecutive hours, you'll be compensated for each day's disruption (including the first twenty four (24) hours) by a credit towards your monthly service fee equivalent to the amount you would have paid for Service on those days. In order to receive this credit, you will need to notify us as soon as the Service failure occurs and request the appropriate credit by contacting account services when your Service is restored. The credit will be applied to the next monthly payment you owe us. You agree that this is an equitable remedy in respect of all loss or damage which you may suffer as a result of such loss of Service, and that it shall be your sole and exclusive remedy in respect of such loss of Service.

If ProTaxSys reasonably believes that you are using the Services in breach of your obligations (see 'What are your obligations'), including use of the Service in breach of the 'Fair and acceptable usage policy', we may without liability or further notice suspend Services or in certain circumstances terminate your contract (see above).

What are your obligations?

You agree that you will comply fully with your obligations under these Terms, and at all times:

• comply with the terms set out in ProTaxSys's 'Fair and acceptable usage policy' (as published on ProTaxSys's website from time to time) and ensure that any others using ProTaxSys's Services via your account comply with the Fair and acceptable usage policy too
• keep your security information safe and tell ProTaxSys immediately if you become aware of any improper disclosure of your security information or unauthorised use of the Services through your account
• provide accurate information to ProTaxSys (especially during the application process) and ensure that this information is always kept up to date and accurate
• ensure that your equipment and software complies with all applicable laws and standards and that you have any necessary licenses before you use it to connect to the ProTaxSys network and ensure that your equipment and software is compatible with our Equipment
• only you control the content you upload or download using the ProTaxSys network. We have no responsibility for any such content
• comply with these Terms (and if you opt to use our optional email and webhosting services, with the additional terms and conditions which apply in addition to these Terms (see link)) and any reasonable instructions ProTaxSys gives you. Use of our optional email and webhosting services means that you will be required to use our standard network settings.
• indemnify ProTaxSys against all losses, liabilities, costs (including legal costs) and expenses which ProTaxSys may incur as a result of any third party claims against ProTaxSys arising from, or in connection with your use or misuse of the Services or breach of these Terms
• all amounts due to ProTaxSys shall be paid in full (without deduction or withholding except as required by law) and you shall not be entitled to assert any credit, set-off or counterclaim against ProTaxSys in order to justify withholding payment of any such amount in whole or in part

From time to time, ProTaxSys may (without notice to you) review, record or check your use of ProTaxSys's Services where ProTaxSys is required to do so to ensure compliance with any laws or regulations or where ordered to do so by any court or other body or authority with the power to require such monitoring and for our own internal purposes to ensure compliance with these Terms and the 'Fair and acceptable usage policy'.

What are the limitations of ProTaxSys's responsibility?

Nothing in these Terms shall restrict or exclude either party's liability for fraud or for death or personal injury caused by it or its employees' or agents' negligence.

Except as expressly set out in these Terms, ProTaxSys are not liable to pay damages for any losses caused by use of the Services or delays or interruptions. ProTaxSys are not liable to pay damages if anyone else, other than a paying member, gains access to that member's connection to the ProTaxSys Service, that member's computer and other related equipment or gains access to, destroys or distorts any data or information held by ProTaxSys.

ProTaxSys is not responsible for any goods or services supplied in a separate agreement with another supplier, even if access to these goods or services is through ProTaxSys's network.

Except as set out in this section and the section called 'What are your obligations?' and except for the requirements for you to pay all Charges owing to us under this contract, neither party's aggregate liability to the other party with respect to this contract for any claims arising in any calendar year (whether in contract, tort, arising as a result of negligence or breach of statutory duty or otherwise) shall exceed 100% of the Charges due in that calendar year.

Neither of us will be liable to the other for any economic loss including, without limitation, any loss of profits, anticipated savings, business, contracts, revenue, time or goodwill or loss of data whether in contract, tort, arising as a result of negligence or breach of statutory duty or otherwise or the cost of procuring substitute goods or services provided that doesn't include:

• Charges payable
• claims for any damage to your tangible property, caused by the negligence or otherwise by any act or omission of ours, our employees, agents or subcontractors, whilst on your premises

You shall at all times be under a duty to mitigate any losses suffered by you.

Each provision of this section is to be construed as a separate provision applying and surviving even if one or more of the other provisions of this clause is held inapplicable or unreasonable.

There are no representations, warranties, terms or undertakings, except as expressly set out in these Terms and any others are expressly excluded, whether express or implied, statutory or otherwise.

Is there anything else?

You and ProTaxSys agree that neither of us relied on any statement we made to each other before entering into this contract. And we both waive any remedy which would otherwise be available in respect of any untrue statement (unless made fraudulently) before this contract was in force.

ProTaxSys may assign your contract or any Service ProTaxSys provides to you to a third party, provided ProTaxSys gives you notice and obtains your consent (not to be unreasonably withheld, conditioned or delayed) if the assignment may have a negative effect on the Services ProTaxSys provides to you. You may not assign this contract or the benefit of any Service ProTaxSys provides to you.

Any failure or delay by ProTaxSys in exercising or enforcing any rights or benefits granted by these Terms won't be deemed to be a waiver of any such right or benefit nor will it prevent ProTaxSys from exercising or enforcing any such right or benefit or any other right or benefit on any other occasion.

If a court arbitrator or any government agency stipulates that any part of these Terms is unenforceable, the remaining Terms will still be valid and enforceable.

The Terms shall be governed and construed in accordance with South African law and, you and ProTaxSys submit to the non-exclusive jurisdiction of the South African courts.

The Terms set out the entire agreement between you and ProTaxSys relating to the provision of the Services to you including all intended rights and obligations and supersede any and all previous agreements and understandings between you and ProTaxSys with respect to such provision.

How will we contact each other?

You may contact ProTaxSys by sending a message through the contact us part of the website, by sending an email, by calling our sales and account services hotlines and any important communications (including any notices or other communications required under these Terms) should additionally be sent by post to the address shown on the contact us page.

ProTaxSys will contact you at the email address that you provide (as set out in the 'How do you order ProTaxSys's Services?' section).

Will any of this change?

Over time, this is possible. ProTaxSys may change these Terms from time to time by notifying you of the revised Terms and should any of these Terms change, we will inform you of these changes by email.