Intellihost General Terms and Conditions
Last Updated 9 December 2017


The purpose of the Intellihost General Terms and Conditions is to provide a general Agreement in which Intellihost and the Client will conduct our business relationship and is a set of conditions applicable to most Intellihost Services.

1. Definitions

Agreement

Combination of our general Terms and Conditions, product specific Terms and Conditions and all other annexures to any of these documents.

Application

The initiation of any services or goods made by the customer to Intellihost (Pty) Ltd.

Acceptable Usage Policy

The Intellihost Acceptable Use Policy as outlined within this document

Business Day

Any working day from Monday to Friday that does not fall over an official public holiday in the Republic of South Africa

Business Hour

Hours between 08:00 – 17:00 on each Business Day

Client

The legal entity or party as described on an Application executed between it and Intellihost.

Client Dashboard

An interactive dashboard accessible through the Intellihost Website that allows customers to manage their individual Services with us.

Client Data

Any data transmitted between the Client and a Intellihost System whether simply transmitted to our website or stored on any Intellihost System or during the utilization of a Service.

Data

Electronic representation of any information of any form.

Database

a collection of information that is organized so that it can be accessed, managed and updated.

Datacentre

The Intellihost Datacentre situated in Samrand, Johannesburg.

DNS

A system that manages records or entries that points Domain Names to various IP addresses and services.

Domain

A subdomain registered with an authorative registrar appropriate to its TLD.

Domain Name

An easy to remember name that is registered with a Registrar that points to various Services like websites and other systems through DNS entries.

Email Services

Management of email mailboxes on any of our Services along with filtering and anti-virus systems that protect mailboxes from malicious activities.

Fee

Actual costs of services as outlined during a service Application, initiation of Service which is adjusted from time to time.

General Terms and Conditions

This document

Illegal Content

Any content that violates the law

Intellectual Property Rights

patents, registered designs, trade marks (whether registered or otherwise), copyright, trade secret rights, database rights, design rights, service marks and other intellectual property rights and rights to claim something as confidential information, including in other jurisdictions, that grant similar rights.

Intellihost

Means intellihost (Pty) Ltd or any other legal entity Intellihost (Pty) Ltd may assign, cede or delegate any of our rights or obligations to

Intellihost Website

Means the internet website published at https://www.intelli.host or any other website that is communicated to customers as our official website.

Maintenance

Maintenance on any Intellihost System required to prevent imminent faults or fix an existing fault that is likely to cause danger to our Systems or Client Data that may lead to interruption of services.

Malicious Code

Computer software or code that when executed perform harmful tasks like allowing unauthorized access or management to any part of the Intellihost or Client Systems or Data that may expose confidential Data or disrupt, disable or impair Intellihost Systems or Client Services.

Misrepresentation

The actions by a Client that attempts to deceive or mislead any circumstance within this Agreement or during the day-to-day usage of any of our Systems.

Personal Information

the Client’s name, surname, address, e-mail address, telephone number, cellphone number, ID number, physical address, company name, contact ID number, credit card or banking details.

Primary Account Holder

The primary guardian of the legal entity which has an Account setup with Intellihost

Product Specific Terms and Conditions

Terms and conditions that govern a specific service offered by Intellihost to the Client that forms part of the Agreement between Intellihost and the Client.

Registrant

The entity whom applied or has Domain Names registered to.

Registrar

The authorative provider of any specific Domain TLD which Intellihost makes use of to register and manage Domain Names

Reseller

An entity that makes use of Intellihost Services with the intent on reselling the Service, either as a white labelled product or in described by Intellihost.

RICA

Regulation of Interception of Communications and Provision of Communication-related Information Act 70 of 2003.

Server

A collection of computer hardware, software and connectivity equipment hosted at our Datacentre.

Service or Services

Services as rendered by Intellihost provided to the Client in terms of the Agreement

Service Order

Order completed either telephonically, over email or via the Intellihost Website for services to be rendered by Intellihost to the Client governed by the Agreement.

Supplier

A Supplier of goods and services to Intellihost.

System Abuse

Any actions by a Client or executed Malicious Code that damages, impair, disable or interfere with an Intellihost Service that may leave Intellihost or the Client’s sensitive data in breach or interfere with the workings of any Intellihost System.

System or Infrastructure

Means the collective equipment operated by Intellihost (Pty) Ltd that together forms part as a system on which we render and provide services including our servers, routers, firewalls, backup systems and power supplies.

User or Users

Client or any person accessing any of the Services provided by Intellihost

2. Introduction

  • 2.1 - All services rendered by intelli.host for our customers are governed by our agreements in our general Terms and Conditions, product specific terms and conditions and any annexure or service level agreements that was opted in during signup.
  • 2.2 - If there are any conflicts between these agreements they will be interpreted in a priority order of: Consumer Protection Act, 2008, general Terms and Conditions, product specific Terms and Conditions, acceptable usage policy, service level agreement or specified in writing.
  • 2.3 - The combination of these agreements is applicable to all accounts, sub accounts, alternative account names, resellers and partners. The account holder of each such account is responsible for the use of each account regardless of the capacity in which the account is held, and is responsible for the compliance and fulfilment of our agreements in full.
  • 2.4 - The Client agrees to provide Intellihost with the correct and legal information to allow us to initiate and execute any Services as described by the Service Order.
  • 2.5 - In the event that any of the terms of this document are found to be invalid, unlawful or unenforceable, such terms will be severable from the remaining terms, which will continue to be valid and enforceable.

3. Amendments to Terms and Conditions

  • 3.1 - Intellihost may, without any prior notice, change the General Terms, Product Specific Terms and Conditions and any other annexures to these Agreements from time to time. Amendments will be posted to our website and Clients will be informed that the Agreements have been changed at earliest convenience by Intellihost via email.
  • 3.2 - The Client is required to keep themselves up to date and informed with such changes to the Agreement and ensure that they understand and are within the boundaries of the Agreement.
  • 3.3 - In the event where the Client objects to any amendments to the Agreement, they may terminate the Agreement and terminative will become effective as per the Termination Schedule in this Agreement.

4. Signup and initiation of service and choice of products

  • 4.1 - All signups and imitation of Services require a Service Order completed either telephonically, via email or by ordering services on the Intellihost Website.
  • 4.2 - The Client is solely responsible to ensure it has ordered the correct choice of products during the Service Order and agrees that any information obtained from our website or any service representative from Intellihost is purely informative and may not result in the desired outcomes or best use for any specific requests the Client may have. Intellihost will not be liable for any damage, compensation or refunds for Services rendered according to the incorrect product selection by the Client.
  • 4.3 - Each Service Order is subject to verification and may be extended or refused based on Client verification or Client conduct of previous orders.
  • 4.4 - The Client consents to Intellihost to perform a credit check at a credit bureau of Intellihost’s choice and may amend the Agreement specific for the Order or refuse to render Services based on the outcome of such credit checks.
  • 4.5 - The Client consents to Intellihost sharing credit information with credit bureaus.
  • 4.6 - Intellihost reserves the right to request surety from the authorative officers if a Service Order was made out to a juristic person.
  • 4.7 - Each Service Order will be a separate contract between the Client and Intellihost and no other pending or existing Services and their Agreements are applicable to new Service Orders. Each Service and its applicable Service Order is thus a contract with binding Agreements by itself.
  • 4.8 - Once the Service Order has been accepted the service is deemed accepted however further tasks may hinder the service from being operational like waiting for DNS records to update, setup times of various services and is subject to the availability of an Intellihost service representative to complete such an order.
  • 4.9 - The Client will be notified via email once the Service is operational and working.
  • 4.10 - In some cases, Intellihost is legally required under the RICA law to obtain certain documents and information from the Client. In such cases Intellihost may delay the provision and completing of Service Orders and its applicable Services until all such information has been obtained.
  • 4.11 - In the event where a Client has not complied with all of the requirements to complete a Service Order, Intellihost may delay and eventually terminate this Agreement and will not be liable for any damage suffered by the Client as a result of the delay and / or eventual termination of the Service Order, Agreement and Services.
  • 4.12 - Intellihost has a 7-day cooling-off period that allows the Client to cancel the Service Order and Services linked to it, however, such a Cooling-off period is waivered if the Client has already made use of any of the Services linked to this Agreement.
  • 4.13 - Intellihost reserves the right to stop offering any Services that is deemed to be unnecessary. Such Services will either be honoured for the duration of the current billing term, refunded the amount paid in advance for the specific service or in some cases be swopped out for another applicable or replacement service.

5. Clients and commitments

  • 5.1 - The Client may go into this Agreement in it’s personal capacity as an individual or as an incorporated entity such as companies, close corporations, trusts or partnerships.
  • 5.2 - The Client agrees to provide truthful and accurate information to Intellihost required to setup it’s Account and Services according to the Agreement and gives Intellihost consent to share such information with Suppliers where applicable and needed.
  • 5.3 - The Client warrants they it has the legal authority to go into this Agreement with Intellihost and fully indemnifies Intellihost against and loss or damage that may arise due to the Clients misrepresentation or lack of legal authority to go into this Agreement.
  • 5.4 - Intellihost reserves the right to request verification of identity of the Primary Account Holder from the Client and may delay, suspend and terminate all Services the Client has with Intellihost until such identity verification has been completed.
  • 5.5 - The Client agrees that it has the legal authority and contractual capacity to offer consent to go into this Agreement with Intellihost and where applicable has the necessary authority to request for Services to be rendered by Intellihost.
  • 5.6 - Intellihost cannot be held liable for any misrepresentation of the Primary Account Holder going into this Agreement and will not be liable for any damages, costs, waivers, refunds or discounts that may be due to misrepresentation of the Client or its authority to make decisions in its own capacity or that of another legal entity.
  • 5.7 - Intellihost reserves the right to suspend and terminate services when it is found that the Client is exploiting any System that is put in place by Intellihost relating to services, billing or any other transactional service offered.
  • 5.8 - Intellihost will act on behalf of the Primary Account Holder when dealing with disputes between individuals or entities and cannot be held liable for the results of such decisions.

6. Client Interactions with intelli.host staff and brand

  • 6.1 - Intellihost has a zero-tolerance policy towards any misrepresentation, malicious conduct or false allegations made towards any Intellihost staff member or within the public domain and reserves the right to suspend and terminate any Services a Client may have with Intellihost when found that such allegations were made falsely.
  • 6.2 - In the event where a Client acts in an abusive manner towards an Intellihost staff member such cases may at the discretion of Intellihost management lead to Services being suspended or terminated. Intellihost has a clear dispute resolution agreement and Clients with grievances should follow the correct dispute resolution channels to resolve any issues they may have.

7. Service Support

  • 7.1 - Intellihost offers free support on all of the Services the Client has signed up for and is activated.
  • 7.2 - All support requests must be requested via email by opening a support ticket by emailing the support request to help@intelli.host – Any other assistance offered by Intellihost which is not via a support ticket should not be considered as part of our product offering but purely as a result that Intellihost ad the capacity to perform such requests. Under no circumstances should the Client assume that Intellihost is able to offer real-time telephonic or in-person assistance or support.
  • 7.3 - Intellihost will respond to all support requests within 8 hours of receipt but offers no guaranteed turnaround time to resolution of any queries. Intellihost will however take all measures to resolve all queries as fast as possible.
  • 7.4 - In the event where a support query may be related to a 3rd party Supplier, Intellihost cannot offer any timeframes or guarantee on a resolution of a support query.
  • 7.5 - Intellihost may offer remote support via TeamViewer billed for at our current hourly rate with a minimum charge of 15 minutes. Intellihost offers no guarantee that during such a remote support session that we would be able to resolve the query and the Client will still be liable for the connection charges. Such charges will be added to the Clients next invoice.
  • 7.6 - Intellihost only offers support on products and Services that directly involves us and our Infrastructure. We do not offer any support on 3rd party packages, software or products that are not either sold or leased to the Client by Intellihost. This includes products like Microsoft Outlook, Office, FileZilla, CMS’s like WordPress or any other product that may be used in conjunction with our Services but that does not form part of the actual Service. Any support we may provide in relation to such products are purely as a need to want to assist the Client and should never be seen as part of our product or Service offering related to this Agreement.
  • 7.7 - The Client agrees that if the Client has requested to Intellihost to connect to the Clients device remotely using a program like TeamViewer, that the Client cannot keep Intellihost liable for any damage, loss, system failure or any negative impact the Client may have as a result of our connection or actions taken during the remote connection session, regardless if the actions were as a result of negligence on our behalf or not.

8. Payments, Billing & Penalties

  • 8.1 - All Intellihost services are invoices in advance. This means that an invoice generated will be for the next billing period and not the one that has past.
  • 8.2 - All Intellihost services are billed and invoiced 10 days before the 1st day of the next month leaving all invoices are “due” on the 1st day of each new month.
  • 8.3 - All invoices are considered overdue if not paid 7 days after the due date. In a normal billing month all unpaid invoices will be overdue by or on the 7th of the month.
  • 8.4 - All invoices are sent to the Client via email 10 days before the 1st of the new month and can be obtained and downloaded directly from the Intellihost Client Dashboard. It is the responsibility of the Client to ensure that we have the correct email address to send invoices and the necessary login details to the Intellihost Client Dashboard to obtain current and historic invoices. Intellihost does not make use of any other method to provide Clients with their invoices or statements.
  • 8.5 - Billing for services commences on the date that the service is deemed active by Intellihost and such services are billed on a pro-rata basis unless specifically otherwise specified by Intellihost.
  • 8.6 - Intellihost only accepts payments made via our monthly debit order which runs on the first working day of each month and offers no monthly EFT, credit card or other services for accounts paid on a per month basis.
  • 8.7 - The Client is requested to provide its valid and correct banking details to Intellihost at least 10 days before invoices are due to ensure such debit orders can be made. In the event where a Client does not provide Intellihost with the correct banking details Intellihost reserves the right to suspend the Client’s Services until such information is obtained.
  • 8.8 - Intellihost will automatically double debit an overdue account on the next debit order date if the Clients debit order has returned as unpaid.
  • 8.9 - Intellihost reserves the right to suspend and ultimately terminate any overdue accounts and invoices that is not paid by the 7th working day of the current unpaid billing period.
  • 8.10 - In the event where a debit order has returned as unpaid, the Client must arrange for all outstanding payments to be made via EFT before the 7th of the current billing period to avoid suspension of services.
  • 8.11 - If any banking information provided by the Client has been deemed incorrect or if a Client closes their bank account the Client is responsible to make Intellihost aware of such changes and provide Intellihost with new or updated banking details before the next billing run. If a debit order is returned as unpaid due to incorrect banking information Intellihost reserves the right to immediately suspend or terminate such services until the Client provides new banking information.
  • 8.12 - Intellihost reserves the right to suspend all Services a Client may have in the event of non-payment of any of the Client’s invoices and such Services may only be reinstated once all outstanding invoices are paid in full.
  • 8.13 - In the event where the Clients services may be suspended and / or terminated due to non-payment, the Client will still be liable for costs of such services regardless of the state of the service at the time, and will be required to pay for the service even in suspended state.
  • 8.14 - Suspension due to non-payment may have a waiting period of up to 72 hours before a service may be reinstated
  • 8.15 - Intellihost reserves the right to make use of an external collections agency to collect payment for outstanding invoices if Intellihost is unable to collect such payments from the Client after repeated attempts. This process may involve handing your account over to debt collectors that may result in collection costs and affect your credit record.
  • 8.16 - Intellihost reserves the right to, upon suspension or termination of service, replace your website with a message portraying that your account is suspended due to non-payment.
  • 8.17 - The responsibility remains that of the Client in the event where there is a billing dispute and the Client is to make Intellihost aware of such errors or disputes immediately when they become aware of such concerns. Intellihost will not be held liable for any billing errors or mistakes that may be of a result of a human or systematic error.
  • 8.18 - If it is found that there was a billing error made by Intellihost and the customer has been charged for such mistakes, Intellihost will give the Client the necessary credit on their account to reimburse them for such mistakes that will automatically be deducted from the Clients next invoices and billing run.
  • 8.19 - Intellihost fully reserves the right to suspend or terminate a Clients services for Clients that repeatedly disregards the payment terms set out within this Agreement. Intellihost exclusively holds the rights to make a decision on what is considered to be a “bad payer” and such actions to suspend and ultimately terminate the services of a Client due to frequent non-payment is fully at the discretion of Intellihost.
  • 8.20 - Intellihost reserves the right to change its prices at any time with a 30-day notice to Clients via email communication.
  • 8.21 - Intellihost reserves the right to change its prices at any time within a 7-day notice in the event where there are severe rand/dollar fluctuations affecting the pricing of services outsourced to Suppliers that request payment made in USD.

9. Debit Order Authorisation

  • 9.1 - The Client herewith authorizes Intellihost to debit their bank account or credit card of any amount related to the Services the Client has with Intellihost on the 1st working day of each month according to the outstanding amounts for that specific billing period.
  • 9.2 - The Client authorises SagePay, the nominated debit order facilitator to debit their bank account or credit card on behalf of Intellihost. The debit order authority will remain in place until the Clients Services with Intellihost has been cancelled in full.
  • 9.3 - The Client agrees that Intellihost may freely cede, delegate or assign any of its rights or obligations in terms of this debit order instruction without consent from the Client and that the Client may not cede, delegate or assign any of their rights and obligations in terms of this debit order instruction to any third party without the prior written consent of Intellihost.
  • 9.4 - In the event that the payment day falls on a Sunday, or recognised South African public holiday, the payment day will automatically be the preceding ordinary business day. 
  • 9.5 - Further, if there are insufficient funds in the nominated account to meet the obligation, Intellihost are entitled to track my account and re-present the instruction for payment as soon as sufficient funds are available in my account.
  • 9.6 - The Client understands that the withdrawals hereby authorized will be processed through a computerized system provided by the South African Banks and I also understand that details of each withdrawal will be printed on its bank statement. Each transaction will contain a number, which must be included in the said payment instruction and if provided to you should enable you to identify the Agreement. A payment reference is added to this form before the issuing of any payment instruction.
  • 9.7 - The Client agrees that although this Authority and Mandate may be cancelled by it, such cancellation will not cancel the Agreement. The Client shall not be entitled to any refund of amounts which you have withdrawn while this Authority was in force, if such amounts were legally owing to Intellihost.

10. System and Network Security

  • 10.1 - Intellihost makes use of industry standard security mechanisms by ensuring our Infrastructure is secured within a secure access-controlled Datacenter and implements’ a hardware and software firewalls where possible to attempt to secure the Intellihost Infrastructure, but offers no warranty that security breaches will not take place. Intellihost can not be held responsibility for any data breach or the resulting actions of such a breach, including but not limited to Client damages as a result of loss, corruption or exposure of Client Data, on any Intellihost Service or the Intellihost Infrastructure.
  • 10.2 - In the event that a Client may consider a security violation has taken place, the Client is requested to immediately contact Intellihost which in return will take all possible steps to secure the Client’s Data and ultimately the Intellihost Infrastructure. Steps include but are not limited to changing the Clients access credentials, suspending the Clients Services and taking down a Clients Website that may have been compromised. Intellihost cannot be held liable for any data breach or violation or any periods of downtime that may occur during the investigation and ultimate resolution of such cases.
  • 10.3 - Intellihost cannot guarantee the safety or ability to offer any disaster recovery in the event of a data breach or potential failure of any of the Intellihost Infrastructure equipment. We take all possible measures to avoid such disasters but cannot offer any warranty on the recovery of Client Data or accurate timeframes on the disaster recovery process.
  • 10.4 - The Client agrees to take all possible measures to ensure the integrity and safety of their Intellihost Services and the Intellihost Infrastructure. This includes but are not limited to limiting access to any Intellihost Service to only authorised personnel, not run outdated or content that may be deemed malicious or compromised on an Intellihost System and safeguarding their Data on an Intellihost System with regular local updates (offsite, not hosted on an Intellihost System).
  • 10.5 - Intellihost reserves the right to implement any Security measures to ensure the overall stability and security of all Clients and the Intellihost Infrastructure. Such implementations may result in downtime caused either by compatibility issues and false positives, example where a firewall such as mod security may block legitimate requests. Intellihost cannot be held liable for such implementations and the resulting issues that may occur. It is the responsibility of the Client to notify Intellihost when they suspect that there may be access issues and Intellihost will resolve such issues at our earliest convenience.
  • 10.6 - In the event where a Client offers access to 3rd parties to an Intellihost Service, including partnerships or resellers making use of Intellihost Services, the Client understands that they are responsible for any actions taken by such entities on any Intellihost Service and that Intellihost cannot be kept liable for any damages or loss that may occur during such activities. The Client is requested to contractually bind such entities to the same level of terms and standards as given within this Agreement and that no separate Agreement will be valid within the context of this Agreement.
  • 10.7 - Intellihost reserves the right to, at the discretion of Intellihost, scan and filter any data that resides on the Intellihost Infrastructure to security breaches, malicious content and any other data deemed to put the security on an Intellihost System at risk. In the event where malicious content is found, Intellihost reserves the right to immediately move or delete such data from our Infrastructure without the approval of a Client. The Client understands that such data may not be recoverable.
  • 10.8 - Intellihost reserves the right to request compensation for the investigation and resolution of data violations that may occur on a Clients Service. The Client understands that such time, when found that the Client was at fault, either knowingly or by not implementing secure policies (like having weak passwords or operating a website that is not patched or updated properly), has cost implementations and Intellihost may request compensation to secure a Clients account.
  • 10.9 - Intellihost has necessary systems in place to protect the Intellihost Infrastructure and data to perform disaster recovery from natural or human induced disasters, however, Intellihost cannot guarantee that such mechanisms in place will be able to recover any or all of the Clients Data in the event of disaster. The Client fully understands that the responsibility of data protection remains that of the Client and that nothing within our Agreement should be seen that any of our disaster recovery steps or backups will be successful.
  • 10.10 - In the event of disaster recovery or where data of any kind needs to be recovered, Intellihost cannot provide timelines to any of these. The Client understands and fully indemnifies Intellihost from potential data loss where such disaster recovery processes was unsuccessful and cannot keep Intellihost liable for any timeframes in the recovery process.

11. Service Monitoring

  • 11.1 - Intellihost makes use of monitoring systems to monitor the Intellihost Infrastructure. Intellihost does not do monitoring of any specific Client Services (like monitoring your emails or traffic to a Clients website). Where such monitoring does occur, Intellihost does it in accordance to the Regulation of Interception and Provision of Communication-Related Act, 70 of 2003 (“the Monitoring Act”).
  • 11.2 - Intellihost has no interest in the content or data hosted by our Clients on Intellihost Infrastructure apart from where such content or data may be deemed in violation of our Acceptable Usage Policy or where such data may be deemed illegal in any way. In the event where such data is found, Intellihost reserves the right to move, delete such data or in the event where legally required by Intellihost, make copies of such data and provide it to the necessary authorities without notice.
  • 11.3 - Intellihost will not be held responsible for acting on behalf of any of our security clauses outlined above.

12. Warranties, Exclusions and limitation of liabilities + Customer indemnities

  • 12.1 - Intellihost warrants that it the facilities, infrastructure, capacity, and capability to provide the Services. Subject always to the provisions of the CPA, to the extent that it is applicable, Intellihost offers our services on an as is, as available, basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose or non-infringement. Intellihost expressly disclaims any representation or warranty that the Intellihost services will be error-free, secure or uninterrupted.
  • 12.2 - By making use of any Intellihost Service, the Client fully indemnifies Intellihost and holds Intellihost harmless in respect of any damages, loss, costs or claims against Intellihost including but not limited to arising from any application, subscription, use of any Service, downtime, outages, degradation of network services or interruptions or unavailability of Service, degradation of Service, relocation of premises, loss of data or breach of this Agreement applicable to it.
  • 12.3 - Intellihost will not be liable to the client or any third party in respect of any and all damages, loss, claims or costs, of whatever nature and including but not limited to direct, indirect, consequential or special damages, suffered by the client or third party, howsoever arising, and intellihost will moreover not be liable whether the loss was the result of the act or omission of an intellihost employee, vicarious or strict liability.
  • 12.4 - Intellihost will not be responsible for any indirect, incidental, special, or consequential damages or losses arising from the Agreement. This includes loss of profits, revenue, anticipated savings, business transactions, goodwill or other contracts. It is irrelevant if this is due to negligence (carelessness) or breach of contract.
  • 12.5 - In the event that Intellihost is held liable, such liability will not exceed 3 months fees of the Service to which the Liability is held up to a maximum of R2500, whichever is less, regardless of whether the claim arises out of negligence on the part of Intellihost or any other cause.
  • 12.6 - If Intellihost is held liable, liability will be excluded in the event where an Intellihost Service was used along with that of a 3rd party which Intellihost did not provide to the Client. As example, if emails go missing as a result of any actions within Outlook, either by software bug, outdated programs or whatever reason, Intellihost will not be held liable.
  • 12.7 - These limitations on liability and indemnities apply to the benefit of Intellihost and Intellihost Affiliates, directors, officers, employees, contractors, agents and other representatives, as well as any third parties whose networks are connected to the Intellihost System.
  • 12.8 - Nothing contained in this clause will limit the Client’s liability in respect of charges incurred for ongoing Services.
  • 12.9 - If the Consumer Protection Act 68 of 2008 is applicable to this Agreement, and any provision of this clause is found by a court or tribunal with jurisdiction over Intellihost to be unfair, unreasonable or unjust, then that provision (whether it be a word, phrase or sub-clause) will be severed, and the remainder of this clause will have full force and effect.
  • 12.10 - In the case of ambiguity, this clause will take precedence over any expression of the Parties’ intention, whether express or implied, that may be contained elsewhere in this Agreement.
  • 12.11 - In the event where legal action is taken against Intellihost due to the use by the Client of an Intellihost Service, the Client shall take the place of Intellihost and will be liable for all costs, damages and legal fees. Intellihost shall, at the expense of the Client, provide assistance, information and the due authority necessary to perform its obligations under this clause.
  • 12.12 - The client indemnifies Intellihost harmless from all content and actions taken by the Client when using the Services linked to this Agreement.

13. Force Majeure

  • 13.1 - We will not be responsible for any breach of the Agreement caused by circumstances beyond our control, including fire, earthquake, flood, civil strike, compliance with government orders, failure of any supplier of electricity as well as no electronic communication service etc.

14. Reporting Abuse / Website and services take downs

  • 14.1 - Email: When reporting email abuse including SPAM, such reports need to be made via email to abuse@intelli.host along with the date received, the full header and content of such a post.
  • 14.2 - Viruses / malicious content: When reporting malicious content or viruses, such content needs to be emailed to abuse@intelli.host along with the full message. As such content may be infected which can result in it not being received, Intellihost requests that such content to be archived (zipped) and then sent or by sending such content in 2 emails to first alert us of such content and the 2nd mail containing the content.
  • 14.3 - Website Take downs: Intellihost, a member of the ISPA, requests that all “website take down” requests to be submitted to the ISPA:
    Internet Service Providers' Association (ISPA)
    Address: PO Box 518, Noordwyk, 1687
    Telephone: 010 500 1200
    Email: complaints@ispa.org.za
    along with the following information:
    • 14.3.1 - Full name, physical address and contact details including phone number and email address.
    • 14.3.2 - Clear identification of the unlawful material or activity;
    • 14.3.3 - A description of the rights that is believed to be infringed upon.
    • 14.3.4 - Actions you wish to be taken in relation to this claim.
    • 14.3.5 - A statement that the information in your complaint is, to your knowledge, true and correct and that you are acting in good faith
    • 14.3.6 - Your signature, either written or electronic
  • 14.4 - In terms of section 77(2) of the Electronic Communications and Transactions Act, any person who lodges a notification of unlawful activity with a service provider knowing that it materially misrepresents the facts is liable for damages for wrongful take-down.
  • 14.5 - Domain names: All domain name disputes and requests should be referred to the ZACR.
  • 14.6 - Compromised Credentials: In the event where you suspect that any credentials linked to any Intellihost Service, including Intellihost Website credentials, email credentials, FTP or any other passwords linked to an Intellihost account, such cases should be communicated to Intellihost immediately either via telephone or any communication mechanism other than email.
  • 14.7 - Security Reporting: In the event where the Client suspects any irregular activities or security activities, such reports should be emailed to help@intelli.host along with any supporting logs, screenshots or proof of incident.

15. Suspension of services

  • 15.1 - Intellihost reserves the right to suspend or terminate any Services that is found:
    • 15.1.1 - In violation of any points in our Acceptable Usage Policy;
    • 15.1.2 - To have overdue invoices or accounts;
    • 15.1.3 - Repeating not paid up to data or frequent returned unpaid debit orders;
    • 15.1.4 - That the Client has committed any breaches or repeating breaches to any points in this Agreement.
    • 15.1.5 - That the Client’s conduct towards Intellihost may be detrimental to the character of Intellihost.
    • 15.1.6 - That any information provided by the Client, before, during or after the Service signup, is considered incorrect, invalid or an attempt to defraud Intellihost.
  • 15.2 - The Client will not be eligible for any form of reimbursement, refund or compensation during the suspension period of such services.
  • 15.3 - The Client understands that even in the event of suspension for whatever reason, the Client will still be liable for the costs of such Services and that Intellihost will not be held liable for any form of refunds as of the result of Service Suspension.
  • 15.4 - Intellihost reserves the right to report on Clients Service suspension to governing bodies such as the ISPA, authorities and credit bureaus’.
  • 15.5 - Intellihost reserves the right to temporarily suspend Client Services to do maintenance and repairs to any Intellihost Infrastructure as it sees needed without the permission or notice to the Client.

16. Cancellation & Termination of services

  • 16.1 - Either the Client or Intellihost may terminate this Agreement, or particular Service, by giving one calendar months’ notice to the other.
  • 16.2 - The Client must give notice of termination to Intellihost via email by sending an email to cancellations@intelli.host from the primary contact persons’ email address or by the Intellihost Client Area. In the event of email, the email must clearly state which Services the Client wishes to Cancel and the applicable dates.
  • 16.3 - A cancellation will only be deemed accepted once Intellihost has acknowledges receipt of such a Termination notice and it remains the responsibility of the Client to ensure Intellihost has received such a notice.
  • 16.4 - Intellihost reserves the right to refuse a cancellation in the event where there are still outstanding fees the Clients Account with Intellihost and may refuse to action any requests, including the acceptance of a domain transfer, until all outstanding fees have been settled.
  • 16.5 - The responsibility remains 100% that of the Client to take any post cancellation actions. These actions include moving or backing up any data that may be on Intellihost Infrastructure, ensuring that in the event where service is transferred to a new service provider that all such transfer processes are done and completed before the termination date. Intellihost will not take any responsibility in assisting or moving any data from the Intellihost Infrastructure or assist in any services related to moving or cancelling services.
  • 16.6 - Once the termination date has been reached, Intellihost will remove all Client data from the Intellihost Infrastructure. Intellihost will not be held liable for any data loss as a result of this action. The Client must ensure that ALL of their data, even data related to other Services, are backed up, copied or transferred to them or the new service provider.
  • 16.7 - In the event where Intellihost may still have a copy of Client’s data once the termination date has been reached, Intellihost reserves the right to request compensation for the recovery of such data at the discretion of Intellihost, to cover human time costs and data costs to move data to another location other than the Intellihost Infrastructure.
  • 16.8 - Intellihost reserves the right to terminate any services that are considered as free products (like fax2mail) that has not been used in a time period of 60 days. Such services are often managed by an Intellihost Supplier and Intellihost does not have the authority to bypass automatic termination of such Services and has no guarantee that upon request to reactivate such services that we would be able to reinstate the service as it was prior to termination.
  • 16.9 - Intellihost may terminate any Services with immediate effect and without any notice to you if it is found that a Client is in breach of this Agreement, our Acceptable Usage Policy or in violation of any law. In such an event Intellihost reserves the rights to:
    • 16.9.1 - Claim all outstanding fees owed to us.
    • 16.9.2 - Terminate the Clients Services which may include the deletion of data.
    • 16.9.3 - Completely terminate the Clients Intellihost Account and associated data.
    • 16.9.4 - List the Client with a credit bureau, ISPA or any authority where we’re legally required to provide data to (like in an active criminal case).
  • 16.10 - In the event where a Service included any software or hardware owned by Intellihost or any of the Intellihost Suppliers, the Client has to return such items prior to the Termination date and Intellihost has the right to refuse cancellation until such items has been returned to our Johannesburg Offices. If such items have been found damaged, the Client will be held liable for the repair or full replacement cost.
  • 16.11 - If a Client intends on completely terminating their services, without the intend on moving Services to another service provider, the Client has to ensure that they have cancelled all of their Services linked to the primary cancelled Service. The Client will remain liable for costs of “sub services” like domain names, value added services like SpamExperts etc if such Services is on record and invoiced and not cancelled.

17. Notices

  • 17.1 - All notices made to Intellihost must be sent to the Intellihost Offices at: Unit 17, Elephant Hills Estate, 24 Arizona Crescent, Northcliff, Johannesburg, 2195.
  • 17.2 - All notices made to a Client from Intellihost will be made to the email address listed as the Primary Contact Person as on the Client’s Intellihost Account.
  • 17.3 - Any notice sent by the Client will only deemed received upon written or telephonic notice by Intellihost to the Client.

18. Dispute Resolutions

  • 18.1 - In the event where there are disputes concerning this Agreement, both parties should handle such a dispute in the manner of negotiation without the need of formal proceedings and with the intent of mutual understanding and resolving the matter.
  • 18.2 - All disputes should be provided in writing, detailing the nature of the dispute along with any supporting evidence and should be directed at Intellihost via email to disputes@intelli.host where a support ticket will be opened and a support agent will evaluate.
  • 18.3 - Intellihost is required to acknowledge receipt of such complaints within 3 working days and provide an outcome of the complaint within 14 working days.
  • 18.4 - Intellihost has the following dispute resolution process flow:
    • 18.4.1 - Direct negotiation between both parties with the intent on resolving the dispute. Both Intellihost and the Client has 15 days to elect a representative and have such representatives meet within 10 days to negotiate and resolve the dispute in writing. Such meetings can be either in person or where parties are outside of reasonable travel distance, can be done telephonically or any other communication medium agreed by both parties.
    • 18.4.2 - Mediation where a neutral 3rd party will attempt to end the dispute. Such mediation will be managed entirely by AFSA at their offices in Sandton, Johannesburg.
    • 18.4.3 - Arbitration where a neutral 3rd party will make a binding decision about the dispute. Parties will appoint one arbitrator within 15 days. If parties fail to agree on an arbitrator, AFS will appoint an arbitrator.
  • 18.5 - Parties agree to keep all information confidential during a dispute resolution.

19. Client and Personal Information

  • 19.1 - The Client agrees and gives Intellihost permission to collect Personal Information on an ongoing basis during the period on which the Client makes use of an Intellihost Service subject to the limitation of our Privacy Policy.
  • 19.2 - Intellihost deems the Client as the entity which has been setup as the Primary Contact Person during signup or sub sequential updates over time. No other party will be considered as having authority over the Account or any Service the Client has with Intellihost.
  • 19.3 - The Client can load additional Contacts from the Intellihost Client Area but such contacts will not be deemed to have any Authoritave control of the Account.
  • 19.4 - The Client gives Intellihost consent to process Personal Information which was transferred to us from an Intellihost System in relation to the use of an Intellihost Service.
  • 19.5 - In the event where a Client transfers Personal Information, either that of itself or another entity, outside of the Republic of South Africa, the Client agrees to comply with all regulations by the Republic of South Africa or any foreign country to which such data may be transmitted and agrees that it has gotten the necessary consent from any party who’s data it transfers outside of the Republic of South Africa and fully indemnifies Intellihost from any claim or action in the event that such consent was not granted.
  • 19.6 - The Client gives Intellihost consent to retain backups of personal information for up to 12 months after a Client has cancelled their Services with Intellihost.

20. Intellectual Property Rights

  • 20.1 - The Client Agrees to comply with all laws that apply to any intellectual property.
  • 20.2 - The Client Agrees to not make use of any intellectual property of Intellihost without prior written consent.
  • 20.3 - The Client gives Intellihost non-exclusive license to use its Intellectual property in relation to our rights or fulfil our obligation to providing the Service to the Client.
  • 20.4 - Other than as specifically provided for in Our Hosting Terms, we retain all Intellectual Property Rights employed in or otherwise related to our network infrastructure, business and the provision of any of the Services under Our Hosting Terms.

21. Resellers

  • 21.1 - In all instances, the Reseller is responsible for their Clients on the Intellihost Infrastructure. That includes the setup, maintenance and support of their clients and also the conduct exercised by the Client when using a service on the Intellihost Infrastructure.
  • 21.2 - Each client making use of an Intellihost Service, regardless if the client is part of a reseller or not, is obligated to the same conditions outlined within this Agreement, and under no circumstances will a client of a reseller, or the reseller itself, forfeit any obligations or conditions stipulated within this Agreement.
  • 21.3 - The Reseller agrees that it will stand surety for the conduct of their clients in relation to this Agreement, and that the Reseller will undergo the same level of Agreement with their clients.
  • 21.4 - All support requests by a client of the Reseller must be made by the Reseller to Intellihost. If the client continuously contacts Intellihost for support due to the Resellers inability to service such a Client, Intellihost may charge a support fee in relation to our current hourly rate, at a minimum charge of 15 minutes, to service the Client. Such fees will be written to the Resellers accounts and due in the next billing run.
  • 21.5 - Under certain events Intellihost may be obligated to deal directly with the resellers clients. These events include, but are not limited to:
    • 21.5.1 - Intellihost and the client is unable to contact the reseller within 48 hours.
    • 21.5.2 - The Reseller fails to comply with any lawful client request.
    • 21.5.3 - The Reseller fails to pay outstanding fees to Intellihost which may have led to Reseller service suspension.
    • 21.5.4 - The Reseller passes on (dies), in which event, explicitly where there is no other contact to take over the roles of the Reseller, the Reseller irrevocably appoint Intellihost as your attorney and agent to handle all requests related to the Service of the client as may be necessary.
  • 21.6 - In such events, Intellihost will exclusively deal within our own capacity and not as the reseller. Intellihost and its staff will not act as on behalf of the Reseller and all communications will be dealt with under our own brand and business.
  • 21.7 - In the event where a reseller signs up for an Intellihost Service, the reseller must ensure that the Client agrees to this Agreement and all associated policies and Agreement in relation to the Service.
  • 21.8 - Intellihost reserves the right to suspend all Services in relation to a Resellers account if the Reseller has outstanding invoices past their due date, and the same conditions as outlined in this Agreement under Suspension of Services is applicable to the reseller.
  • 21.9 - Intellihost reserve the right to take whatever action we feel necessary at any time to preserve the security and reliable operation of our infrastructure and you undertake that you will not do or permit anything to be done which will compromise Intellihost’ s security.
  • 21.10 - You authorise Intellihost to act on any instruction given by or purporting to originate from yourself or your client, even if it transpires that Intellihost, yourself and your client have been defrauded by someone else, unless you or your client has notified Intellihost prior to Intellihost acting on a fraudulent instruction.
  • 21.11 - All billing related matters, including processing of invoices, debt collections and sub sequential payments, remain the responsibility of the reseller.
  • 21.12 - All fees owed to Intellihost in relation to the services offered to your Clients by a Reseller remains the responsibility of the Reseller and is payable to Intellihost as soon as they become due.
  • 21.13 - The Reseller remains obligated to continually pay for any Service Fees that are due in the event where there is a dispute between the Reseller and the clients and under no circumstances will any fees be forfeited.
  • 21.14 - The Reseller unconditionally and irrevocably indemnify Intellihost and agree to hold Intellihost free from and harmless against all losses suffered or incurred by Intellihost as a direct or indirect result of the Reseller or it’s clients use of the Services, or any downtime, outage, interruption in or unavailability of the Services.

22. Availability of Service and warranties

  • 22.1 - All new orders are subject to availability and Intellihost cannot guarantee that any new Services ordered by the Client will be available for provisioning or provide accurate timelines on the provisioning of such services even if our website informs you that such Services are ready for usage. Intellihost will notify a Client in the event of such failure to provision with alternatives and timelines on availability.
  • 22.2 - Although Intellihost does all possible measures to ensure that our services are available and error free, all services offered by Intellihost are offered without any warranty and the Client’s usage of such Services is at the discretion and the risk of the Client. We will establish and maintain reasonable security measures to secure the integrity and confidentiality of any personal information that we host or store for you as referred to in section 19 of the Protection of Personal Information Act 2013 (POPI).
  • 22.3 - The Client agrees that Intellihost cannot be held liable or responsible for any data loss of any nature that may occur during the Client’s usage of an Intellihost Service. Data loss includes but are not limited to the storage and files, emails, websites or any other material that may reside or be transferred to and from an Intellihost Service. The Client is requested to make regular backups of all data and the responsibility of such data, even in the event where such data was not transferred to an Intellihost Server by the Client or any known affiliate themselves (like the receival of emails) are completely the responsibility of the Client.
  • 22.4 - Intellihost reserves the right to setup, provision and maintain Client Services on the infrastructure of Intellihost’s choice. Intellihost cannot be held liable for any performance degradation or downtime that may occur in the event that data is moved or transferred between servers or machines located within the Intellihost Network or Infrastructure.

23. Interpretation and general

  • 23.1 - Whole Agreement. This Agreement is the whole of the agreement between the Client and Intellihost, and no document or statement not mentioned above will form part of it.
  • 23.2 - Conflict in meanings: If there is a conflict in meaning within the provided Agreement and sub sequential documents, the following order will apply, from highest to lowest:
    • 23.2.1 - Product Specific Terms & Conditions
    • 23.2.2 - General Terms & Conditions (this document)
    • 23.2.3 - Acceptable Use Policy
    • 23.2.4 - Privacy Policy
    • 23.2.5 - Additional Policies that may be introduced by Intellihost from time to time to whom we’ll give the Client notice to.
    • 23.2.6 - Any documents incorporated by reference within this Agreement.
  • 23.3 - No variation: No changes made by the Client to the Agreement are effective unless in writing by Intellihost.
  • 23.4 - Waiver: Any favor given to the Client by Intellihost will not affect any of the rights of Intellihost against the Client.
  • 23.5 - Applicable Law & Jurisdiction: The law of the Republic of South Africa will apply to this Agreement, its interpretation and any matter or litigation relating to or arising from it, and the parties consent to the jurisdiction of the courts of Republic of South Africa in this regard.
  • 23.6 - Survival: If any term is void (invalid), unenforceable, or illegal, the term may be severed (removed) from and will not affect the rest of the Agreement if it does not change its purpose. Despite termination of the Agreement, any clause, which, from the context, contemplates on-going rights and obligations of the Parties, will survive the termination and continue to be of full force and effect.
  • 23.7 - No Indulgence: If one party chooses not to enforce any part of this Agreement, that does not mean that the party cannot enforce that part at a later time. If any part of the Agreement is found to be unenforceable, the rest will still be enforceable.
  • 23.8 - Representatives: The signatories hereto acting in representative capacities warrant that they are authorized to act in such capacities, and accept personal liability under this Agreement should they prove not to be so authorized.
  • 23.9 - Reading Down: If a provision of this Agreement is reasonably capable of an interpretation which would make that provision valid and enforceable and an alternative interpretation that would make it void, illegal, invalid or otherwise unenforceable, then that provision shall be interpreted, so far as is possible, to be limited and read down to the extent necessary to make it valid and enforceable.
  • 23.10 - Severance: In the event that any part of this Agreement is found to be partially or fully unenforceable because it does not comply with any law, or for any other reason, this will not affect the application or enforceability of the remainder of this Agreement.
  • 23.11 - Non-transferability: The rights and privileges held by the Client under this Agreement cannot be sold or transferred without the written consent of Intellihost.