Standard Terms & Conditions of Contract
1.1 The head notes to the clauses in this agreement are for reference only and shall not affect the interpretation of any part thereof.
1.2 Unless inconsistent with the context, the words and expressions set forth below shall bear the following meanings:
1.3 Words importing to singular shall include the plural and visa versa and words importing one gender shall include the other genders; any reference to an actual person shall include a body corporate, firm or association and visa versa.
2.1 The subscriber hereby employs ACM to provide a Service to the Subscriber and to do so, upon the terms and conditions set forth in this agreement.
3.1 Subject to the provisions of this agreement, the Subscriber’s obligations under this agreement shall take effect upon the date of signature hereof by the Subscriber and ACM and continue for the period hereafter either party may terminate this agreement upon a writing notice to the other
3.2 Failure to pay the monthly service fee for two consecutive months will automatically cancel the contract, where 10.4 will prevail.
4. The DIGIT UNIT
4.1 The ACM Service cannot be invoked or rendered unless a ACM unit is properly installed in the vehicle by approved ACM fitment center and such unit is programmed, enabled and functioning to this manufacturer’s specification. Only approved ACM units may be used for purposes of this agreement. This agreement does not provide for the supply, installation, programming (encoding) and enabling of the ACM unit.
4.2 The equipment and the installation thereof shall carry a 36 months warranty, fair wear and tear excepted. Any maintenance and/or repair required in terms of this warranty shall be carried out at one of the Service Provider’s approved fitment centers.
4.3 The Subscriber may, by prior arrangement with a fitment center test the unit at any reasonable time. The Subscriber shall be entitled to two
(2) free test per annum, Notwithstanding any contrary provisions contained in this agreement. The Service Provider (but not the Subscriber) shall be relieved of its obligations under this agreement during any period in which the ACM unit in not functioning.
4.4 The Subscriber accepts responsibility for the consequences of any unintentional activation of the ACM system, it being agreed that such consequences may include the police or response teams responding pursuant to any such activation and making wrongful arrests.
4.5 The Subscriber is responsible for testing of the unit within 7 days after an accident or vehicle structural modification.
5.1 The ACM service is available only within the territory and the Service Provider shall accordingly not, unless otherwise provided for in the agreement, be obliged to render any of the ACM Service outside the territory.
6. FEES AND CHARGES
6.1 As consideration for ACM undertaking to provide the Service, the Subscriber shall pay ACM the monthly subscription fee referred to in the transaction schedule monthly in advance, on or before the 7th (seventh) day of each calendar month or earlier date as specified in the debit order authorization contained in the transaction schedule, provided that the first such monthly Subscription Fee shall be paid upon conclusion of this agreement.
7. PAYMENT AND INTEREST
7.1 The Subscriber shall effect all payments in terms of or arising from this agreement in such manner as determined from time to time by ACM.
7.2 Should the Subscriber fail to pay any amount due in terms of or arising from this agreement on due date then such overdue amount shall bear interest at the maximum interest rate per annum stipulated from time to time under Act 73 of 1968, as amended.
8. EXCLUSION OF LIABILITY
8.1 The Subscriber recognizes that ACM/Service Provider, services are intended to reduce the risk of loss, but not eliminating such risk. The ACM/Service Provider shall not be liable for any loss or damage of whatever nature caused to the Subscriber in consequences of any act or omission by the ACM/Service Provider to perform the ACM Service pursuant to this agreement notwithstanding any negligence on the part of ACM .
9. FURNISHING OF INFORMATION
9.1 The Subscriber shall forthwith notify ACM in writing of any change(s) in the information set forth in the transaction schedule or furnished from time to time in accordance with the standard practice or procedures of the Service Provider.
9.2 Should any of the aforesaid information change and not be notified in writing to ACM or should any information supplied not be correct in all respects, then the Subscriber agrees to hold ACM and/or The Service Provider harmless.
If the Subscriber:
10.1 Fails to pay any amount under this agreement on due date.
10.2 Fails in the performance of any of its obligations hereunder or breaches any term or condition of this agreement, or
10.3 In ACM’s opinion, reasonably exercised, consistently raises false alarms or abuses the service, the Service Provider may immediately thereupon suspend its obligations under his agreement and/or simultaneously therewith or thereafter terminate this agreement without notice to the Subscriber. Any such suspension and/or termination shall be without prejudice to any other rights, which the Server Provider may then have at law.
10.4 Upon termination of this agreement for whatever reason, all amounts payable by the Subscriber to the Service Provider shall become due and payable.
11. DOMICILIUM / AND NOTICES
11.1 The parties hereby choose domiciling citadel et executed for all purposes of and in connection with this agreement their respective physical address as set forth in he transaction schedule.
11.2 Either party shall be entitled to change is domicile from time to time, and any such changes shall only be effective upon receipt of notice in writing by the other party of such change.
11.3 All notice, demands, communications or payments intended for either part shall be made or given at the relevant party’s domicile for the time being.
11.4 A notice sent by either party to the other shall be deemed to be received by the other party on the same day, if delivered by hand or sent by telefax and on the 5th (fifth) day after posting, if sent by registered mail.
11.5 Notwithstanding anything to the contrary herein contained a written notice or communication actually received by any party shall be an adequate written notice or communication to it not withstanding that it was not sent to or delivered at the parties chosen domicile citandi et executed.
12. FORCE MASURE
12.1 If ACM is prevented or restricted directly or indirectly from carrying out all or any of its allegations under this agreement by reason of force measure, being a cause beyond the control of ACM, then ACM shall be relieved of its obligations hereunder during the period that such event continues but only to the extent so prevented and shall not be liable for any delay or failure in performance of its obligations hereunder. The existence of such force measure shall not preclude the Subscriber from terminating this agreement in accordance with the provisions hereof.
13.1 This agreement shall in all respects be governed by and construed in accordance with the laws of the Republic of South Africa, and all disputes, actions and other matters in connection with the agreement shall be determined in accordance with such laws.
13.2 This agreement sets out the entire agreement and understanding between the parties and supersedes all prior agreements, written or oral, in connection with the subject matter hereof.
13.3 No addition to, variation or consensual cancellation of this agreement shall be of any force or effect unless reduced to writing and signed by or on behalf of all the parties.
13.4 No indulgence which any of the parties may grant to any other or others of them.
13.5 The Subscriber shall not be entitled to cede or delegate its rights or obligations in terms of this agreement without the prior written consent of the Service Provider, which consent shall not Unreasonably be withheld. The Service Provider shall be entitled to cede or delegate its rights and/ or obligations under this agreement.