Web Hosting Terms & Conditions

This document contained the general terms and conditions, which governs the subscription to and usage of CULTITHRIVE’s services. These General Terms and Conditions must be read together with the Services Terms and Conditions and the Policies of CULTITHRIVE. By subscribing to and using any of the services offered by CULTITHRIVE, the Customer and its users irrevocably agree to be bound by the provisions of this General Terms and Conditions, the relevant Services Terms and Conditions and the Policies of CULTITHRIVE.

Definitions and Interpretation

In this Agreement, the words hereunder will have the meanings assigned to them below:-
Agreement” means these General Terms and Conditions, applicable Services Terms and Conditions, all the Policies of CULTITHRIVE and all other application or order forms, as amended and updated from time to time;
Confidential Information” means any information or data relating to CULTITHRIVE and any Group Company (even if not marked as being confidential, restricted, secret, proprietary or any similar designation), in whatever format and whether recorded or not (and if recorded, whether recorded in writing, on any electronic medium or otherwise), which:

1.3.1.by its nature or content is identifiable as confidential and/or proprietary to the Company; or
1.3.2.is intended or by its nature or content could reasonably be expected to be confidential and/or proprietary to the Company, and includes:

1.3.2.1.information relating to existing and future strategic objectives and existing and future business plans and corporate opportunities
1.3.2.2.trade secrets;
1.3.2.3.technical information, techniques, know-how, operating methods and procedures;
1.3.2.4.details of costs, sources of materials and customer lists (whether actual or potential) and other information relating to the existing and prospective customers and suppliers;
1.3.2.5.pricing, price lists and purchasing policies;
1.3.2.6.computer data, programmes and source codes; information contained in or constituting the hardware or software, including third-party products and associated material;
1.3.2.7.information relating to the network telecommunications services and facilities;
1.3.2.8.any and all methodologies, formulae and related information in developed software and processes and other business;
1.3.2.9.products, drawings, designs, plans, functional and technical requirements and specifications;
1.3.2.10.Intellectual Property that is proprietary or that is proprietary to a third party and in respect of which the Company or any company in the Group has rights of use or possession;
1.3.2.11.marketing information of whatsoever nature or kind;
1.3.2.12.financial information of whatsoever nature or kind;
1.3.2.13.information relating to any contracts to which the Company or any Group company is a party; and any information which is not readily available to a competitor of the Company and/or any of its Related Companies in the normal and ordinary course of business.

“CPA” means the Consumer Protection Act No. 68 of 2008;
“Customer” “you” or “your” means the Customer making use of the Services offered and provided by CULTITHRIVE and includes all the users of the Customer that have the benefit of or avail of the Services in terms of this Agreement;
“CULTITHRIVE” means CULTITHRIVE (Pty) Ltd and All Third Party Hosting Suppliers that are used by CULTITHRIVE (Pty) Ltd, trading as CULTITHRIVE, with its registration number: 2019 / 045107 / 07, a private company duly incorporated under the laws of South Africa, with its business address at; 154 Roedolf Avenue Clubview, Centurion 0157
“CULTITHRIVE System” means equipment operated together as a system by CULTITHRIVE to provide its Service(s) and services ancillary to such Service(s),;
“CULTITHRIVE Website” means the Internet website published at the URL www.CULTITHRIVE.co.za or another URL that CULTITHRIVE notifies the Customer of from time to time;
“Fees” means the fees applicable and charged by CULTITHRIVE for each of the Services, as disclosed on CULTITHRIVE’s Website and in writing, before the Customer subscribes or applies for such Service(s);
1.10.“Good Industry Practice” means the exercise of that degree of skill, diligence, prudence and foresight which would reasonably be expected from a skilled and experienced service provider providing similar services to those provided under this Agreement. Such a service provider would seek in good faith to comply with its contractual obligations, and with all applicable laws, codes of professional conduct, relevant codes of practice, relevant standards, and all conditions of planning and other consents;
1.11.“Malicious Code” means anything that contains any computer software routine or code intended to allow unauthorised access or use of a computer system by any party, disable, damage, erase, disrupt or impair the normal operation of a computer system, and includes any back door, time bomb, Trojan horse, worm, drop dead device or computer virus.
1.12.“NCA” means the National Credit Act, 34 of 2005;
1.13.“Parties” means the Parties to these Standard Terms and Conditions and “Party” means any one of them as the context may indicate;
1.14.“Personal Information” means any information relating to an identifiable, living, natural person, and where applicable, an identifiable, existing juristic person including –

1.14.1.information relating to the race, gender, sex, pregnancy, marital status, national, ethnic or social origin, colour, sexual orientation, age, physical or mental health, well-being, disability, religion, conscience, belief, culture language and birth of the person;
1.14.2.information relating to the education or the medical, financial, criminal or employment history of the person;
1.14.3.any identifying number, symbol, e-mail address, physical address, telephone number, location information, online identifier or other particular assignments to the person;
1.14.4.the biometric information of the person;
1.14.5.the personal opinions, views or preferences of the person;
1.14.6.correspondence sent by the person that is implicitly or explicitly of a private or confidential nature or further correspondence that would reveal the contents of the original correspondence;
1.14.7.the views or opinions of another individual about the person; and
1.14.8.the name of the person if it appears with other personal information relating to the person or if the disclosure of the name itself would reveal information about the person.

1.15.“Processing” means any operation or activity or set of operations, whether or not by electronic means, concerning personal information including –
1.16.the collection, receipt, recording, organisation, collection, storage, updating or modification, retrieval, alteration, consultation or use;

1.16.1.dissemination by means of transmission, distribution or making available in any other form; or
1.16.2.merging, linking, restriction, degradation, erasure or destruction of information.

1.17.“POPIA” means the Protection of Personal Information Act, no 4 of 2013.
1.18.“Intellectual Property” means any know-how (not in the public domain), invention (whether or not patented), design, trade mark (whether or not registered), or Copyright Material (whether or not registered), goodwill, processes, process methodology and all other identical or similar intellectual property as may exist anywhere in the world and any applications for registration of such intellectual property. For the purposes of this definition, “Copyright Material” means any Material in which copyright subsists;
1.19.“RICA” means the Regulation of Interception of Communications and Provision of Communication-Related Information Act, 70 of 2002;
1.20.“Service(s)” means all the service(s) provided by CULTITHRIVE as specified on CULTITHRIVE’s Website;
1.21.“Signature Date” means the date of signature of this Agreement by the Party signing it last in time; or the date of electronic acceptance by a user.
1.22.“Software” means any computer program or software installed or provided by CULTITHRIVE for the purposes of using the Services and any modifications, enhancements or upgrades thereto;
1.23.“South African Law” means all and any laws and regulations of the Republic of South Africa, including but not limited to applicable codes of conduct, as may be promulgated or amended from time to time;
1.24.“Supplier” means a supplier of goods and/or services to CULTITHRIVE; and
1.25.“VAT” means Value-Added Tax as defined in the Value-Added Tax Act 89 of 1991.
1.26. The clause headings contained in this Agreement are for reference purposes only and shall not be used in the interpretation of this Agreement. Words importing any one gender include the other gender, the singular includes the plural and vice versa, and natural persons include juristic entities and vice versa.
1.27. A reference to any statutory enactment shall be construed as a reference to that enactment as at the signature date and as amended or substituted from time to time.

Application and Initiation of Services

By subscribing to or applying for the Services, the Customer hereby appoints CULTITHRIVE to provide the Service(s) to the Customer for the duration of this Agreement, which appointment CULTITHRIVE accepts, subject to the terms and conditions contained in this Agreement.
Each application for or subscription to a Service will constitute a separate contract between the Parties and CULTITHRIVE reserves the right to refuse to commence provision of a Service based on the Customer’s prior conduct.
If required by CULTITHRIVE, your application for a Service may be subject to a credit referencing or risk assessment process. You agree that CULTITHRIVE may request and receive your confidential, credit and prescribed information (as defined in the NCA) (“Assessment Information”) from a registered credit bureau in order to perform a financial means test to determine whether you will be in a position to meet your obligations under the intended agreement. CULTITHRIVE is entitled to perform a financial means test each time you apply for a Service. No agreement shall come into effect in the event of a negative credit reference or risk assessment unless at the discretion of CULTITHRIVE to waive this clause. CULTITHRIVE may choose to waive this clause on a case-by-case basis and any such waiver shall not constitute a permanent or overall waiver of this clause for all Services. In this regard you consent to CULTITHRIVE requesting, receiving and reporting your Assessment Information from and to the registered credit bureau in accordance with the provisions and for the purposes of the NCA; and the sharing of such information by the registered credit bureau and such other persons as contemplated in the NCA, for the prescribed purposes of the NCA.
Depending upon the Service provided, CULTITHRIVE may be obliged under RICA to obtain certain information and documents from the Customer, and CULTITHRIVE may withhold or suspend providing Services until the Customer has provided the necessary information and/or documents to CULTITHRIVE .
If the Customer is a juristic person, CULTITHRIVE may require one or more of its officers to stand surety for the Customer’s obligations under this Agreement. Even if the Agreement has commenced, CULTITHRIVE may withhold providing the Services until the surety has been signed.
If the Customer has not complied with a requirement of this clause, CULTITHRIVE may delay providing the Goods or Services until the Customer has complied. If the Customer does not comply within a reasonable period, CULTITHRIVE may terminate this Agreement and will not be liable for any damage that the Customer may suffer as a result.
CULTITHRIVE cannot guarantee the provision of the requested Service upon the receipt of an application. Provision of the Service is subject to CULTITHRIVE confirming that it is technically feasible to do so. Applicants will be formally notified after receipt of an application whether or not the Service can be provided.
CULTITHRIVE is not a hosting company, but provides hosting services under its Corporate Hosting accounts to clients as an agent from Certain approved Major hosting companies, to clients, for effective processing of requested amendments, client convenience and overall effectiveness.

Commencement and Termination

This Agreement shall be effective from the date on which you register for any Services with CULTITHRIVE.
Subject to the Service terms, this Agreement shall continue in effect on a month-to-month basis and either Party shall have the right to terminate this Agreement upon providing the other Party with at least one calendar month’s notice.
The Customer acknowledges that CULTITHRIVE may:

3.3.1.terminate this Agreement by written notice, including email, and without liability in the event of the termination of its agreement with a Supplier relevant to the provision of any Service; or
3.3.2.suspend or terminate the Services of a Customer in its absolute discretion and without notice:

3.3.2.1.if the Customer commits a serious or repeated breach of the Agreement (and in particular any provision of the Acceptable Use Policy) or the Customer engages in any conduct which in CULTITHRIVE’s opinion would have a negative impact on CULTITHRIVE, other customers of CULTITHRIVE or CULTITHRIVE’s staff or is detrimental to the welfare, good order or character of CULTITHRIVE;
3.3.2.2.any part of the Customer’s Fees are not paid in full when due;
3.3.2.3.the information the Customer supplied to CULTITHRIVE is found to be incorrect or false; or
3.3.2.4.CULTITHRIVE reasonably thinks that the Customer’s use of the Services may result in the commission of a crime or is otherwise unlawful.

Upon such suspension or termination, the Customer:

3.4.1. may not resile from this Agreement or withhold or defer payment or be entitled to a reduction in any charge or have any other right or remedy against CULTITHRIVE, its servants, its agents or any other persons for whom it may be liable in law;
3.4.2. will not be eligible for reimbursement of any of the fees paid in advance for the Services, if applicable;
3.4.3.may be barred from subscribing to any services with CULTITHRIVE in the future;
3.4.4. may be listed with applicable authorities and credit bureaus.

CULTITHRIVE may in its sole discretion determine the period of suspension it may deem necessary in consideration of the particular circumstances that gave rise to the suspension.

Services and Changes to Services

4.1.CULTITHRIVE offer various Services and may provide recommendations to customers, based on the information provided by such customers. CULTITHRIVE provides Services on the basis of information provided by the Customer, and CULTITHRIVE offers no warranty as to the suitability of the Services beyond the requirements as expressed by the Customer. The Customer is solely responsible for ensuring that their choice of Services provided by CULTITHRIVE to their requirements or desired outcome. CULTITHRIVE will not be liable for compensation, costs or damages resulting from incorrect selection of Services, or resultant delays in rectifying such errors.
4.2.While every effort is made by CULTITHRIVE and its Suppliers to ensure that all Services retain a constant uptime (99.9% on a yearly basis and 99% on a monthly basis) and high level of service quality given the nature of the Services, technology, infrastructure and number of suppliers involved in the provision of such Services this is not always achievable. As such all Services unless otherwise agreed to in writing are based on the best effort premise where no guarantees on throughput, latency or uptime can be provided. If in the instance that CULTITHRIVE cannot meet such standard of service quality its liability shall be limited to three months of your base hosting fee or, one thousand rand (R 1000.00), whichever is the lesser.
4.3.To the extent that the provisions of the CPA are applicable to this Agreement, in the event that the Customer alleges that there is a defect in the quality of the Services, the only remedy that the Customer will have against CULTITHRIVE, is to require CULTITHRIVE to remedy the defect in the quality of the Services performed.
4.4.CULTITHRIVE reserves the right to stop offering particular Services if it deems it necessary. CULTITHRIVE will then either provide the service for the remainder of the time that has been paid for or refund the amount paid for that specific package.

Security

5.1.CULTITHRIVE is an agent and or Commercial account holder with major hosting companies and the security of system breaches is therefore monitored and rectified by these Third Party Hosting Suppliers. Cultithrive only applies and subscribes its clients to hosting from reputable and major Hosting Suppliers in line with Good Industry Practice to ensure the security of the System, but gives no warranty that breaches of security will not take place.
5.2.If the Customer discovers a security violation or thinks that a security violation is imminent, it must immediately notify CULTITHRIVE in an appropriate way that does not further compromise security concerns.
5.3.The Customer must not do anything that may prejudice the security of the CULTITHRIVE System, and must take all reasonable measures necessary to ensure that:

5.3.1.no unlawful access is gained to CULTITHRIVE’s premises, the CULTITHRIVE System, or the Customer’s own system;
5.3.2.no Malicious Code is introduced into the CULTITHRIVE System; and
5.3.3. the Customer Data is safeguarded.

5.4.If a security violation occurs, or CULTITHRIVE is of the view that a security violation is imminent, CULTITHRIVE may take whatever steps it considers necessary to maintain the proper functioning of the CULTITHRIVE Clients including without limitation:

5.4.1.changing the Customer’s access codes and passwords (or those of any user of the CULTITHRIVE System), and
5.4.2.preventing access to the hosting System.

5.5.CULTITHRIVE takes reasonable measures to provide disaster recovery ; but does not warrant that recovery will be successful or that it will be completed within any time limit.
5.6.The Customer must give its full cooperation to CULTITHRIVE in any investigation that may be carried out by CULTITHRIVE regarding a security violation.
5.7.If the Customer is providing any Service to third parties that makes use of the CULTITHRIVE System, the Customer must contractually bind those third parties to equivalent terms regarding security as are set out in this clause 5.

Customer Duties

6.1.Customer is prohibited from selling, reselling or otherwise dealing with the Services(s) which are proprietary to CULTITHRIVE in any manner whatsoever without its consent. Without limitation to the a-foregoing, any consideration which the Customer may receive whilst acting in breach of this prohibition shall be forfeited to CULTITHRIVE unless the Customer is duly authorised to resell such Service(s).
6.2.The Customer is prohibited from allowing any person, other than its employees or other authorised parties, to have access to the Service(s).
6.3.The Customer shall only use the Service in compliance with South African Laws, the terms and conditions of this Agreement and CULTITHRIVE’s Policies, as published on CULTITHRIVE’s Website. The Customer acknowledges that CULTITHRIVE has no obligation to assist the Customer in obtaining knowledge and/or clarity in terms of the applicable South African Law.
6.4.Where any Service is provided to the Customer with a predefined maximum allowable amount of resources, which includes, but is not limited to: bandwidth, traffic usage, data, memory, data storage, CPU or data cap (“Resource Allocation”) during a predefined period or term as applicable to the particular Service, such Resource Allocation may not be exceeded. In the event of such Data Allocation being exceeded by you, CULTITHRIVE shall charge you for such overage as applicable to the particular Service and at the prevailing overage rate for that Service. Alternatively, CULTITHRIVE may elect to deduct the amount exceeding the original Resource Allocation from the following Resource Allocation as applicable to the specific Service.

Fees, Charges and Payment

7.1.Subscription options: With reference to the applicable Service, CULTITHRIVE offers the following subscriptions options:

7.1.1.Monthly: Fees will be due monthly in advance and should be paid by the 1st Business Day of the applicable month. Subject to the provision of the Agreement, the Customer must give one calendar month’s written notice to CULTITHRIVE in order to cancel this subscription.

7.2.Usage Fees, if applicable, shall be billed in arrears.
7.3.Billing process:

7.3.1.Billing will commence on the date that Service provision commences. Partial months will be charged pro rata;
7.3.2.Services are billed in advance and all invoices must be paid by the Customer in advance;
7.3.3.Any Services invoiced in arrears are payable on presentation of invoice;
7.3.4.All Fees and other amounts payable are quoted inclusive of VAT unless indicated otherwise;
7.3.5.All payments shall be without deduction and free of exchange or set-off.

7.4.Consequences of late or non-payment:

7.4.1.If any Fees remain unpaid by the Customer beyond the due date of payment:

7.4.1.1.the interest rate will be charged at 2% (two percent) above the prime overdraft rate (percent, per annum), up to a maximum of 2% per month in accordance with the maximum interest rate allowed in terms of the NCA for incidental credit agreements;
7.4.1.2.the prime overdraft rate will be determined by CULTITHRIVE’s bankers at the time, whose authority it shall not be necessary to prove;
7.4.1.3.interest will be calculated from the due date of payment to the date of actual payment, both days inclusive, and will be compounded monthly in arrears;
7.4.1.4.if the non-payment pass fourteen days from the due date, a letter of demand may be sent to you. If payment is not received after twenty business days from the date of the notice, your default will be listed on a registered credit bureau database, which will affect your credit rating.

7.5.The customers hosted data is at risk of being irrecoverably removed from the third-party hosting infrastructure and there is no guarantee that this data can be recovered at a later date.
7.6.CULTITHRIVE retains the right to suspend any and all its Services for non-payment (which may not be limited to the particular Service in question), and to withhold such Services until all arrears are settled in full on any and all products and Services. While Services are in a suspended state you will have no access to the Services, but will continue to be liable for the full cost associated with the Service(s) and no refunds or pro-rata of any kind will be provided to you for the period in which the Service was suspended.
7.7.If the Customer’s Service(s) are suspended or terminated for non-payment (or any other breach of this Agreement), CULTITHRIVE may charge a reconnection fee for subsequent reactivation of Services. Reconnection Fees are payable in full before any services can be reactivated. CULTITHRIVE may charge multiple reconnections Fees where multiple Service(s) are affected, and may charge “escalating” penalties for repeated non-payment offences. Any prior leniency shown in this regard will not prejudice CULTITHRIVE’s right to enforce such penalties in full at any time (within their discretion). Reconnection of Services may be subject to a waiting period of up to 72 hours, at CULTITHRIVE’s discretion, regardless of when payment is received or cleared.
7.8.Billing disputes:

7.8.1.In the case of billing disputes, the onus is upon the Customer to raise such disputes in good time to prevent interruption of services while the billing is in dispute. All invoices shall be sent to Customers by way of e-mail and the Customer is responsible to keep CULTITHRIVE informed of all changes to such e-mail addresses.
7.8.2.All billing complaints must be directed to CULTITHRIVE in writing and must be accompanied by a copy of the bill concerned or the particulars thereof, e.g. username or invoice number, the reason for the dispute; the amount in dispute; and supporting information or documentation, if any.
7.8.3.CULTITHRIVE will reach a determination regarding the billing complaint and communicate its decision to you within fourteen (14) working days of receipt of the complaint.

7.9.Reparations will be made to Customers with successful disputes by means of an account credit or refund, at CULTITHRIVE’s discretion.
7.10.Amendment of Fees:

7.10.1.CULTITHRIVE reserves its right to change its prices at any time on reasonable notice, which will not be less than thirty days.

Intellectual Property Rights and Infringements

8.1.All Intellectual Property rights in and to CULTITHRIVE’s Software, Systems, procedures and policies (including, without limitation, copyright, trademarks, designs and patents) relating to or used in connection with the Service(s) provided under this Agreement shall belong to CULTITHRIVE. In addition, all intellectual property rights in and to Suppliers’ software, systems, procedures and policies (including, without limitation, copyright, trademarks, designs and patents) relating to or used in connection with the Service(s) provided under this Agreement and licensed to CULTITHRIVE shall be made available to Customers in the sole discretion of CULTITHRIVE and subject to CULTITHRIVE’s agreement with such Suppliers. The Customer undertakes that it shall at no time, have any right, title or interest in the Intellectual Property of CULTITHRIVE or the applicable Suppliers and agrees that it shall not (or permit any third party to) reverse engineer, decompile, modify or tamper with the software systems, procedures and policies owned by CULTITHRIVE, or any of its Suppliers.
8.2.The Customer agrees to only make use of properly licensed third party software in connection with its use of the Services and agrees to indemnify and hold CULTITHRIVE and any of its members, representatives, officers or employees harmless against all losses, damages, liability, costs and expenses, including reasonable attorney fees, suffered or incurred by them as a result of any third party claims relating to its involvement in any copyright infringement or alleged copyright infringement.
8.3.The Customer warrants that it shall not use the Service(s) to produce, host or presents any content in contravention of any person’s Intellectual Property rights, and in particular warrants that it shall recognise, acknowledge and use any content in accordance with any third party’s Intellectual Property rights. The Customer furthermore warrants that it has received all necessary permissions to make use of any Intellectual Property relating to third parties.
8.4.Any specifications, descriptive matter, drawings and other documents which may be furnished by CULTITHRIVE to the Customer from time to time:

8.4.1.do not form part of this Agreement and may not be relied upon, unless they are agreed in writing by both parties hereto to form part of this Agreement; and
8.4.2. shall remain the property of CULTITHRIVE and shall be deemed to have been impacted by it in trust to the Customer for the sole use of the Customer. All copyright in such documents vests in CULTITHRIVE and s such documents shall be returned on demand.

Protection of Personal Information

9.1.A Party (“Operator”) shall at all times treat and hold all Personal Information it receives and processes from the other Party (“the Responsible Party”) as confidential and must not disclose it unless required by law or in the course of the proper performance of their duties and may only process such information with the knowledge or authorisation of the Responsible Party.
9.2.The Operator undertakes that it will endeavour to:

9.2.1.in order to protect the proprietary interests of the Responsible Party in and to its Confidential Information and Personal Information the Operator will not at any time, whether during the currency of this Agreement or at any time thereafter, either use any Confidential Information or Personal Information of the Responsible Party or directly or indirectly divulge or disclose any Confidential Information or Personal Information of the Responsible Party to third parties; and
9.2.2.upon termination, cancellation or expiry of this Agreement the Operator will deliver to the Responsible Party, or at the Responsible Party’s option, destroy all originals and copies of Confidential Information in its possession.

9.3.The a-foregoing obligations will not apply to any information which –

9.3.1.is lawfully in the public domain at the time of disclosure to the Operator;
9.3.2.subsequently becomes lawfully part of the public domain by publication or otherwise;
9.3.3.subsequently becomes available to the Operator from a source other than the Responsible Party which is lawfully entitled without any restriction on disclosure to disclose such Confidential Information or Personal Information to the Operator; or
9.3.4.is disclosed pursuant to requirement or request by operation of law, regulation of court order;
9.3.5.is required to be processed or retained in terms of any legal obligation or law.

9.4.The Customer consents and agrees as part of the conclusion and performance of the contract to CULTITHRIVE Processing Personal Information transmitted to CULTITHRIVE’s System in a way which is consistent with the Service being provided. Where the Customer’s use of the Service(s) leads to the transmission of Processing of Personal Information, which includes personal information to or from the Republic of South Africa, the Customer acknowledges that it has a duty to comply with any relevant statutory provisions dealing with data privacy either in the Republic of South Africa or in any foreign country to which the Personal Information is transmitted. The Customer warrants that it has obtained the consent of any third party for the use and Processing of that party’s Personal Information in this way, or otherwise that such Processing is lawful, and indemnifies CULTITHRIVE from any claim brought by such third party as a result of its failure to do so.
9.5.CULTITHRIVE will use reasonable endeavours to ensure the safekeeping of any Personal Information or content which may be uploaded to the CULTITHRIVE servers from time to time, such as and without being limited to, photographs, websites, videos and e-mail messages (hereinafter collectively referred to as “your data”). However, CULTITHRIVE does not provide any guarantees against data loss, and as such you agree to retain your own backups of your Personal Information and indemnify and hold harmless CULTITHRIVE from any claims as a result of your Personal Information being lost for whatsoever reason.
9.6.CULTITHRIVE shall immediately delete all of your Personal Information from the CULTITHRIVE servers upon termination of the Service or termination of this Agreement. It is thus your responsibility to ensure that you have made local copies of all of your Personal Information prior to the termination of the Service. CULTITHRIVE shall not retain backups of any kind once the Service is terminated.

10. Representations and Warranties

10.1. the Services shall be provided in accordance with the provisions of this Agreement;
10.2.Save as expressly set out in clause 1, CULTITHRIVE does not make any representations nor gives any warranties or guarantees of any nature whatsoever in respect of the Service(s) and all warranties which are implied or residual at common law are hereby expressly excluded.
10.3.CULTITHRIVE does not warrant or guarantee that the information transmitted by or available to Customer by way of the Service(s):

10.3.1.will be preserved or sustained in its entirety;
10.3.2.will be delivered to any or all of the intended recipients; or
10.3.3.will be suitable for any purpose;
10.3.4.will be free of inaccuracies or defects or bugs or viruses of any kind; or
10.3.5.will be secured against intrusion by unauthorised third parties; and CULTITHRIVE assumes no liability, responsibility or obligations in regard to any of the exclusions set forth in this clause 10.

11.Customer Warranties

11.1.In addition to and without limiting any Customer warranty under this Agreement, the Customer undertakes and represents that:

11.1.1.it has all requisite power and authority to execute and deliver this Agreement and to perform its obligations hereunder; and
11.1.2.the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby will not conflict with, or result in any violation or breach of, any contract to which Customer is a party.

12.Force Majeure

12.1.CULTITHRIVE shall not be liable for non-performance under this Agreement to the extent to which the non-performance is caused by events or conditions beyond the control of CULTITHRIVE .
12.2.It is expressly recorded that for purposes of this clause the following shall be considered circumstances beyond the control of CULTITHRIVE :

12.2.1.a Supplier’s fault of interruption that affects the Service(s);
12.2.2.the non-performance, inability to perform or delay in the performance by the upstream provider relating to the provisioning of equipment, services and/or facilities to CULTITHRIVE that affects the Service(s);
12.2.3.acts or omissions of any government, government agency, provincial or local authority (including disruption or suspension of the provision of municipal services) or similar authority, any laws or regulations having the force of law, civil strife, riots, insurrection, sabotage, acts of war or public enemy, illegal strikes, interruption of transport, lockouts, flood, storm or fire;
12.2.4.all telecommunications infrastructure and communication line faults;
12.2.5.failure or unreasonable delay by the Customer to report faults/problems to CULTITHRIVE ; and/or

12.3.the failure of any hardware, software programme, applications(s) or any other computer systems (or any component thereof) or product or service of any third party on whom the Customer relies (whether directly or indirectly) to use the Service(s).

13.Limitation of Liability and Indemnity

13.1.CULTITHRIVE shall not be liable for any loss (including but not limited to loss of data, profits and goodwill), liability, damages (whether direct, indirect or consequential) or expense of whatsoever nature and howsoever arising where CULTITHRIVE’s negligence, failure, delay or inability to perform any of the Service(s), any defect or failure in the Equipment, or due to the occurrence of any of the following events:

13.1.1.the Customer’s failure to perform, or delay in performing its obligations in terms of this Agreement, including non-payment of fees;
13.1.2.circumstances that constitute an event of force majeure as contemplated in clause 12 hereof;

13.2.compliance by CULTITHRIVE with any applicable national and international legislation and laws;
13.3.any alteration to the Software and Equipment by the Customer; and/or
13.4.any defect and/or hazard in any third party equipment required by the Customer to be used in the provision of the Services.
13.5.The Customer shall indemnify and hold CULTITHRIVE and any of its members, representatives, officers or employees as well as any third parties whose networks are connected to the CULTITHRIVE System, harmless against all losses, damages, liability, costs and expenses, including reasonable attorney fees, suffered or incurred by them as a result of any claim by any third party, arising out of the provisions of clauses 13
13.6.In the event that CULTITHRIVE is nonetheless held liable, the quantum of CULTITHRIVE ’s liability will not exceed the monthly or pro-rata fees due for the Service that occasioned the loss, in the preceding three (3) months, regardless of whether the claim arises out of negligence on the part of CULTITHRIVE or any other cause.
13.7.From time to time, CULTITHRIVE Suppliers may deem it necessary to conduct maintenance, repair and/or improvement work on its technical infrastructure by means of which the Services are provided and in order to perform these activities, and may have to suspend the Services. CULTITHRIVE undertakes to provide reasonable notice to the Customer by way of a notice on its website and the Customer agrees that all liability on the part of CULTITHRIVE of any loss or damage (whether direct or consequential) thereby incurred or for any costs, claims, or demands of any nature arising therefrom is excluded.
13.8.If the CPA is applicable to this Agreement, and any provision of this clause 13 is found by a court or tribunal with jurisdiction over CULTITHRIVE 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 13 will have full force and effect.
13.9.In the case of ambiguity, this clause 13 will take precedence over any expression of the Parties’ intention, whether express or implied, that may be contained elsewhere in this Agreement.

14. Breach

14.1.Without prejudice to any other rights accorded to CULTITHRIVE in terms of this Agreement or any claims which CULTITHRIVE may have for damages against the Customer, if the Customer:

14.1.1.breaches any of the terms or conditions of this Agreement (other than non-payment due and payable amounts) and fails to remedy such breach within 14 (fourteen) days of notice thereof from CULTITHRIVE ;
14.1.2.fails to pay any amount on the due date for such payment, CULTITHRIVE shall be entitled on written notice to the Customer and without any liability or obligation whatsoever, to:
14.1.3.suspend, discontinue or terminate all Services until such non-payment or breach is remedied to CULTITHRIVE’s satisfaction;
14.1.4.treat all outstanding amounts, which would otherwise become due and payable over the unexpired period of the Agreement, as immediately due and payable, and to claim such amounts as well as any other amounts in arrears including interest and to cease performance of its obligations hereunder as well as under any other contract with you until you have remedied the breach; or
14.1.5.cancel or terminate this Agreement.

14.2.The Customer shall be liable for all costs incurred by CULTITHRIVE in the recovery of any amounts or the enforcement of any rights which it has hereunder, including collection charges and costs on an attorney and own customer scale whether incurred prior to or during the institution of legal proceedings or if a judgment has been granted, in connection with the satisfaction or enforcement of such judgment.

15.Dispute Resolution

15.1.Any dispute which arises relating to or arising out of this Agreement, including the validity, implementation, execution, interpretation, rectification, termination or cancellation of this Agreement, shall be referred to the chief operating officers of CULTITHRIVE and the Customer or alternates appointed by them, who will use their best efforts to resolve the dispute within five (5) business days of the dispute having been referred to them.

16.Notices and Domicilia

16.1.All requests by the Customer for amendment or termination of the Services or change of any of the business or personal information of the Customer must be made in writing in accordance with this clause 16. Any notice required to be given in terms of this Agreement shall be valid and effective only if in writing, which shall include electronic communications.

16.1.1.given by electronic mail shall be deemed to have been received by the addressee on the second business day following the day of successful transmission of the electronic mail.

17.General

17.1.This Agreement constitutes the whole of the agreement between the Parties relating to the matters dealt with herein and, save to the extent otherwise provided herein, no undertaking, representation, term or condition relating to the subject matter of this Agreement not incorporated in this Agreement shall be binding on either of the Parties.
17.2.CULTITHRIVE may amend the provisions of this Agreement at any time. The amended Agreement will be posted on CULTITHRIVE ’s website (www.CULTITHRIVE.co.za) and CULTITHRIVE will make all reasonable efforts to advise the Customer of the changes. The Customer also had a duty to keep itself informed of the latest version of the Agreement by accessing CULTITHRIVE ’s website on a regular basis. Amendments will become effective 30 (thirty) days after the new version has been published on CULTITHRIVE ’s website. If a Customer wishes to object to any of the amendments, it may terminate the Agreement and the termination will be effective one month after receipt by CULTITHRIVE of the written notice of termination, where after all Service(s) will be discontinued by CULTITHRIVE. The Customer may not make any amendments to the Agreement.
17.3.No latitude, extension of time or other indulgence which may be given or allowed by any Party to the other Party in respect of the performance of any obligation hereunder, and no delay or forbearance in the enforcement of any right of any Party arising from this Agreement and no single or partial exercise of any right by any Party under this Agreement, shall in any circumstances be construed to be an implied consent or election by such Party or operate as a waiver or a novation of or otherwise affect any of the Party’s rights in terms of or arising from this Agreement or estop or preclude any such Party from enforcing at any time and without notice, strict and punctual compliance with each and every provision or term hereof. Failure or delay on the part of any Party in exercising any right, power or privilege under this Agreement will not constitute or be deemed to be a waiver thereof, nor will any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege.
17.4.No waiver, suspension or postponement by any Party of any right arising out of or in connection with this Agreement shall be of any force or effect unless in writing and signed by such Party. Any such waiver, suspension or postponement will be effective only in the specific instance and for the purpose given.
17.5.Neither this Agreement nor any part, share or interest herein nor any rights or obligations hereunder may be ceded, delegated or assigned by the Customer (including, but not limited to sub-letting or re-selling of any disk space, server capacity or web hosting) without the prior signed written consent of CULTITHRIVE . In the event of any change in the controlling interest of the Customer, the Customer shall give written notice of such event and CULTITHRIVE reserves the right to terminate the Agreement on written notice to the Customer. CULTITHRIVE shall be entitled to cede, delegate, assign or otherwise transfer any of its rights and obligations hereunder to a third party.
17.6.This Agreement will be governed by and construed in accordance with the laws of the Republic of South Africa and all disputes, actions and other matters relating thereto will be determined in accordance with South African law. The Customer irrevocably consents to the jurisdiction of the Magistrate Courts in accordance with the Magistrates Court Act 32 of 1944, provided that CULTITHRIVE may institute legal proceedings in the High Court of South Africa.
17.7.The electronic Acceptance hereto acting in representative capacities warrant that they are authorised to act in such capacities, and accept personal liability under this Agreement should they prove not to be so authorised.

18.Definitions and Interpretation

18.1.These specific terms and conditions are read in conjunction with CULTITHRIVE’s general terms and conditions. Unless otherwise indicated, all the definitions contained have the same meaning as those set out in the general terms and conditions.

18.1.1.Hosting Services

18.1.1.1.Shared Hosting

18.1.1.1.1.CULTITHRIVE ’s shared hosting platform is intended for hosting a website with relevant content and function for a personal or small to medium size business without the concern of traffic overages. The use of the service should not be indicative for large-scale enterprises or applications where a Dedicated Server would be more suited.
18.1.1.1.2.To ensure the integrity of the network and to offer Customers fair and equal usage across the board, CULTITHRIVE reserves the right to:-
18.1.1.1.3.suspend or deactivate a service, or;
18.1.1.1.4.Then recommend to upgrade a Customer’s shared hosting package on the Customer’s behalf should the Customer’s package be causing degradation of a shared hosting environment which adversely affects other Customers. Reasonable notice will be given to the Customer in the form of electronic mail or by way of other communication methods before any upgrade is actioned.
18.1.1.1.5.CULTITHRIVE may, at times with reasonable notice to Customers, revise or amend its current Shared and Dedicated Hosting offerings relating to price, features, traffic allocations and disk sizes.
18.1.1.1.6.The Customer is responsible to advise CULTITHRIVE in writing of its representatives who are entitled to access the server, used for the Hosting Services. CULTITHRIVE shall use all reasonable steps to verify the identity of the representative that wishes to access the server, but will not be liable for any loss or damage that you may suffer due to a non-authorised person gaining access to the server.
18.1.1.1.7.CULTITHRIVE shall not be liable or responsible for the backing up, restoration or loss of data under any circumstances. Customers are solely responsible for ensuring their Data is regularly backed up and for restoring such backups in the event of data loss or corruption.
18.1.1.1.8.Disk space on shared hosting may only be used for Website Content, Emails and related system files. General data storage, archiving or file sharing of documents, files or media not directly related to the website content is strictly prohibited. Unauthorised storage or distribution of copyrighted materials is prohibited, via FTP hosts or any other means.
18.1.1.1.9.CULTITHRIVE is under no obligation to effect upgrades, or to rectify any impact such changes could potentially have to shared hosting customers.

18.1.2.Dedicated, Cloud and VPS Hosting

18.1.2.1.CULTITHRIVE shall make, through a Hosting Supplier, a server available to the Customer for its exclusive use. The server will at all times remain CULTITHRIVE’s property, unless it is purchased outright by the Customer. CULTITHRIVE will setup and manage the server on your behalf through the Hosting supplier and this may result in the Client having to sign an agreement with the Supplier directly.
18.1.2.2.All Server log files remain CULTITHRIVE ’s property, but we will make a copy available to the Customer on request.
18.1.2.3.The Customer is not allowed to remove the service from the location where CULTITHRIVE has installed it, except with the advance written approval of CULTITHRIVE
18.1.2.4.CULTITHRIVE shall manage the server, including the hardware, software, and upgrades at its sole discretion.If the server becomes the target or source of any form of denial of service attack and CULTITHRIVE believes that there is no other possible solution at that point in time, we may disconnect the Server, and it’s assigned IP address, from the network.
18.1.2.5.CULTITHRIVE shall not be responsible for the Customer’s software, installed by the Customer that you may install (and any vulnerabilities that may result from the use of the software).
18.1.2.6.CULTITHRIVE , expressly disclaims any direct, indirect, incidental, special, punitive, consequential losses or damages, of whatever nature including which arise or may arise from (a) the Service or the hosting of any content, application and/or data of whatever nature (b) maintenance and/or upgrades (c) installation and/or use of any customer software or other software on the Customer’s website and/or database. The Customer indemnifies CULTITHRIVE against all loss, damages, claims and liabilities of whatsoever nature as a result of any claim instituted by a third party.
18.1.2.7.CULTITHRIVE does not allow the following services to run on it’s infrastructure: Gaming servers, none-compliant financial offerings or investment schemes. Should it be found that a client’s service hosts any of the aforementioned: CULTITHRIVE reserves the right to terminate the service immediately.
18.1.2.8.CULTITHRIVE endeavours to replace or repair failed hardware within 24 hours from a hardware failure notification.
18.1.2.9.Cryptocurrency mining is strictly prohibited on CULTITHRIVE servers. This includes coins/tokens using Proof of Space and Time/Proof of Storage.

18.1.3.Managed Hosting (Addon to Hosting Services)

18.1.3.1.Managed Hosting is an extension of services where CULTITHRIVE agrees to help customers to manage their ordered HOSTING service. Services will be offered as per description on CULTITHRIVE’s website(s).
18.1.3.2.Management consists of the following services:

18.1.3.2.1.Daily scheduled backups with 30 days retention policy (Acronis)
18.1.3.2.2.24×7 Monitoring of server (this does not include any application Monitoring)
18.1.3.2.3.Managed Windows Operation System (OS) Updates
18.1.3.2.4.Firewall management
18.1.3.2.5.Endpoint Security
18.1.3.2.6.Day-to-day management assistance up to 4 hours per month (on Request)4 hours system administration per month (on Request)
18.1.3.2.7.Priority Technical Support (via SLACK)

18.1.3.3.CULTITHRIVE will define scheduled maintenance windows in order to perform the above tasks. We will not manage or be responsible for any third party application installed on the server. CULTITHRIVE cannot be held responsible if there is any incompatibility between our Systems and any other third party application used or installed by the customer. We will manage the Server, including the hardware, software, and upgrades at our sole discretion.

18.1.4.Domain Names

18.1.4.1.Domain Registration

18.1.4.1.1.CULTITHRIVE is accredited as an independent Registrar to register Domain Names on the .co.za, net.za, org.za or web.za; .durban, .capetown, .joburg, Domain Name spaces. These domain name spaces are managed and administered by various Administrators and therefore registration of Domain Names on these Domain Name spaces is subject to the administrator policies, which may be amended from time to time.
18.1.4.1.2.CULTITHRIVE utilises the services of Diamatrix, Reseller-club, NameSilo and other various registrars to register all international domain names subject to the terms and conditions of these various registrars, as amended from time to time;
18.1.4.1.3.The registration, maintenance, or, transfer of a Domain Name is subject to the terms and conditions of these Administrators and Registrars who allocate and govern these Domain Names. The Registrars may change or be replaced from time to time; and CULTITHRIVE may change its registration provider from time to time.
18.1.4.1.4.All Administrators and Registrars’ terms and conditions are binding upon the Customer by reason of the Customer’s acceptance of these terms and conditions.
18.1.4.1.5.The following principles apply with regard to Domain Name registrations:
18.1.4.1.6.Domains Names are made available on a “first come, first served” basis. CULTITHRIVE cannot guarantee that the Domain Name requested by you is available for registration;
18.1.4.1.7.CULTITHRIVE does not permit “cybersquatting” (also known as “domain squatting”): registering a Domain Name in bad faith with the intention of profiting from the goodwill of a trademark belonging to someone else;
18.1.4.1.8.By registering a Domain Name, the Customer will obtain the right of usage to the domain name. Continued usage of the Domain Name depends on the Administrator’s policies and the continued payment of the applicable registration fees.
18.1.4.1.9.CULTITHRIVE will maintain the Domain Name for you as part of the Service insert our details as the billing and technical contact of the Domain Name, unless you register the Domain Name yourself or manage the Domain Name record directly with the applicable Registry. If we provide the administrative services, you will continue to retain control of your Domain Name.
18.1.4.1.10.Any Internet Protocol (IP) address that CULTITHRIVE allocates to you will remain our sole property. We give you a non-exclusive, non-transferable license to use the IP address for the duration of our agreement with you.
18.1.4.1.11.All new co.za registrations are allowed a grace period of seven consecutive days immediately following the registration of the Domain Name, during which you can cancel your Domain Name registration with minimal cost implications. If you cancel your Domain Name registration during a grace period, it will be assigned a ‘pending release’ status and will not become available for release until the seven-day grace period expires. You will be charged a grace period administration Fee of R5 (excluding VAT) for co.za domains and R10 (excluding VAT) for all other domains. Once the grace period has expired, the Domain Name will be released and removed from the Registry database, making it available for anyone else to register. You will receive a refund of the registration fee minus the grace period fee. You will not be able to transfer the Domain Name to another Registrar during the grace period.
18.1.4.1.12.Domain Names are registered for one year, which registration may be renewed. It is your responsibility to ensure that your Domain Name does not lapse.
18.1.4.1.13.In order to complete the registration on your behalf, we will request you to provide your business or personal information. CULTITHRIVE will not be held responsible if you provide incomplete or inaccurate information that will lead to a delay in the registration process, subsequently resulting in the Domain Name being registered by someone else.

18.1.4.2.You warrant that:

18.1.4.2.1.you are entitled to register and use the Domain Name; or
18.1.4.2.2.you have the consent of the Registrant to use the Domain Name if you are not the owner; or
18.1.4.2.3.you are not prohibited by law or otherwise from registering the Domain Name; and
18.1.4.2.4.in using the Domain Name, you have not violated any Intellectual Property Rights of any person who may lawfully claim title to the Domain Name or to any word or name forming an essential part of the Domain Name.

18.1.5.Fees

18.1.5.1.The following fees will be charged by CULTITHRIVE:

18.1.5.1.1.the annual Administrator Fee for the Domain Name;
18.1.5.1.2.our Service fee for applying for, and where applicable, maintaining the registration of a Domain Name on your behalf; and
18.1.5.1.3.all expenses or charges relating to the registration, transfer, renewal or redemption of the Domain Name.

18.1.6.Changes to Domain Name and Domain Name Information

18.1.6.1.It is not possible for CULTITHRIVE to amend the actual Domain Name itself. If there has been an error in the spelling of a Domain Name it will need to be cancelled and a new registration created. Unless you request the change within the seven-day grace period, you will be required to pay a fee to the registrar.
18.1.6.2.The Customer (as the “Registrant”) or its agent can change Registrant information (for example the Registrant’s name, email address, telephone number and physical address).

18.1.7.Disputes

18.1.7.1.Various alternate dispute resolution mechanisms apply for Domain Names registered globally and includes:

18.1.7.1.1.the Alternate Dispute Resolution Regulations in terms of the Electronic Communications and Transactions Act, 2002, applicable in South Africa; and
18.1.7.1.2.similar proceedings in other ccTLDs.
18.1.7.1.3.Disputes between you and any third party about registration or use of any Domain Name registration may be brought under any available alternate dispute resolution mechanisms, court, or arbitration tribunal.
18.1.7.1.4.We will not participate in any way in a dispute between you and a third party. If you involve us in any dispute, you indemnify us against any loss or damage that we may suffer or expense that we may incur (including legal costs we incur on the attorney and own client scale and you will be liable to pay our attorney’s fees).
18.1.7.1.5.Note that the Domain Name will be ‘” frozen” until a hearing or adjudication on the matter has been finalised. Locked Domain Names, although not removed from the zone file, will not be able to be updated, cancelled, re-instated or released until they are unlocked.

18.1.8.Domain Name Transfers to another Registrar

18.1.8.1.You are able to transfer your Domain Name to another Registrar at any time other than during the grace period. In such a case no refund is given.
18.1.8.2.If you want to do so, a specific process has to be followed. This process has been laid down by the Administrator in the Administrator Policies.

18.1.9.Domain Name Renewals

18.1.9.1.We will give you a renewal reminder by email prior to the renewal date of your Domain Name.
18.1.9.2.If you do not want to renew the Domain Name, you must provide written notice via email or customer portal to CULTITHRIVE . This notice must be given at least 33 Business Days prior to the domain name renewal date.
18.1.9.3.If you do not give the required notice, we will automatically renew the Domain Name and a renewal fee will be added to your next invoice.

18.1.10.Payment Default of the Domain Services

18.1.10.1.If you fail to pay us any cost or charge relating to the registration, renewal, update, change, or administration of any Domain Name, we may:
18.1.10.2.exercise a lien (right to withhold) over the Domain Name until the relevant cost or charge has been paid;
18.1.10.3.obtain or allow the suspension, termination, or deletion of the Domain Name; or
18.1.10.4.transfer the Domain Name to another Registrant.

18.1.11.Termination of the Domain Services

18.1.11.1.If the Domain Service is terminated for any reason, we may, without incurring any liability, notify the relevant Registrar or Registry of the termination and instruct the Registrar or Registry to remove us or any of our systems as the host of the Domain Name even if no replacement is available.
18.1.11.2.If any of the Administrators, Registrars or Registries amend, suspend or terminate its provision of a Domain Service or any other aspect of its services upon which we depend for the provision of the Domain Service to you, we will try to ensure the continuance of the Domain Service. If we are unable to ensure the continuance under any circumstances, we will not be liable to you or any other third party for any loss or damages (as contemplated in our Hosting Terms) you or any third party may suffer arising from, or in any way relating to, the termination of the Domain Services

18.1.12.Payment Default of the Domain Services

18.1.12.1.Visit ICANN for more information about Registrant Education
18.1.12.2.Visit ICANN for more information about Domain Name Registrant Rights.

18.1.13.Secure Sockets Layer (SSL) Certificate

18.1.13.1.Secure Sockets Layer (SSL) Certificate(s) is/are a third party application software that allows secure encrypted software communication between a web server and a browser and vice versa.
18.1.13.2.CULTITHRIVE has the authority to resell SSL Certificate(s) as per the price, terms and conditions on its website which is subject to variation and/or change from time to time. The terms and conditions of the third-party supplier of the SSL Certificate(s) will be applicable to the Customer.
18.1.13.3.If any third-party supplier of SSL Certificate(s) suspends, terminates, or in any way interrupts the continued operation of such SSL Certificate(s), CULTITHRIVE will try to ensure the continuance of such third-party application. If we are unable to ensure the continuance under any circumstances whatsoever, we will not be liable to you or any other third party for any loss or damages to you or any third party may suffer arising from, or in any way relating to, the suspension, termination and/or interruption thereof.

18.1.14.Fair Use Policy

18.1.14.1.In order to provide all Customers with proportionate and fair access to the network resources, CULTITHRIVE operates a fair use policy.
18.1.14.2.During high levels of usage, CULTITHRIVE ’s fair use policy will restrict the available connection speed of Customers identified as having made a disproportionate use of network resources.
18.1.14.3.CULTITHRIVE will monitor each Customer’s total download and upload volume throughout each month to identify those Customers with a disproportionate usage profile. Customer usage will be calculated on a monthly basis, as a result, CULTITHRIVE will reset the monitored volume to zero at the commencement of each month.
18.1.14.4.CULTITHRIVE’s fair use policy restricts only the speed of access, it does not limit the time connected to the internet through broadband or reduce the overall download and/or upload volume of any Customer or user.
18.1.14.5.CULTITHRIVE will not be liable to you or any other third party for any loss or damages to you or any third party may suffer arising from, or in any way relating to, the restriction of access of speed as a consequence of operating its fair use policy.

18.1.15.Refund policy

18.1.15.1.Money-back Guarantee

18.1.15.1.1.If you feel our services are not the right fit for you, we offer a refund on hosting fees if all the following conditions are met:
18.1.15.1.2.Refund request is submitted within 30 days of the initial order,
18.1.15.1.3.Client had no services with us 12 months prior to the order that the refund request pertains to,
18.1.15.1.4.Refund is not requested for a non-refundable product/service.

18.1.15.2.Non-refundable products/services

18.1.15.2.1.No refunds will be given for any product/service we purchase from third-party suppliers where refunds are not possible. This includes:

18.1.15.3.Domains

18.1.15.3.1.In the case where a product is cancelled, a refund is requested and a domain name was included at no additional cost to the client (free) with the product. CULTITHRIVE will deduct the normal selling price of the domain from any refundable amounts due to the client. The domain remains the property of CULTITHRIVE until either
18.1.15.3.2.Sufficient hosting fees have been received over the course of the product, such that it will cover the normal selling price of the domain.
or
18.1.15.3.3.The customer pays the difference between the total hosting fees received, and the normal selling price of the domain.

18.1.16.SSL Certificates

18.1.16.1.All software licences including but not limited to Acronis™ backup licence, cPanel account licences, all Plesk licences, Windows Server Standard, Remote Desktop, MS SQL, MY SQL, MS Office.
18.1.16.2.Dedicated Servers, Cloud Servers, Virtual Machines and Containers are subject to a 30-day notice period and no refunds will be offered unless cancellation is requested within 3 days from the order.
18.1.16.3.No pro-rata refunds will be processed for services that have been billed for periods longer than 1 month (quarterly, biannually, annually etc), unless the cancellation and refund request is received within the initial 30-day trial period.

18.1.17.Refund disbursement methods (as and when such services/payment methods are provided)

18.1.17.1.Refunds will be paid out in the form of monetary value in the currency of the initial order.
18.1.17.2.Payments made with a bank card are refunded back to the same card via transaction reversal.
18.1.17.3.Refunds of bank transfer payments or EFT are done via bank transfer with the banking details supplied by the account holder.
18.1.17.4.If the request email is sent from the authorised email address on the billing account, we require banking details and proof they are the bank account holder before we approve the refund.
18.1.17.5.If request is not sent from the authorised email, we require banking details, proof they are the bank account holder, copy of ID and copy of company registration document before we approve the refund.
18.1.17.6.Refunds of payments made via SnapScan are done via bank transfer with the banking details supplied by the account holder.
18.1.17.7.Refunds of PayPal payments are done via PayPal to the PayPal account that made the payment.
18.1.17.8.Payments done via PayFast are refunded by PayFast on request. The timescale for all PayFast credit card refund is 5-10 working days. All PayFast EFT payments will be paid into the client’s bank account within 48 hours.

18.2.Ad-hoc System Admin

18.2.1.Server maintenance and support terms and conditions

18.2.1.1.CULTITHRIVE will provide server administration and support in line with the terms and conditions in this agreement.
18.2.1.2.The service provided does not constitute a work-for-hire contract, all services provided will be seen as being provided as an independent contractor. CULTITHRIVE, its staff and contractors will not be considered employees of the client.

18.2.2.Terms applied to the technical support and sysadmin service.

18.2.2.1.CULTITHRIVE and its sysadmins are highly experienced when it comes to system administration and troubleshooting. Though there are often times where it is not possible to resolve an issue, and it needs to be referred back to the software provider. If this is the case or the service does not behave in the expected manner, the technical support issue must be handed over to the 3rd party by the client. Any liability or service delivery expectation from CULTITHRIVE will be nullified by the client.
18.2.2.2.By making use of our services or initiating the sysadmin support service; the client agrees to all charges associated with the service as per pricing page for the cost quoted per unit of time. The client will be billed for the hours spent on the issue and any subsequent issues that may arise.
18.2.2.3.CULTITHRIVE will aim to communicate any additional fees should the initial estimate be inadequate. This will be done before any additional work is carried out.
18.2.2.4.The client agrees to pay CULTITHRIVE for the Admin time invested in the clients reported issue, irrespective of the outcome.
18.2.2.5.Payment may be required upfront, post task completion or based on milestones within the task. This is decided on a per task basis.
18.2.2.6.All tasks during the troubleshooting process are billable. This includes sub-tasks, troubleshooting, information gathering, client contact, updates and all steps involved in resolving the reported issue.
18.2.2.7.There is no guarantee on the outcome of the task or the amount of time it will take to resolve a reported issue.
18.2.2.8.CULTITHRIVE will take advantage of all available resources when undertaking a task. However, there is no guarantee of the outcome or the data that is recovered.Though we will aim to provide a solid resolution to a reported issue, CULTITHRIVE cannot warrant against the issue reappearing. Any additional admin time spent on a task whether reoccurring or not, will be billable.
18.2.2.9.If it is found the service is being used for an activity that goes against CULTITHRIVE’s FUP or AUP we will discontinue the admin task promptly.
18.2.2.10.Liability of CULTITHRIVE is limited to the cost of the sysadmin time spent on the task.
18.2.2.11.Techniques or documented steps to fix the issue will be for the CULTITHRIVE’s consumption and use only. There will be no obligation to provide a detailed walk through or documentation to the client.

18.3.Data security and ISO guidelines followed by CULTITHRIVE

18.3.1.CULTITHRIVE follows best practices employed internationally when referring to data security, date-centre access, fire suppression, electrical supply management, disaster mitigation.
18.3.2.Our Suppliers servers are secured using a variety of methods some of which are listed below:
18.3.3.Server user hierarchy setup and monitoring. Closely controlled to ensure correct user access levels.
18.3.4.Advanced user level isolation. Each user has their own environment on the server, meaning that the process data is isolated from all other users on the server.
18.3.5.Automated server OS updates ensure release updates of critical server processes. Helping to patch and secure servers in real-time.

18.4.Data centre’s security and uptime features

18.4.1.Access control

18.4.1.1.All data centres are tier 3 facilities
18.4.1.2.High-tech biometric access
18.4.1.3.Internal and external surveillance cameras
18.4.1.4.High-voltage security fences
18.4.1.5.24/7 on-site security presence

19.Web Hosting Acceptable Usage Policy

19.1.Introduction

19.1.1.This AUP forms part of the Agreement applicable to all services and products offered by CULTITHRIVE and contracted for by customers and is designed to ensure compliance with the relevant laws of South Africa and protect CULTITHRIVE’s network, its services and products, customers and the internet community as a whole from improper and/or illegal activity over the internet. This AUP describes the conduct and practices that CULTITHRIVE regards as unacceptable on the part of the customer and/or visitor to our website and explains the rights that CULTITHRIVE has to respond to such unacceptable conduct and practices. Please take the time to review this AUP, as all service and product agreements will be subject to the provisions of this AUP. By accessing our website, or using our services and products, you agree to be bound without limitation or qualification to the rules, terms and conditions set out in this AUP.

19.2.Unacceptable Use and Prohibited Activities

19.2.1.CULTITHRIVE’s product and services may only be used for lawful purposes and activities. CULTITHRIVE prohibits any use of its services and products, including the transmission, distribution and storage of any material or content using CULTITHRIVE’s network that transgress, violate or are in non-compliance with any laws of South Africa, including, but not limited to:
19.2.2.any violation of with local and international laws prohibiting child pornography, obscenity, discrimination (including racial, gender or religious slurs), hate speech, speech designed to incite violence, intimidation or hatred and exchange control ;
19.2.3.any activity designed to defame, abuse, stalk, harass or physically threaten any individual in South Africa or beyond its borders; including any attempt to link to, post, transmit or otherwise distribute any inappropriate or defamatory material;
19.2.4.any infringement on intellectual property rights and copyright laws including materials protected by local and international copyright, trademarks and trade secrets and furthermore including any sale, transmission or distribution of pirated or illegal software, video and/or voice content and recordings;
19.2.5.any violation of another’s right to privacy, including any effort to collect personal data of third parties without their consent or contrary to the applicable data privacy laws;
19.2.6.any fraudulent activity, including dubious financial practices, such as pyramid schemes; the impersonation of another customer without their consent; or any attempt to enter into a transaction or agreement with CULTITHRIVE on behalf of another customer without their consent; and
19.2.7.any activity which threatens the functioning, security or integrity of CULTITHRIVE’s network and services including, but not limited to:

19.2.7.1.any efforts to attempt to gain unlawful and unauthorised access to the network or circumvent any of the security measures established by CULTITHRIVE;
19.2.7.2.any effort to use CULTITHRIVE’s services, equipment and products to circumvent the user authentication or security of any host, network or account (“cracking” or “hacking”);
19.2.7.3.forging of any TCP/IP packet headers (“spoofing”) or any part of the headers of an email or a newsgroup posting;
19.2.7.4.any effort to breach or attempt to breach the security of another customer or attempt to gain access to any other person’s computer, software, or data without the knowledge and consent of such person;
19.2.7.5.any activity which threatens to disrupt the services offered by CULTITHRIVE through “denial of service attacks” (“DOS”/“DDOS”), flooding of a network, overloading a service or any unauthorised probes (“scanning” or “nuking”) of others’ networks;
19.2.7.6.any activity which in any way threatens the security of CULTITHRIVE’s network by knowingly posting, transmitting, linking to or otherwise distributing any information or software, which contains a virus, trojan horse, worm, lock, mailbom, cancelbot, malware, botnet or other harmful, destructive or disruptive component;
19.2.7.7.unauthorised access, use, probe, scan of monitoring of a systems security or authentication measures, data or traffic, without CULTITHRIVE’s explicit, written consent;
19.2.7.8.running services and applications with known vulnerabilities and weaknesses, e.g. insufficient anti-automation attacks, any traffic amplification attacks, including recursive DNS attacks and SMTP relay attacks; and
19.2.7.9.employing posts or programs which consume excessive CPU time or storage space, permits the use of mail services, mail forwarding capabilities, POP accounts, or auto responders other than for their own account; or resale of access to CGI scripts installed on our servers.
19.2.7.10.sustained network throughput of more than:

19.2.7.10.1.200Mbit/s for longer than 240 minutes or
19.2.7.10.2.500Mbit/s for longer than 20 minutes

19.2.8.Spam and Unsolicited Electronic Mail

19.2.8.1.It is contrary to CULTITHRIVE’s policy for customers to use our servers to effect or participate in any of the following activities:
19.2.8.2.sending unsolicited bulk mail for marketing, commercial or any other purposes (political, religious or commercial) to persons (natural and juristic) who/which have not consented to receiving such mail;
19.2.8.3.using any part of CULTITHRIVE’s infrastructure for the purpose of unsolicited bulk mail, whether sending, receiving, bouncing, or facilitating such mail;
19.2.8.4.operating or maintaining mailing lists without the express permission of all recipients listed. In particular, CULTITHRIVE does not permit the sending of “opt-out” mail, where the recipient must opt out of receiving mail which they did not request. For all lists, the sender must maintaining meaningful records of when and how each recipient requested mail. CULTITHRIVE may also monitor customers deemed to be operating “cleaning lists”, which is using illegally obtained email addresses, but removing addresses as complaints arise. Should CULTITHRIVE, at its discretion, believe that this is the case, it will be treated as SPAM.
19.2.8.5.failing to promptly remove from lists invalid or undeliverable addresses or addresses of unwilling recipients or a recipient who has indicated s/he wishes to be removed from such list, or failing to provide the recipient with a facility to opt-out;
19.2.8.6.using CULTITHRIVE’s service to collect responses from unsolicited email sent from accounts on other Internet hosts or e-mail services that violate this AUP or the AUP of any other Internet service provider;
19.2.8.7.advertising any facility on CULTITHRIVE’s infrastructure in unsolicited bulk mail (e.g. a web site advertised in spam);
19.2.8.8.including CULTITHRIVE’s name in the header or by listing an IP address that belongs to CULTITHRIVE in any unsolicited email whether sent through CULTITHRIVE’s network or not; and
19.2.8.9.failure to secure a customer’s mail server against public relay as a protection to themselves and the broader Internet community. Public relay occurs when a mail server is accessed by a third party from another domain and utilised to deliver mails, without the authority or consent of the owner of the mail-server. Mail servers that are unsecured against public relay often become abused by unscrupulous operators for spam delivery and upon detection such delivery must be disallowed.
19.2.8.10.any ‘magical’ or supernatural service which is offered in exchange for payment; be it direct or implied through ‘strong-arm’ donation practices.

20.Public Space and Third Party Content and sites

20.1.CULTITHRIVE has no power to control the content of the information passing over the internet and its applications, including third party websites (whether accessible through the CULTITHRIVE network websites; contained within a directory of links on the CULTITHRIVE network or sites displayed as search results); e-mail; chat rooms; news groups; or other similar fora and our network is merely a conduit or means of access and transmission. CULTITHRIVE will not be held liable, whether directly or indirectly, for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, any of the above-mentioned content.
20.2.Access to public internet spaces, such as bulletin boards, Usenet groups, chat rooms and moderated forums, is entirely voluntary and at your own risk. It remains your responsibility to review and evaluate any such content, and that any and all risk associated with the use of, or reliance on, such content rests with you.
20.3.CULTITHRIVE employees do not moderate any of these services, or your communications, transmissions or use of these services. We do not undertake any responsibility for any content contained therein, or for any breaches of your right to privacy that you may experience as a result of accessing such spaces.
20.4.Usenet Newsgroups
The customer is responsible for determining and familiarising himself with the written policies of a newsgroup before posting to it or participating in any discussions. The customer must abide by these rules at all times, which can be obtained from the group’s administrators/moderators, upon request. The following are prohibited practices with regard to Usenet newsgroups and CULTITHRIVE reserves the right to delete and/or cancel posts which violate the following conditions:

20.4.1.excessive cross-posting of the same article to multiple newsgroups;
20.4.2.posting of irrelevant or off-topic material to newsgroups (also known as USENET spam);
20.4.3.posting binaries to a non-binary newsgroup; and
20.4.4.posting adverts, solicitations, or any other commercial messages unless the guidelines of the newsgroup in question explicitly permit them.

20.5.Protection of Minors

20.5.1.CULTITHRIVE prohibits customers from using CULTITHRIVE’s services to harm or attempt to harm a minor, including, but not limited to, by hosting, possessing, disseminating, distributing or transmitting material that is unlawful, including child pornography.

21.Determination of Breach of this AUP

21.1.CULTITHRIVE reserve the right in its sole and unfettered discretion for determining what constitutes a violation of this AUP, provided that such decisions will be taken in line with the applicable legislation concerning the protection of consumer rights in force at the time, as applicable.
21.2.Take-Down Procedures
21.3.CULTITHRIVE has a procedure in place for the notice and take-down of illegal material. In compliance with section 77 of the Electronic Communications and Transactions Act (No. 25 of 2002) CULTITHRIVE will handle this process and can be reached at +27-21-554-3096 or abuse@CULTITHRIVE.co.za.
21.4.Customers are also notified of the content and procedures of the CULTITHRIVE Code of Conduct which may be used against any Internet service provider who fails to comply with the code of conduct.

22.Complaints and Procedures

22.1.CULTITHRIVE cannot handle complaints concerning networks or users that do not have service contracts with us or our affiliates, or are outside of our control. It is the customer’s responsibility to familiarise himself or herself with the procedure set out below and report any cases of violation of this AUP to CULTITHRIVE’s designated complaints handling agent. In order for CULTITHRIVE to thoroughly investigate the complaint and take appropriate action, all complaints must be in writing, sent via fax or e-mail and contain as much information as possible, including, but not limited to:

22.1.1.the origin of abuse or offense, including the website, full mail headers, relevant log file extracts etc.;
22.1.2.any contact details for the source of the complaint;
22.1.3.a brief explanation why the incident is considered to be an offense.

22.2.CULTITHRIVE discourages anonymous complaints being made via this service, and urges complainants to supply their name and contact details to us. Such information will not be released, except where required by law enforcement. Anonymous complaints will however be acted upon as long as sufficient detail as outlined above is supplied.

23.Consequences of Breach of the AUP

23.1.In order to enable CULTITHRIVE to monitor adherence to this AUP by customers and their users and upon receipt of a complaint, or having become aware of an incident, CULTITHRIVE reserves the rights to take any of the following steps:

23.1.1.examine customers’ mail servers to confirm that mails are not being sent from such mail servers through public relay and the results of such checks can be made available to the customer;
23.1.2.examine the mail servers of any customers using CULTITHRIVE’s mail servers for “smart-hosting” (when the user relays its mail via a CULTITHRIVE mail server to a mail server of its own or vice versa) or similar services at any time to ensure that the servers are properly secured against public relay. All relay checks will be done in strict accordance with CULTITHRIVE’s Privacy Policy and the laws of South Africa;
23.1.3.intercept and/or block any incoming or outgoing electronic mail sent to or from CULTITHRIVE’s network or through the use of any services provided by CULTITHRIVE to the customer should such electronic mail be identified as possible spam or be in contravention of CULTITHRIVE’s General and/or applicable Specific Terms and Conditions;
23.1.4.suspend or terminate any and all services or limit portions thereof provided to the customer should it be determined that the customer has engaged in the transmission of spam, whether done so knowingly or otherwise and or has used the services and network of CULTITHRIVE for any purpose or activities in violation of this AUP;
23.1.5.pursue any civil legal remedies at its disposal in terms of the General Terms and Condition applicable Specific Terms and Conditions and in law, in addition to any of the remedies set-out hereunder;
23.1.6.if such violation is suspected to be a criminal offence, CULTITHRIVE may notify the appropriate law enforcement department of such violation and provide them with all such necessary information and records, as required by law;
23.1.7.in the case of a network issue, inform the user’s network administrator of the incident and request the network administrator or network owner to address the incident in terms of this AUP;
23.1.8.in the case of individual users, warn the user; suspend the user’s account and/or revoke or cancel the user’s network access privileges completely
23.1.9.assist other networks or website administrators in investigating credible suspicions of any activity listed in this AUP;
23.1.10.institute civil or criminal proceedings;
23.1.11.share information concerning the incident with other Internet access providers;
23.1.12.in all cases, charge the offending parties for administrative and legal costs, including machine and human time lost due to the incident, attorney fees, costs resulting from Postmaster responses to complaints from and the clean-up of unsolicited commercial mailings and/or unauthorised bulk mailings and/or news server violations, cleanup and investigation fees;
23.1.13.suspend or cancel the clients service(s); and
23.1.14.withhold any refund, account credit or prepaid amounts.

24.Interception of Communications

24.1.CULTITHRIVE is required in terms of the Regulation of Interception and Provision of Communication-related Information Act 17 of 2003 to intercept communications. Any interception of communications shall be done strictly in accordance with the requirements of this Act, as and when required by this Act.

25.Amendment of Policy

25.1.CULTITHRIVE reserves the right to make changes to this AUP or update it from time to time. Where a major change is made, customers will be informed through a notice on our website. Customers and website visitors bear the responsibility to ensure that they have read the changes or updates as the case may be.
If there are any questions regarding this Acceptable Use Policy you may contact us using the information below: