These Terms and Conditions are binding on all persons that access the Website (as defined herein) and by entering the Website you agree to be bound by these Terms and Conditions. The User agrees that the use of the Website is subject to these Terms and Conditions, which the User acknowledges to have read and understood. All terms used in these Terms and Conditions, and not otherwise defined herein, shall have the meanings ascribed to those terms as set out in clause 10.
2. INTELLECTUAL PROPERTY
The User undertakes:
2.1. not to use any trade marks or trade names or other which are or incorporate marks which are the same as or confusingly similar to the Trade Marks or which marks are likely to be associated with the Trade Marks or where such use would take unfair advantage of or be detrimental to the distinctive character or the repute of the Trade Marks;
2.2. not at any time do or cause to be done any act or thing in any way impairing or tending to impair any part of DermiC’s rights, title and interest in and to the Intellectual Property;
2.3. not in any way to represent that it has any rights of any nature in the Intellectual Property or any registrations thereof;
2.4. not to register any of the Trade Marks, or any part of them, or any trade mark which is deceptively or confusingly similar to the Trade Marks as part of its company or close corporation name or the name of any subsidiary company or corporation with which it is associated directly or indirectly and if it does so, it will procure that such company or corporation name is changed upon demand by the DermiC.
3.1. DermiC must have the express written permission of the User for the collection, collation, processing or disclosure of any personal information of the User, and the User, by his acceptance of these Terms and Conditions, hereby grants such permission;
3.2. DermiC may not electronically request, collect, collate, process or store personal information in respect of the User which is not necessary for the lawful purpose for which the personal information is required;
3.3. DermiC must disclose in writing to the User the specific purpose for which any personal information is being requested, collected, collated, processed or stored;
3.4. DermiC may not use the personal information for any other purpose than that disclosed to the User, without the express written permission of the User;
3.5. DermiC must, for as long as the personal information is used and for a period of at least one year thereafter, keep a record of the personal information and the specific purpose for which the personal information was collected;
3.6. DermiC may not disclose any of the personal information held by it to a third party, unless required or permitted by law or specifically authorised to do so in writing by the User;
3.7. DermiC must, for as long as the personal information is used and for a period of at least one year thereafter, keep a record of any third party to whom the personal information was disclosed and of the date on which and the purpose for which it was disclosed;
3.8. DermiC must delete or destroy all personal information which has become obsolete;
3.9. DermiC may use the personal information to compile profiles for statistical purposes and may freely trade with such profiles and statistical data, as long as the profiles or statistical data cannot be linked to any specific data subject by a third party.
4.1. The User shall be deemed to have accepted these Terms and Conditions upon using the Website for any purpose whatsoever.
4.2. Pursuant to section 21 of the Act, the Parties hereby agree that the agreement of sale between the User and the DermiC in terms of these Terms and Conditions is concluded in Pretoria, South Africa, upon the DermiC accepting the Purchase Order.
5. NO LIABILITIES
5.1. Notwithstanding anything to the contrary contained in these Terms and Conditions, DermiC shall have no liability for any loss or damage of whatsoever nature, including but not limited to indirect and consequential damages and loss of profits, however arising out of or in connection with these Terms and Conditions or the Website and whether caused by latent or patent defects in the Website, the use of the Website, non suitability of the products and information contained on the Website or otherwise.
5.2. The User hereby indemnifies DermiC and holds it harmless against any and all liability, loss, damage or claim of whatsoever nature suffered by any third Party in relation to any act or omission by the User or the User’s members, employees, representatives, agents or assigns or any third party in relation to the Website and the use thereof by the User, and/or arising from the provisions of these Terms and Conditions.
5.3. The User assumes all responsibility and risk for the use of the Website and DermiC disclaims all liability for any loss, injury or damage resulting from the use of the Website, whether direct or indirect, and whether or not the DermiC has been advised of or has knowledge of the possibility of such loss, injury or damage resulting from the use of the Website, whether direct or indirect, and whether or not DermiC has been advised or has knowledge of the possibility of such loss, injury or damage.
5.4. DermiC shall not incur any liability to the User or any other person or entity associated with the User for any compensatory, indirect, incidental, special, consequential damages whatsoever, including but not limited to, loss of revenue or profit, commercial or economic loss, even if DermiC has been advised of such damages or loss, or such damage or loss was reasonably foreseeable.
6. DISPUTE RESOLUTION
6.1. If a dispute between the Parties arises out of or is related to these Terms and Conditions, the matter shall be determined in accordance with the following provisions, including any matter relating to the breach of any of the provisions of these Terms and Conditions.
6.2. Save in respect of those provisions of these Terms and Conditions which provide for their own remedies which would be incompatible with arbitration, or in the event of either Party instituting urgent action against the other in any court of competent jurisdiction, any dispute arising from or in connection with these Terms and Conditions will be finally resolved in accordance with the Rules of the Arbitration Foundation of Southern Africa by an arbitrator or arbitrators appointed by the Foundation.
6.3. This clause will be severable from the rest of these Terms and Conditions so that it will operate and continue to operate notwithstanding any actual or alleged voidness, voidability, unenforceability, termination, cancellation, expiry, or accepted repudiation, of these Terms and Conditions.
6.4. Neither Party shall be entitled to withhold performance of any of their obligations in terms of these Terms and Conditions pending the settlement of, or decision in, any dispute arising between the Parties and each Party shall in such circumstances continue to comply with their obligations in terms of these Terms and Conditions.
7. GOVERNING LAW
The entire provisions of these Terms and Conditions shall be governed by and construed in accordance with the laws of the Republic of South Africa. Furthermore, the Parties hereto hereby irrevocably and unconditionally consent to the non-exclusive jurisdiction of the High Court of South Africa, Regional Division, Pretoria in regard to all matters arising from these Terms and Conditions.
8.1. This document contains the entire agreement between the Parties in regard to the subject matter hereof.
8.2. No Party shall be bound by or have any claim or right of action arising from any express or implied term, undertaking, representation, warranty, promise or the like not included or recorded in this document whether it induced the contract and/or whether it was negligent or not.
8.3. No variation, amendment or consensual cancellation of this Agreement or any provision or term hereof or of any agreement, bill of exchange or other document issued or executed pursuant to or in terms of this Agreement and no settlement of any disputes arising under this Agreement and no extension of time, waiver or relaxation or suspension of any of the provisions or terms of this Agreement or of any agreement, bill of exchange or other document issued pursuant to or in terms of this Agreement shall be binding or have any force and effect unless reduced to writing and signed by or on behalf of the Parties. Any such extension, waiver or relaxation or suspension which is so given or made shall be strictly construed as relating to strictly to the matter in respect whereof it was made or given.
8.4. No extension of time or waiver or relaxation of any of the provisions or terms of this Agreement or any agreement, bill of exchange or other document issued or executed pursuant to or in terms of this Agreement, shall operate as an estoppel against a Party in respect of its rights under this Agreement.
8.5. It is agreed between the Parties, that notwithstanding the provisions of Section 1 of the Electronic Communications and Transactions Act, 2002, any amendment to this Agreement shall only be effective if it is reduced to writing on paper and signed by all the Parties.
8.6. No failure by any Party to enforce any provision of this Agreement shall constitute a waiver of such provision or affect in any way such Party’s right to require the performance of such provision at any time in the future, nor shall a waiver of a subsequent breach nullify the effectiveness of the provision itself.
8.7. Nothing in this Agreement, express or implied, is intended to confer upon any person not a party to this Agreement any rights or remedies under or by reason of this Agreement. Neither the DermiC’s nor the Purchaser to this Agreement may cede or delegate all or any portion of its rights, obligations or liabilities under this Agreement without the prior consent of the other.
8.8. If any clause or term of this Agreement should be invalid, unenforceable, defective or illegal for any reason whatsoever, then the remaining terms and provisions of this Agreement shall be deemed to be severable therefrom and shall continue in full force and effect unless such invalidity, unenforceability, defect or illegality goes to the root of this Agreement.
8.9. The Parties undertake at all times to do all such things, to perform all such acts and to take all such steps and to procure the doing of all such things, the performance of all such actions and the taking of all such steps as may be open to them and necessary for or incidental to the putting into effect or maintenance of the terms, conditions and import of this Agreement.
9.1. The following information is disclosed by DermiC to the User in terms of Section 43 of the Act:
9.1.1. full name and legal status of DermiC (Proprietary) Limited (Registration No. 2016/215101/07), a private company with limited liability incorporated in accordance with the laws of South Africa;
9.1.2. physical address: 221 Clifton Avenue, Lyttelton, Pretoria, South Africa;
9.1.3. postal address: PO Box 12416, Die Hoewes 2, 0163 South Africa;
9.1.4. telephone number: +27 12 664 7495;
9.1.5. website address: www.dermic.co.za;
9.1.6. e-mail address: firstname.lastname@example.org;
9.1.7. membership of self-regulatory or accreditation bodies: none;
9.1.8. codes of conduct to which DermiC web site subscribes: none;
9.1.9. physical address where DermiC will receive legal service of documents: 221 Clifton Avenue, Lyttelton Pretoria South Africa;
9.1.10. main description of Website: Dermatologist skin care;
9.1.11. alternative dispute resolution code subscribed to: none;
10.1. Unless the context dictates otherwise, the words and expressions set forth below shall bear the following meanings and cognate expressions shall bear corresponding meanings:
10.1.1. “Act” shall mean the Electronic Communications and Transactions Act, 2002;
10.1.2. “Business Day” shall mean any day other than a Saturday, Sunday or a public holiday in South Africa;
10.1.3. “Copyright” shall have the meaning assigned to that term under the provisions of the Copyright Act, 1978;
10.1.4. “Intellectual Property” shall include, without limitation, all patents, Copyright, Trade Marks and goodwill attaching to IQL;
10.1.5. “DermiC” shall mean DermiC (Proprietary) Limited (Registration No. 2016/215101/07), a company with limited liability incorporated in accordance with the laws of South Africa;
10.1.6. “Parties”shall mean DermiC and the User and “Party” shall, as the context requires be a reference to any one of them;
10.1.7. “Terms and Conditions” shall mean these terms and conditions;
10.1.8. “Trade Marks” shall mean all registered and unregistered trade marks, trade names, symbols, signs, insignia, emblems, logos and slogans utilised or adopted by DermiC in the conduct of its business. Any reference made to Trade Marks will be governed by the Trademarks Act 193 of 1994;
10.1.9. “User” shall mean the user of the Website in terms of these Terms and Conditions;
10.1.10. “Website” shall mean the website www.dermic.co.za and includes any part or element thereof.
10.2. Unless inconsistent with the context or save where the contrary is expressly indicated:
10.2.1. if any provision in a definition is a substantive provision conferring rights or imposing obligations on any Party, notwithstanding that it appears only in this clause 10, effect shall be given to it as if it were a substantive provision of these Terms and Conditions;
10.2.2. when any number of days is prescribed in these Terms and Conditions, same shall be reckoned exclusively of the first and inclusively of the last day unless the last day falls on a day which is not a Business Day, in which case the last day shall be the next succeeding Business Day;
10.2.3. in the event that the day for payment of any amount due in terms of these Terms and Conditions should fall on a day which is not a Business Day, the relevant day for payment shall be the subsequent Business Day;
10.2.4. in the event that the day for performance of any obligation to be performed in terms of these Terms and Conditions should fall on a day which is not a Business Day, the relevant day for performance shall be the subsequent Business Day;
10.2.5. any reference in these Terms and Conditions to an enactment is to that enactment as at the Effective Date and as amended or re-enacted from time to time;
10.2.6. any reference in these Terms and Conditions to these Terms and Conditions or any other Terms and Conditions or document shall be construed as a reference to these Terms and Conditions or, as the case may be, such other Terms and Conditions or document as same may have been, or may from time to time be, amended, varied novated or supplemented;
10.2.7. no provision of these Terms and Conditions constitutes a stipulation for the benefit of any person who is not a Party to these Terms and Conditions;
10.2.8. references to day/s, month/s or year/s shall be construed as Gregorian calendar day/s, month/s or year/s.
10.2.9. Unless inconsistent with the context, an expression which denotes:
10.2.9.1. any one gender includes the other genders;
10.2.9.2. the singular includes the plural and vice versa.
10.2.10. Where any term is defined within the context of any particular clause in these Terms and Conditions, the term so defined, unless it is clear from the clause in question that the term so defined has limited application to the relevant clause, shall bear the same meaning as ascribed to it for all purposes in terms of these Terms and Conditions, notwithstanding that that term has not been defined in this clause 10.
10.2.11. The expiration or termination of these Terms and Conditions shall not affect such of the provisions of these Terms and Conditions as expressly provide that they will operate after any such expiration or termination or which of necessity must continue to have effect after such expiration or termination, notwithstanding that the clauses themselves do not expressly provide for this.
10.2.12. These Terms and Conditions shall be binding on and enforceable by the estates, heirs, executors, administrators, trustees, permitted assigns or liquidators of the Parties as fully and effectually as if they had signed these Terms and Conditions in the first instance and reference to any Party shall be deemed to include such Party’s estate, heirs, executors, administrators, trustees, permitted assigns or liquidators, as the case may be.
10.2.13. Where figures are referred to in numerals and in words, if there is any conflict between the two, the words shall prevail.