Legal

Standard Terms and Conditions

1. Introduction

1.1 These Terms and Conditions govern the provision of services and products by Tracom Telecoms (PTY) LTD (hereinafter referred to as "Tracom").

1.2 By entering into a Service Agreement, the Applicant (hereinafter referred to as "Customer") agrees to these Terms and Conditions.

1.3 For any queries, please contact us via email at info@tracom.tech or call us at 010 010 5025.

1.4 These Terms and Conditions apply to all products and services provided by Tracom, as outlined in the Service Agreement.

2. Application and Amendment of Terms

2.1 These Terms and Conditions, as amended from time to time in accordance with applicable laws, apply to all services provided by Tracom.

2.2 Amendments will be communicated to the Customer via email or the Tracom website and will be deemed binding from the date of publication.

2.3 Continued use of Tracom services constitutes acceptance of such amendments.

3. Definitions

The following terms shall have the meanings assigned to them unless the context indicates otherwise:

• Abortive Costs: Costs incurred due to cancellation or modification of service requests.
• Customer Equipment: Equipment provided by the Customer to access Tracom services.
• Tracom Services: Services provided by Tracom as outlined in the Service Agreement.

4. Scope of Services

Tracom provides the following services:

4.1 Connectivity Solutions: High-speed Fiber Internet, LTE Connectivity, Wireless Broadband, APN Management, and Satellite Internet.

4.2 Unified Communications: VoIP Solutions, Hosted 3CX Servers, SIP Trunking, and Call Center Infrastructure.

4.3 Cloud Services: Cloud Backups, Office 365 Data Protection, NAS-as-a-Service, Virtual Private Servers (VPS), and Hosting Solutions.

4.4 Cybersecurity Solutions: VPN Management, Firewall Deployment, Advanced Threat Protection, and Endpoint Security.

4.5 Surveillance & Access Control: IP Camera Systems, Cloud-Based CCTV, and Smart Access Control Systems.

5. Service Agreements

5.1 Customers must sign a Service Agreement outlining the specific services and products requested.

5.2 Tracom reserves the right to decline any application or request.

6. Installation and Provision of Services

6.1 Tracom will endeavor to install and activate services by the agreed timeline but cannot guarantee specific dates due to dependencies on third parties.

6.2 The Customer is responsible for obtaining necessary permissions for installations on premises not owned by the Customer.

6.3 The Customer must provide adequate power and environmental conditions for the operation of equipment.

7. Payments and Charges

7.1 Customers are liable for all charges as detailed in invoices, including installation, subscription, and usage fees.

7.2 Payment terms:

• Invoices are due within 7 days unless otherwise specified.
• Late payments will incur interest at the rate specified in the invoice.

7.3 Tracom reserves the right to request deposits or prepayments based on the Customer's credit profile.

8. Limitation of Liability

8.1 Tracom is not liable for:

• Losses due to third-party failures or force majeure events.
• Service interruptions caused by Customer misuse or external factors beyond Tracom's control.

8.2 Liability is limited to direct damages not exceeding the fees paid for the affected service during the month the incident occurred.

9. Warranties and Defects

9.1 Equipment supplied by Tracom is covered by the manufacturer's warranty.

9.2 The Customer must report any defects within the warranty period.

9.3 Tracom is not liable for damages caused by misuse, unauthorized modifications, or third-party interference.

10. Suspension and Termination

10.1 Tracom reserves the right to suspend or terminate services in the following cases:

• Non-payment of invoices.
• Breach of these Terms and Conditions by the Customer.
• Regulatory or legal requirements.

10.2 The Customer may terminate the Service Agreement with 30 days' written notice only after the duration specified in the Service Order Form (SOF) has lapsed, unless otherwise agreed in writing. Termination during the agreed duration will be subject to early termination fees as applicable.

11. Data Protection and Privacy

11.1 Tracom complies with the Protection of Personal Information Act (POPIA) and ensures the confidentiality of Customer data.

11.2 Customers must comply with RICA requirements by providing accurate identification details for service activation.

12. Dispute Resolution

12.1 Customers should direct complaints to Tracom via info@tracom.tech or 010 010 5025.

13. Governing Law and Jurisdiction

13.1 This agreement is governed by the laws of the Republic of South Africa.

13.2 Any disputes arising from this agreement will be resolved under South African jurisdiction.

14. Notices and Communication

14.1 Notices to Tracom must be sent to the address provided in the Service Agreement.

14.2 Notices to the Customer will be sent to the address or email provided in the Service Agreement.

15. Force Majeure

15.1 Tracom is not liable for delays or failures caused by events beyond its reasonable control, including natural disasters, strikes, or regulatory changes.

16. Entire Agreement

16.1 These Terms and Conditions, along with the Service Agreement, constitute the entire agreement between Tracom and the Customer.

Acceptable and Fair Usage Policy

Fair Use Policy (FUP)

Purpose of the FUP. Your use of Tracom's services is subject to fair usage principles to ensure the efficient operation and management of our network for all customers. As our services are generally shared, it is necessary to maintain fair and equitable usage.

Application of Fair Usage Rules.

2.1 Tracom reserves the right to establish and communicate fair usage rules at any time.

2.2 These rules may include, but are not limited to, bandwidth and data storage limitations, which Tracom determines are necessary for the optimal functioning of services.

Non-Compliance with Fair Usage Rules.

3.1 Failure to comply with the fair usage rules may result in Tracom, at its sole discretion, restricting, suspending, or terminating your service.

3.2 Any such measures will be taken to preserve service quality and network efficiency.

Acceptable Use Policy (AUP)

Purpose of the AUP. The Acceptable Use Policy outlines the rules and standards applicable to the use of Tracom services. These rules are designed to ensure legal compliance and safeguard the integrity of our network and customers.

Agreement to the AUP. By using Tracom services, you agree to adhere to this Acceptable Use Policy. Failure to comply may result in service suspension or termination.

Unacceptable Use. The following are prohibited under this AUP:

• 3.1 Engaging in any criminal, illegal, or unlawful activities.
• 3.2 Any action that intentionally interferes with Tracom's ability to provide services or affects the rights of Tracom or any third party.
• 3.3 Violations of any agreements, policies, terms, or conditions associated with the use of Tracom services.
• 3.4 Use of services for sending unsolicited direct marketing communications in violation of applicable laws.

Reporting Unacceptable Use.

4.1 Instances of unacceptable use should be reported to abuse@tracom.tech.

4.2 Tracom will review and address reports in line with our policies and legal obligations.

Policy Updates. Tracom reserves the right to amend this AUP. Notification of updates will be communicated via prominent notices on our website or email, ensuring customers are informed of any changes.

For queries or further information regarding the Fair Use Policy or Acceptable Use Policy, please contact us at info@tracom.tech.

Subscriber Agreement

Definitions

Services: The term "Services" encompasses all services provided by the Provider, including but not limited to:

• Internet Services: Via fiber optic, wireless, or any other form of connectivity.
• Telephony Services: Hosted PABX, VoIP, handsets, call center solutions, and unified communications.
• Virtual Hosted Servers: Provision of cloud-hosted servers on Linux or Windows platforms.
• IP Infrastructure: Managed services related to internet protocol networks.
• Security Solutions: CCTV, access control, and other security system installations and their ongoing maintenance.
• Network Infrastructure: Installation, management, and support of Layer 1, 2, and 3 network infrastructure for businesses.
• Datacenter and IT Deployment Services: Including virtual server hosting, remote management, and office IT support.

Equipment: Refers to any hardware, modems, routers, access points, switches, or other devices supplied or installed by the Provider for the sole purpose of delivering the Services to the Subscriber.

Subscriber Premises: The physical location specified by the Subscriber where the Provider will install the necessary Equipment and Services.

Commencement Date: The date when the Services become active and operational at the Subscriber's Premises.

Acceptable Use Policy (AUP): The guidelines and restrictions governing the Subscriber's use of the Services, which may be updated from time to time by the Provider and is hereby incorporated into this Agreement.

Fair Use Policy (FUP): The Provider's policy governing acceptable usage of Services to ensure quality and availability for all Subscribers, especially in relation to data usage, bandwidth, and traffic volumes. Excessive or abusive usage as defined by the FUP may result in speed limitations, suspension, or termination of Services.

Service Level Agreement (SLA): Any document that outlines the specific performance and availability guarantees of the Services, including penalties or credits in the case of failure to meet said guarantees.

Subscription and Service Provision

Provision of Services: The Provider agrees to provide the Services outlined in the attached Service Order Form to the Subscriber. The Services are subject to availability, technical feasibility, and service coverage at the Subscriber's location. The Subscriber acknowledges that service availability is not guaranteed in all geographical areas.

Service Installation: The Provider will arrange for the installation of any necessary Equipment and will ensure that it is in proper working order upon installation. The Subscriber agrees to allow Provider's personnel access to the Premises during regular business hours, or as otherwise agreed upon, to facilitate installation, maintenance, repairs, and removal of Equipment as needed.

Commencement of Service: The Services will commence on the date specified in the Service Order Form, or on the day that installation is successfully completed and tested by the Provider's personnel. The Commencement Date will serve as the reference date for billing and the start of the initial term.

Subscriber Responsibilities:

• The Subscriber must ensure that the Premises are ready and suitable for installation, including ensuring access to power outlets and ensuring a conducive environment for network devices.
• The Subscriber is responsible for providing accurate and truthful information regarding their service requirements, including ensuring that the service ordered matches their needs.

Service Modifications: Any changes to the type or scope of Services, including upgrades or downgrades, must be requested in writing by the Subscriber and will be subject to the Provider's discretion and availability. Additional fees may apply for service modifications.

Payment Terms

Service Fees: The Subscriber agrees to pay the monthly subscription fee, installation charges, and any other applicable fees as specified in the attached Service Order Form. Fees are exclusive of VAT unless otherwise stated, and the Subscriber agrees to pay any applicable taxes.

Billing:

• Monthly Billing Cycle: Fees for the Services will be invoiced monthly in advance. The billing cycle will begin on the first day of the month following the Commencement Date.
• Prorated Billing: If the Services are activated on any day other than the first day of a billing cycle, the Provider will calculate the charges for that month on a prorated basis. The Subscriber will only be billed for the days of service provided in the partial month, with the full billing cycle beginning on the first day of the following month.
• Proforma Billing: For installation charges or certain services that require upfront payment, the Provider may issue a proforma invoice to the Subscriber. Payment of the proforma invoice is required before the installation or provisioning of such services. Services will not be activated until full payment of the proforma invoice is received.

Payment Due Date: Payment is due within 7 calendar days from the date of the invoice unless otherwise agreed upon in writing.

Payment Methods: Payments may be made via electronic funds transfer (EFT), credit card, debit order, or any other method accepted by the Provider. All payments must reference the correct invoice number for accurate processing.

Late Payments and Penalties: If the Subscriber fails to pay any amount due within 7 days of the invoice date, the Provider reserves the right to:

• Charge interest on overdue amounts at a rate of prime + 7% per month, calculated from the due date until payment is received.
• Suspend or terminate the Subscriber's access to the Services.
• Recover any legal fees or collection costs incurred due to non-payment.

Non-Payment: In cases where the Subscriber's account remains unpaid for more than 30 days, the Provider reserves the right to:

• Suspend or terminate the Services without further notice.
• Withhold any future services or reactivation of services until full payment is received, including any penalties, interest, and reconnection fees.
• Report the Subscriber's non-payment to credit bureaus, affecting their credit rating.
• Reject any service migration or porting requests from any vendors not part of Tracom Telecoms.
• Pursue legal action: The Provider reserves the right to initiate legal proceedings to recover any outstanding amounts due. The Subscriber will be liable for all costs incurred by the Provider in connection with such legal action, including but not limited to attorney's fees and court costs.

Fee Adjustments: The Provider reserves the right to adjust the fees for Services at any time, provided the Subscriber is given 30 days' notice in writing.

Equipment

Ownership of Equipment: Any Equipment provided by the Provider, such as routers, modems, servers, or other devices, remains the property of the Provider unless explicitly sold to the Subscriber. The Subscriber must use the Equipment in accordance with the Provider's instructions.

Care of Equipment:

• The Subscriber agrees to take reasonable care of the Equipment while it is in their possession and is responsible for protection against all external factors such as but not limited to power surges, water damage, and theft.
• The Subscriber must not tamper with, modify, or alter the Equipment in any way unless expressly authorized by the Provider.
• In the event of Equipment damage caused by the Subscriber's negligence or misuse, the Subscriber may be liable for repair or replacement costs.

Return of Equipment: Upon termination of the Services or this Agreement, the Subscriber is required to return all Provider-owned Equipment in good working order within 7 days. Failure to return the Equipment within this period may result in the Subscriber being billed for the full replacement cost.

Repairs and Maintenance: The Provider is responsible for routine maintenance and repair of the Equipment, but the Subscriber must immediately notify the Provider of any defects or malfunctions. The Provider will not be responsible for any loss or damage caused by the Subscriber's failure to report defects or malfunctions in a timely manner.

Insurance: The Subscriber is required to insure all equipment against any damages such as lightning or theft and remains responsible for the Equipment at all times.

Callout Fees: The Provider reserves the right to charge a Callout Fee for any technical assistance requested by the Subscriber outside of routine maintenance, repairs covered by warranty, or installation services. The callout fee is applicable if:

• The issue was caused by Subscriber negligence or misuse of the Equipment.
• The issue was found to be outside the Provider's responsibilities or scope of service.
• The Subscriber requests a site visit that is not related to service performance or is found to be unnecessary after investigation. The callout fee will be communicated to the Subscriber prior to the visit and must be paid in full within 7 days of invoicing.

Use of Services

Acceptable Use: The Subscriber agrees to use the Services only for lawful and proper purposes in compliance with all applicable laws, the Provider's Acceptable Use Policy (AUP), and the Fair Use Policy (FUP). The AUP and FUP are incorporated into this Agreement by reference and may be updated by the Provider from time to time.

Fair Use Policy (FUP): The Subscriber agrees to comply with the Provider's Fair Use Policy (FUP), which sets limits on data usage, bandwidth, and network resources to ensure a high-quality experience for all users. The FUP aims to prevent misuse or excessive consumption that negatively impacts the network and other Subscribers. The Provider reserves the right to:

• Temporarily reduce the speed of the Subscriber's service if usage exceeds a reasonable threshold.
• Prioritize traffic or restrict bandwidth if the Subscriber engages in excessive usage during peak times.
• Suspend or terminate the Subscriber's service if continued violation of the FUP occurs.

Prohibited Activities: The Subscriber agrees not to use the Services to:

• Attempt unauthorized access to any network or system.
• Engage in network abuse, including denial of service (DoS) attacks.
• Operate any server, relay, or commercial service without the Provider's express permission.
• Interfere with other users' enjoyment or use of the Services.

Security Measures: The Subscriber is responsible for implementing appropriate security measures for their network, devices, and accounts. The Provider will not be liable for any data breaches, unauthorized access, or damage to the Subscriber's data or devices unless caused by the Provider's negligence.

Service Suspension Due to Misuse: The Provider reserves the right to suspend or terminate Services without notice if the Subscriber is found to be engaging in any of the prohibited activities listed in this Agreement, the AUP, or the FUP. The Subscriber will remain liable for any fees due during the period of suspension.

Service Performance and Interruptions

Service Levels: The Provider will make every reasonable effort to provide Services in accordance with the performance levels specified in any Service Level Agreement (SLA) applicable to the Subscriber's service plan. In the absence of an SLA, no specific performance guarantees are provided.

Scheduled Maintenance: The Provider may schedule maintenance or upgrades to its network that may result in temporary service interruptions. The Provider will notify the Subscriber of such scheduled maintenance at least 24 hours in advance, where possible.

Unscheduled Interruptions: In the event of an unscheduled service outage due to technical issues, force majeure events, or third-party failures, the Provider will work to restore Services as quickly as possible. The Provider is not responsible for outages caused by events beyond its control.

Service Credits: If the Subscriber experiences prolonged service downtime due to a fault in the Provider's systems, the Subscriber may be eligible for a service credit under the terms of the applicable SLA. Service credits are the sole remedy for downtime and do not constitute a refund. In the absence of an SLA, no credits or refunds will be passed.

Term and Termination

Agreement Term: This Agreement will remain in effect as long as the Subscriber has active Services under any Service Order Forms with the Provider. The Agreement may not be cancelled before the completion or termination of all active Service Order Forms, except as otherwise allowed by their terms.

Automatic Renewal: Upon completion of the initial term of any Service Order Form, this Agreement will automatically renew on a month-to-month basis unless either party provides 60 days' written notice of termination prior to the end of the term.

Termination by Subscriber: The Subscriber may terminate this Agreement by providing 60 days' written notice to the Provider, but only after all Service Order Forms are either completed or cancelled according to their terms. Early termination of any Service Order Form may incur an early termination fee equal to 100% of the remaining contract value for that specific Service Order Form.

Termination by Provider: The Provider may terminate this Agreement immediately if the Subscriber:

• Fails to comply with the terms of this Agreement, the AUP, or the FUP.
• Engages in fraudulent activity.
• Fails to pay any amounts due for more than 30 days.

Effect of Termination: Upon termination of this Agreement:

• The Subscriber will return all Provider-owned Equipment in good working order within 7 days.
• The Subscriber will be liable for any fees incurred up to the date of termination.
• The Provider reserves the right to recover any costs associated with retrieving its Equipment or unpaid balances.

Survival: The obligations of the Subscriber under Sections 3 (Payment Terms), 4 (Equipment), and 8 (Limitation of Liability), as well as any indemnity obligations, shall survive the termination of this Agreement.

Limitation of Liability

Exclusion of Indirect Damages: The Provider shall not be liable for any indirect, incidental, special, or consequential damages, including loss of business, revenue, or profits, arising out of or in connection with this Agreement or the use of the Services.

Limitation of Direct Liability: The Provider shall not be liable for any direct damages, including but not limited to any loss of business, revenue, profits, data, or any other damages arising out of or in connection with the provision of Services, this Agreement, or the use of the Services. This includes any damages resulting from interruptions, delays, or the inability to use the Services for any reason.

No Warranties: Except as explicitly stated in this Agreement, the Services are provided on an "as is" and "as available" basis, without any warranties, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

Indemnification

Subscriber Indemnity: The Subscriber agrees to indemnify, defend, and hold harmless the Provider, its affiliates, officers, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses (including legal fees) arising from:

• The Subscriber's use of the Services.
• The Subscriber's breach of this Agreement, the AUP, or the FUP.
• Any activity or content that infringes upon third-party intellectual property rights, violates any law, or causes harm to any third party.

Force Majeure

The Provider will not be liable for delays or failure in performance due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes, labor disputes, government action, civil unrest, natural disasters, or failures of third-party providers. In the event of force majeure, both parties will make reasonable efforts to mitigate the impact of the event on service provision.

Dispute Resolution

Amicable Resolution: The parties agree to first attempt to resolve any disputes arising out of this Agreement amicably through good faith negotiations.

Arbitration: If the dispute cannot be resolved through negotiation, the parties agree to submit the dispute to binding arbitration in accordance with the rules of the Arbitration Foundation of Southern Africa (AFSA). The arbitrator's decision shall be final and binding.

Jurisdiction and Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa. The parties submit to the exclusive jurisdiction of the South African courts for any disputes not resolved through arbitration.

General Provisions

Entire Agreement: This Agreement, including any annexed Service Order Forms, Acceptable Use Policy, Fair Use Policy, and Service Level Agreement, constitutes the entire agreement between the parties and supersedes all prior understandings or agreements, whether written or oral, regarding the subject matter.

Amendments: This Agreement may only be amended by a written agreement signed by both parties.

Assignment: The Subscriber may not assign or transfer this Agreement or any rights or obligations hereunder without the prior written consent of the Provider.

Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Notices: All notices under this Agreement must be in writing and will be deemed delivered when sent by email, registered post, or courier to the addresses specified by the parties.