This page tells the client (You) the terms and conditions on which Owens Media Tech (Pty) Ltd hereafter called OMT supply the Digi-Mags platform (Digi-Mags) as listed on our website www.digimags.co.za to You. You should understand that by ordering the Digi-Mags service, you agree to be bound by these terms and conditions.
1. INFORMATION ABOUT US
1.1. Digi-Mags (www.digimags.co.za) is a service operated by which Owens Media Tech (Pty) Ltd.
1.2. OMT are registered in South Africa registration number 2023/800347/07 and with our registered office at: Network Space Corporate Office Park 66, 269 Von Willich Street, Centurion, 0157
1.3. Our VAT number is 4060315373
2. YOUR STATUS
2.1. By placing an order with us, You warrant that you are legally capable of entering into binding contracts on behalf of your business.
3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
3.1. All orders for Digi-Mags will be subject to acceptance in accordance with these terms and conditions.
3.2. Your order constitutes an offer to us to buy a service. All orders are subject to acceptance by us, and OMT will confirm such acceptance to You by sending you an email to confirm acceptance of your order (the Subscription Confirmation). The contract between us (Contract) will only be formed when OMT send you the Subscription Confirmation.
3.3. The Contract will relate only to the service OMT have confirmed in the Subscription Confirmation.
4. SERVICES PROVIDED
4.1. Digi-Mags is a digital publishing platform containing media content from local and international publishers of magazines. OMT reserve the right to add new media content and withdraw existing content without prior notice to You.
4.2. Digi-Mags is supplied to the venue via an internet browser including Chrome, Firefox, Safari, Internet Explorer and Microsoft Edge.
4.3. The Digital Media Platform is restricted to the venues static IP address or GPS location so we can identify your business and content can only be accessed while guests are connected to the venues Wi-Fi on the same IP address or 4G connection if secured by GPS.
4.4. The Digi-Mags appearance can be customised to the venues branding and includes banners and promotional areas for the venue to use as indicated in the Artwork Guidelines.
5. PRICE AND PAYMENT
5.1. The price and payment terms of Digi-Mags will be as indicated to You in the quote proposal or Subscription Confirmation.
5.2. All prices quoted are exclusive of VAT unless otherwise specified.
5.3. OMT retain the right to withhold service of Digi-Mags should any payment or portion of payment thereof outstanding not be received.
5.4. Payment may be made in advance by credit/debit card or Debit Order.
5.5. In the event of late payment, OMT reserve the right to charge interest on any outstanding sums.
5.6. In the event of either party breaching any obligation under this agreement and the aggrieved party deeming it necessary to engage the services of a registered debt collector to recover any payments which may be due or payable, the infringing party shall be liable for:
5.6.1. Tracing agent fees (if required);
5.6.2. Fees, disbursements and expenses to which the debt collector is entitled in terms of the Debt Collectors Act;
5.6.3. Collection Commission in the amount of 10% on each instalment paid to the debt collector or paid directly to the aggrieved party following handover of the matter to the debt collector, provided that the collection commission charged shall not exceed the statutorily prescribed maximum amount.
5.6.4. The attorney’s costs on an attorney and own client scale;
5.7. The aggrieved party’s attorney or debt collector (as the case may be) shall on receiving a payment from the infringing party, have the right to allocate such payment firstly towards disbursements incurred by the attorney or debt collector, secondly towards fees to which the attorney or debt collector is legally entitled, thirdly towards interest due to the aggrieved party and finally towards the capital amount due to the aggrieved party.
6. SUBSCRIPTION PERIOD
6.1. Digi-Mags Standard a minimum 60-day period.
6.2 Digi-Mags Custom and Custom Pro a minimum 12-month period.
6.3 The subscription period will commence from the date of service delivery and be charged on a pro-rata basis for any part-month.
6.4. OMT reserve the right to reasonably amend the terms and conditions of this contract with particular reference to any increases in the price and will provide You with a minimum of 30-days’ notice of their intention to do so.
7. RENEWALS
7.1. Digi-Mags Standard constitutes a 30-day rolling agreement and in the absence of any express notice from You to terminate the contract in accordance with our cancellation policy your subscription will roll continuously.
7.2 Digi-Mags Custom and Custom Pro, constitutes a 12-month rolling agreement and in the absence of any express notice from You to terminate the contract in accordance with our cancellation policy your subscription will roll continuously.
8. CANCELLATION
8.1 Digi-Mags Standard shall endure for an initial period of 60 days, in the absence of any express notice from You to terminate it shall automatically renew on monthly basis.
8.2 Digi-Mags Custom and Custom Pro shall endure for an initial period of 12 (twelve) months, in the absence of any express notice from You to terminate this contract, it shall automatically renew for a further period of 12 (twelve) months. You may cancel this contract by providing OMT with written notification of your intention to do so, which notification must be received by OMT 1 (one) month prior to the expiration of this contract failing which this contract shall renew as aforesaid.
8.3 Should the customer cancel this contract prior to the completion of the initial 12-month period or the renewal 12-month period, the customer undertakes to pay OMT in respect of the balance of the subscription and OMT hereby tenders delivery of the magazines.
8.4. You may not assign or sub-contract any of your rights or obligations under this contract to any third parties unless expressly agreed in writing by OMT.
9. DELIVERY
9.1. Digi-Mags will be activated to your business and restricted to either the static IP address or the GPS co-ordinates of your business.
9.2. If you are ordering Digi-Mags for multiple venues, then a separate static IP address or GPS co-ordinates are required for each location.
101. RETENTION OF TITLE
10.1. You expressly agree that until You have paid in full for Digi-Mags comprised in this or any other agreement with OMT, the service remains the property of OMT. Should outstanding payments for goods not be forthcoming, You undertake to pay all costs OMT incur in the collection of any such sums due, including legal costs.
11. VARIATION OF CONTRACT AND SUBSTITUTIONS
11.1. OMT reserve the right to change the selection of magazines from time to time and without prior notice to you.
12. OUR LIABILITY
12.1. OMT has no control over the publishers of the magazines and any other media content offered on Digi-Mags and cannot be held responsible if publishers of the content change publication dates, change publishing frequency, suspend submission of content or decide not to supply their content.
12.2. OMT undertakes to ensure that Digi-Mags is always operational but cannot be held responsible if it is necessary to suspend the service for limited period while updates and improvements are implemented and technical issues re-solved.
12.3. OMT shall not be liable to You or be deemed in breach of this agreement by reason of any delay in performing, or any failure to perform any of OMT’s obligations under this Contract, if the delay or failure was due to any cause beyond OMT’s reasonable control. This may include any act of god; legislation; war; fire; flood; drought; inadequacy or unsuitability of any instructions, electronic file or other data or materials supplied by You; failure of power supply; lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute; or owing to any inability to procure materials required for the performance of the agreement.
12.4. OMT shall not be liable to You by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of this contract or any further agreement, for loss of profit or for any indirect, special or consequential loss or damage, costs, expenses or other claims for compensation whatsoever (whether caused by OMT’s negligence or negligence by OMT’s employees or agents or otherwise) which arise out of or in connection with the supply of Digi-Mags.
12.5. OMT reserve the right to refuse to enter an agreement with any business, without providing reasons for this refusal.
12.6. OMT’s aggregate liability in connection with this contract or any further agreement (whether in contract, tort or otherwise) for loss or damage shall not exceed the price of the subscription in respect of one incident or a series of incidents, except as expressly provided in these Terms.
13. CONFIDENTIALITY, DATA PROTECTION AND INDEMNIFICATION
13.1. OMT undertake to You that OMT shall use all reasonable endeavours to prevent its employees and contractors divulging or communicating to any person, except as may be required by law or any other legal or regulatory authority, any confidential information about You which may come to OMT’s knowledge.
13.2. OMT are committed to protecting Your privacy. OMT will take all reasonable precautions to keep the information You provide it with, secure and only use the information to provide the Services and Goods lawfully.
13.3. You agree to indemnify and hold OMT harmless from any claim, demand, or damage due to or arising out of your subscription or conduct on the Site and any data loss that may occur for any reason what so ever.
14. INTELLECTUAL PROPERTY
14.1. You understand that the Publisher of any media content on Digi-Mags shall be and remain the sole proprietor (or licensee) of all intellectual property rights, including copyrights, trademarks, trade names, and all other rights in connection media supplied with Digi-Mags and any other rights arising hereunder shall accrue to the Publisher.
14.2. You understand that you may not reproduce, copy or distribute other than via the Digi-Mags Platform service any content contained within the Digi-Mags Platform library and OMT may suspend the service with immediate effect if it is proven that such a transgression has occurred.
14.3. Digi-Mags is a registered trademark and all intellectual property rights, including but not limited to copyright, trademarks and trade names are licensed in South Africa exclusively to Owens Media Tech (Pty) Ltd
15. WRITTEN COMMUNICATIONS
15.1. Applicable laws require that some of the information or communications OMT acknowledge that all contracts, notices, information and other communications that OMT provide to You electronically comply with any legal requirement that such communications be in writing. This condition does not affect our statutory rights.
15.2. All notices given by You to us must be given to Owens Media Tech (Pty) Ltd at Network Space Corporate Office Park 66, 269 Von Willich Street, 0157, Centurion OR info@owensmediatech.co.za. OMT may give notice to You at the e-mail address, postal address or physical address which you provide to us when placing an order, or in any of the ways specified in clause 16.
16. TRANSFER OF RIGHTS AND OBLIGATIONS
16.1. The Contract is binding on You and OMT and on our respective successors and assigns.
16.2. You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
16.3. OMT may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
17. WAIVER
17.1. If OMT fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if OMT fail to exercise any of the rights or remedies to which OMT are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve You from compliance with such obligations.
17.2. A waiver by OMT of any default shall not constitute a waiver of any subsequent default.
17.3. No waiver by OMT of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to You in writing in accordance with clause 15.
18. SEVERABILITY
18.1. If any of these terms and Conditions or any provisions of a Contract are determined by any competent authority to be in-valid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
19. ENTIRE AGREEMENT
19.1. These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
19.2. OMT and You each acknowledge that, in entering into a Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.
19.3. Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party’s only remedy shall be for breach of contract as provided in these terms and conditions.
20. OUR RIGHT TO VARY THESE TERMS AND CONDITIONS
20.1. OMT have the right to revise and amend these terms and conditions from time to time.
20.2. You will be subject to the policies and terms and conditions in force at the time that you order the Digi-Mags platform from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority, or if OMT notify You of the change to those policies or these terms and conditions before OMT send You the Acceptance Confirmation.
21. LAW & JURISDICTION
21.1. These Terms & Conditions are subject to South African Law and You consent to the exclusive jurisdiction of the South African courts in all matters regarding this contract or any further agreement.
