Terms and Conditions
Items in these Terms and Conditions that are of importance or that carry a level of risk for you are in bold. Please pay special attention to these clauses and make sure you understand them. If you don’t understand something please get us to explain it to you.
1 Definitions
1.1 “Acceptance Date” means the date on which you accepted the Agreement, by way of electronic medium, for example by clicking “I agree” on a web page or via your mobile phone;
1.2 “Activation Date” means the date on which ECD Connect will give you access to and/or enable you to use our Platform;
1.3 “Agreement” means the agreement concluded between you and ECD Connect which agreement will be exclusively governed by these general terms and conditions;
1.4 “Business Day” means Monday to Friday, but excludes Saturdays and a day which is an official public holiday in the Republic of South Africa;
1.5 “Business Hours” means the hours between 08h00 and 17h00 on a Business Day;
1.6 “Caregiver User” means a parent, guardian or caregiver of a child who is registered on the Platform to benefit from the Services;
1.7 “ECT Act” means the Electronic Communications and Transactions Act, 2002;
1.8 “ECD Connect”, “we”, “us” and “our” means; ECD Connect, a project of the DG MURRAY TRUST, a Trust registered in terms of the laws of the Republic of South Africa (with Trust number IT171/79 and which has its registered office at 1 Wodin Rd, Claremont, South Africa)
1.9 “ECD Connect Marks” means any trademarks, logos, brand names, trade names domain names or other names or marks of ECD Connect whether registered or not;
1.10 “Individual User” means a trainer or educator registered to use the Platform and Services;
1.11 “Intellectual Property Rights” means the copyright in any work in terms of the Copyright Act, No. 98 of 1978, and includes without limitation the right to reproduce that work, the rights in respect of a trade mark conferred by the Trade Marks Act, No. 194 of 1993, the rights in respect of a design conferred by the Designs Act, No. 195 of 1993, and the rights in respect of a patent conferred by the Patents Act, No. 57 of 1978 including any applications for the aforegoing and any names, licenses, know-how, trade secrets and data associated with the aforegoing;
1.12 “Juristic Person” means a company or close corporation and includes a body corporate, partnership, association or trust;
1.13 “Legal Notices Website” means www.myecdconnect.co.za
1.14 “Organisational User” means an affiliated organisation or franchisor registered to use the Platform and Services;
1.15 “Platform” means the ECD Connect platform available at www.ecdconnect.co.za
1.16 “POPIA” means the Protection of Personal Information Act of 2013 as amended or replaced from time to time;
1.17 “Privacy Policy” means our privacy policy available here [www.myecdconnect.co.za] which will govern how we process personal information obtained by us via the Platform or your use of the Services in terms of POPIA;
1.18 “Third Party Service Provider” means a third party who provides services to you via the Platform;
1.19 “Service” means the content, tools or services available to you on the Platform;
1.20 “Subscriber”, “you” means an Organisational User, an Individual User of any of the Platform or Service;
1.21 “Uncontrollable Event” means (including without limitation) any fire, flood, earthquake, elements of nature or acts of God, pandemics, acts of governmental authority, riots, civil disorders, rebellions or revolutions in any country or any other cause beyond the reasonable control of ECD Connect including the termination or suspension of a service or product provided by a third party, that may result in a delay or a failure to provide any Services or the Platform; and
1.22 “VAT” means Value Added Tax as provided for in the Value Added Tax Act, 1991. 2
2. Commencement, Duration, Termination
2.1 The Agreement will commence on the Acceptance Date and endure indefinitely until it is cancelled as provided for in this clause 2
2.2 ECD Connect may cancel the Agreement on the expiry of the reasonable notice period given to you to remedy a material breach and you have failed to remedy that breach within such reasonable period, or otherwise as provided for in the terms and conditions.
2.3 Notwithstanding the termination of the Agreement, in the event that you continue to use the Services despite the termination of the Agreement, this Agreement shall be deemed to continue to apply and we will be entitled to terminate the agreement at any time.
3 ECT Act
3.1 The consumer protection provisions of the ECT Act, apply to transactions and communications that are executed electronically by a natural person. It also does not apply to paper-based transactions, e.g. where you apply for a service or product by completing an agreement in writing.
4 Conditions of Access
4.1 ECD Connect will make the Platform available to you on the Activation Date.
4.2 ECD Connect will, where relevant, issue a user name to you prior to the Activation Date in order to enable you to gain access to and/or use the Platform. In such instances, you will not be able to access and/or use the Platform without a username and password.
4.3 You agree that:
4.3.1 you will use your username and password for your own personal use only;
4.3.2 you will not disclose your username and password to any other person for any reason whatsoever and that you will maintain the confidentiality thereof;
4.3.3 in the event that your password is compromised, you will immediately notify ECD Connect and change your password;
4.3.4 you, as the holder of the user name and activity linked to your ECD Connect account, irrespective of whether the Platform has been utilized or is being utilized by you or not and accordingly the activity on your ECD Connect account will be deemed to have arisen from (or related to) your access to and/or use of a Service on the Platform;
4.3.5 you will not, at any time, permit and/or initiate a simultaneous network log-in; and
4.3.6 you will not attempt to circumvent ECD Connect’s user authentication processes or engage in attempts to access ECD Connect’s network where not expressly authorised to do so.
4.3.7 Please Note: You may not obtain any certification by using the Platform or the Services. It is provided to enhance your personal development, understanding of early childhood development and understanding the running of a business and of your finances.
4.3.8 Prohibited Uses. Without prior authorisation, you must not electronically reproduce or forward any image contained within the Platform for any purpose unless ECD Connect has expressly informed you that you may share it. Images must not be posted on any social media site, website, forum or other online location. You may not use images in any way that violates the rights of individuals such as defamation, intrusion on privacy, misappropriation of likeness, or depiction in an unintended context. You may not use images in any way that violates civil and criminal laws such as those regulating pornography, obscenity, fraudulent schemes, counterfeiting, espionage, and aid to illicit activities.
5 Service Delivery, Service Availability
5.1 ECD Connect will use reasonable endeavours to make its Platform available to its users and to maintain the availability thereof for use by its users. However, we provide the Platform “as is” and “as available” and do not warrant or guarantee that the services will at all times be free of errors or interruptions, be always available, fit for any purpose, not infringe any third party rights, be secure and reliable, or will conform to your delivery timeline requirements.
5.2 ECD Connect will use its best endeavours to notify you in advance of any maintenance and repairs which may result in the unavailability of a Service, but can not always guarantee this.
6 Communication, Complaints Handling and Dispute Resolution
6.1 All communications will abide by our Privacy Policy and applicable law. You will always be entitled to notify us in writing that you do not wish to receive or continue to receive such communications, to preemptively block the receipt of such communications.
6.2 Complaints must be submitted to ECD Connect and will be dealt with by ECD Connect in accordance with the provisions of this clause 6.
6.3 Without prejudice to your rights in law, you are required, to first approach us with any complaint or dispute and afford us an opportunity to resolve a complaint before you approach any other relevant authority, court or other dispute resolution body or refer the matter to Arbitration as contemplated in clause 6.7 below.
6.4 Please direct all complaints to security@dgmt.co.za. Your complaint should include the following:
6.4.1 your name and surname;
6.4.2 the date on which the complaint arose; and
6.4.3 a brief description of what gave rise to the complaint.
6.5 You may approach any other relevant authority, court or dispute resolution body or refer the matter to Arbitration as set out in clause 6.7 below, for resolution of the dispute, should you not be satisfied with the proposed resolution of the dispute by ECD Connect.
6.6 Any dispute between the parties may be referred to arbitration and finally resolved in accordance with the rules of the Arbitration Foundation of Southern Africa. Such arbitration shall be held either in Cape Town and conducted in the English language before one arbitrator is appointed in accordance with the said rules. Any award will be final and not subject to appeal. This agreement to arbitrate shall be enforceable in, and judgment upon any award may be entered in any court of any country having appropriate jurisdiction. A dispute shall be deemed to have arisen when either party notifies the other party in writing to that effect.
6.7 The arbitrator shall have the power to give default judgment if any party fails to make submissions on the due date and/or fails to appear at the arbitration.
6.8 The provisions set out above shall not prevent either party from approaching any court of competent jurisdiction to obtain interim or other relief in cases of urgency.
7 Software
7.1 Any software and accompanying documentation we provide to you remains our property or that of our licensors. You will take all reasonable steps to protect such software or documentation from theft, loss or damage. You will be obliged to review and agree to the applicable end-user license agreement before installing or using the software or documentation. Unless otherwise provided in the applicable end-user license agreement, all end-user license agreements will terminate upon termination of the Agreement.
7.2 Organisations, affiliates and franchisors utilising the Platform will be able to white label the Platform with their own branding and offer the Services under their own name and style. Such services must be provided under the same terms and conditions as provided by ECD Connect to them. No commercial use is allowed. You will be able to customise the white label version free of charge but should you wish ECD Connect to host the white label solution for you a hosting fee will be payable as advised.
8 Security and Privacy
8.1 ECD Connect will be entitled to take whatever action ECD Connect may deem necessary and reasonable to preserve the security and reliability of its network and the Platform.
8.2 You may not utilize the Platform or any Service in any manner which may compromise the security of ECD Connect’s Platform.
8.3 ECD Connect will deal with your personal information in accordance with the provisions of our Privacy Policy which is available on our Legal Notices Website and in compliance with all relevant laws and as further detailed in this document.
9 POPIA
9.1 If you are accessing the Platform and Services as an Organisational User please view the consent and data processing notification form at Schedule 1;
9.2 If you are accessing the Platform and Services as an Individual User please view the consent and data processing notification form in Schedule 2;
9.3 If you are accessing the Platform and Services as a Caregiver User please view the consent and data processing notification form at Schedule 3.
10 Intellectual Property Rights
10.1 You agree to comply with all laws applicable to any Intellectual Property Rights in respect of any data, files and/or information accessed, retrieved or stored by you through your use of any of our Services or the Platform.
10.2 You are prohibited from using any ECD Connect Marks without the prior written approval of ECD Connect.
10.3 ECD Connect will wholly and exclusively retain all existing Intellectual Property Rights and become the exclusive and unencumbered owner of all intellectual property right(s) employed in the provision of any of the Services or via the Platform.
11 Breach
11.1 Subject to any other provisions set out in these terms and conditions and without prejudice to any of these provisions, should you be in breach of any provision of this Agreement, then ECD Connect shall be entitled, without prejudice to any other rights that it may have and to the extent required or permitted, as the case may be, by law, to forthwith:
11.1.1 afford you a reasonable opportunity to remedy the breach, taking into account the nature of the breach in question; or
11.1.2 suspend your access to a Service and/or the Platform; or
11.1.3 cancel all agreements concluded between us.
12 Indemnity
12.1 You hereby unconditionally and irrevocably indemnify ECD Connect and agree to indemnify and hold ECD Connect harmless against all loss, damages, claims, liability and/or costs, of whatsoever nature, howsoever and whensoever arising, suffered or incurred by ECD Connect as a result of any claim instituted against ECD Connect by a third party (other than you) as a result of (without limitation):
12.1.1 your use of our Platform or Services other than as allowed or prescribed in the Agreement;
12.1.2 any other cause whatsoever relating to the Agreement or the provision of the Platform or Services to you where you have acted wrongfully or failed to act when you had a duty to so act.
13 No representations, warranties or guarantees and Limitation of liability
13.1 Save to the extent otherwise provided for in this Agreement or where you are entitled to rely on or receive, by operation of law, any representations, warranties or guarantees, we do not make or provide any express or implied representations, warranties or guarantees regarding the availability, accuracy, reliability, timeliness, quality or security of the Platform or any Services.
13.2 Without limiting the generality of the provisions of clause 13.2, ECD Connect shall not be liable for and you will have no claim of whatsoever nature against ECD Connect as a result of –
13.2.1 the loss of or access to any usernames and passwords which you are required to safeguard and not allow unauthorised access on the understanding that we will be entitled to assume that you are the person so using or gaining access to the Platform or Services where your username and password is used;
13.2.2 any unavailability of, or interruption in the service due to an Uncontrolled Event;
13.2.3 any damage, loss, cost or claim which you may suffer or incur arising from any suspension or termination of the service/s for any reason contemplated in the Agreement.
13.3 In addition to and without prejudice to any other limitations of liability provided for in the Agreement and to the fullest extent permitted by applicable law, ECD Connect shall not be liable to you for any direct damages howsoever arising and neither party shall be liable to the other for any special, indirect, incidental, consequential or punitive damages arising out of or relating to this Agreement, whether resulting from negligence, breach or any other cause. To the extent that a competent court or tribunal or other competent dispute resolution body or authority finally determines, notwithstanding the exclusion contained in this clause, that ECD Connect is liable to you for any damages, ECD Connect’s liability to you for any damages however arising shall be limited to.
14. Cession and Delegation
You may not sell, cede, assign, delegate or in any other way alienate or dispose of any or all of your rights and obligations under and in terms of this Agreement without the prior written approval of ECD Connect. ECD Connect shall be entitled to sell, cede, assign, delegate, alienate, dispose or transfer any or all of its rights and obligations under and in terms of this Agreement to any of its affiliates or to any third party without your consent and without notice to you provided that you are not unduly prejudiced as a result. “Affiliates” for this purpose include ECD Connect’s holding company, the holding company(ies) of ECD Connect’s holding company (collectively “its holding companies”), its subsidiaries, subsidiaries of its holding companies and any other companies which are directly or indirectly controlled by ECD Connect or are under common control with ECD Connect.
15 Jurisdiction
You hereby consent to the jurisdiction of the Magistrate’s Court in the Republic of South Africa in respect of any proceedings that may be initiated by ECD Connect arising out of this Agreement, provided that ECD Connectshall be entitled, in its reasonable discretion, to institute such proceedings in the High Court of South Africa and, in such event, you consent to the jurisdiction of such court. The jurisdiction of the Small Claims Court is specifically excluded, as the parties agreed to follow the arbitration process set out in clause 6 above.
16 Amendment of this agreement
ECD Connect reserves the right to amend this agreement from time to time. Any new version of the Agreement will be displayed on our Platform together with the date on which it will become effective, which will never be less than 30 (thirty) days after the date on which it is first published. ECD Connect will notify you if any amendments have been made.
17 General
17.1 The parties acknowledge and agree that this Agreement constitutes the whole of the agreement between them and that no other agreements, guarantees, undertakings or representations, either verbal or in writing, relating to the subject matter of this Agreement not incorporated in this Agreement shall be binding on the parties. No variation or addition of this Agreement or the Application Form will be binding on any of the parties unless recorded in writing and signed by both parties.
17.2 ECD Connect is in terms of section 43 of the ECT Act required to make its contact details, its domicilia citandi et executandi and certain other information available to its Subscribers who enter into electronic transactions with ECD Connect. This information is available on our Legal Notices Website.
17.3 You agree that any notices we send to you in terms of any agreement concluded between us may be sent via e-mail unless otherwise prescribed by law.
17.4 No indulgence, leniency or extension of time which ECD Connect may grant or show to you shall in any way prejudice ECD Connect or preclude ECD Connect from exercising any of its rights in the future.
17.5 You warrant that as of the date of online application and registration, all the details furnished by you to ECD Connect are true and correct and that you will notify ECD Connect in the event of any change to such details.
17.6 All our terms and conditions can be accessed, stored, and reproduced electronically by you.
17.7 The physical address where ECD Connect will receive legal service of documents/ domicilium citandi et executandi is the following: 1 Wodin Rd, Claremont, South Africa
