Data4Every1 Standard Terms And Conditions

These Terms and Conditions (“Terms”) govern all services, software, subscriptions, and pay-per-use offerings provided by Data4Every1 (Pty) Ltd (“Data4Every1”) to any client (“Client”).

By placing an order or receiving services, the Client agrees to be bound by these Terms.

1. Application of Terms

1.1 These Terms apply to all Services provided by Data4Every1 unless expressly varied in writing.
1.2 Any Client terms and conditions shall be of no force or effect unless accepted in writing by Data4Every1.
1.3 Data4Every1 reserves the right to accept or reject any order at its sole discretion.

2. Orders and Acceptance

2.1 All orders are subject to acceptance by Data4Every1.
2.2 Acceptance may be conditional upon credit approval, contractual agreement, or execution of additional documentation where required.
2.3 No services shall commence unless payment and/or onboarding requirements have been satisfied.

3. Fees, Taxes and Exchange Rates

3.1 All Fees are exclusive of VAT, taxes, duties, levies, withholding taxes, or similar charges unless expressly stated otherwise.
3.2 The Client is solely responsible for all applicable taxes arising from the supply of Services.
3.3 Where pricing is impacted by foreign currency exposure or vendor pricing structures, Data4Every1 reserves the right to adjust Fees to reflect material fluctuations in exchange rates.
3.4 Such adjustments shall be applied reasonably.

4. Payment Terms

4.1 All invoices are payable upon presentation unless otherwise agreed in writing.
4.2 Failure to make payment on due date may result in suspension of Services without liability to Data4Every1.
4.3 The Client shall not be entitled to withhold or set-off payments for any reason whatsoever.

5. Software and Licensing

5.1 All software-related Fees (including licences, subscriptions, renewals, support, and implementation costs) are payable upon invoice.
5.2 No ownership or licence rights shall transfer to the Client until full payment has been received.
5.3 All usage rights are conditional upon ongoing compliance with payment obligations.

6. Software Subscriptions

6.1 Subscriptions are subject to a minimum term of twelve (12) months unless otherwise agreed in writing.
6.2 Subscriptions renew automatically unless cancelled in writing at least thirty (30) days prior to expiry.
6.3 Services may be suspended where payment is not received or the account is not in good standing.
6.4 Final billing may occur after termination due to vendor billing cycles, and the Client remains liable for all charges incurred.

7. Pay-Per-Use Services

7.1 Usage-based Services are billed based on actual consumption.
7.2 Increased usage will result in increased Fees payable by the Client.
7.3 Fees may be adjusted annually on 1 January by the greater of 5% or CPI as published by the relevant authority.
7.4 The Client will be given 30 (thirty) days’ notice of any such increase where reasonably practicable.
7.5 No refunds or credits shall be issued for usage-based Services.
7.6 Data4Every1 reserves the right to suspend Services for non-payment.

8. Services

8.1 Services shall be delivered in accordance with the agreed scope, order, or service schedule.
8.2 Any changes to scope, timelines, or Fees must be agreed in writing.
8.3 Work outside the agreed scope will be treated as additional billable Services.

9. Client Obligations

9.1 The Client shall provide all necessary cooperation, access, information, and approvals required for delivery of Services.
9.2 The Client is responsible for the accuracy and completeness of all data and instructions provided.
9.3 Data4Every1 shall not be liable for delays caused by the Client’s failure to meet obligations.

10. Indemnity

10.1 The Client indemnifies, defends, and holds harmless Data4Every1, its directors, employees, agents, and subcontractors against any claims, damages, losses, liabilities, costs, or expenses (including legal costs on an attorney-and-client scale) arising from:
(a) breach of these Terms;
(b) misuse of Services or software;
(c) Client data, instructions, or materials; or
(d) third-party claims arising from the Client’s use of Services.

11. Limitation of Liability

11.1 To the fullest extent permitted by law, Data4Every1 shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profit, revenue, data, or business opportunity.
11.2 Data4Every1’s total aggregate liability arising out of or in connection with the Services shall not exceed the total Fees paid by the Client in the three (3) months preceding the event giving rise to the claim.
11.3 Data4Every1 shall not be liable for any failure or delay caused by events beyond its reasonable control, including force majeure events, third-party service failures, vendor outages, or internet disruptions.

12. Suspension of Services

12.1 Data4Every1 may suspend Services immediately upon:
(a) non-payment of Fees;
(b) breach of these Terms; or
(c) risk to operational or legal compliance.

13. General

13.1 These Terms constitute the entire agreement between Data4Every1 and the Client in relation to Services.
13.2 No variation shall be valid unless agreed in writing by Data4Every1.
13.3 No waiver of any provision shall be effective unless in writing.
13.4 If any provision is held unenforceable, the remainder shall remain in full force and effect.