Version number: 2009-02-02
Welcome to the Web site operated by Aphazone (Pty) Ltd Trading As Bike and Saddle. We
maintain this Web site as a service to its visitors. By using this Web site,
Please review the following terms carefully. If you do not agree to these
terms, you have no right from Aphazone (Pty) Ltd Trading As Bike and Saddle to
obtain information from or otherwise use this Web site. Failure to use this Web
civil and criminal penalties.
("Agreement") with respect to this Web site (the "Site").
This Agreement constitutes the entire and only agreement between us and you,
and supersedes all prior or contemporaneous agreements, representations,
warranties and understandings with respect to the Site, the content and computer
programs provided by or through the Site, and the subject matter of this
Agreement. This Agreement may be amended at any time by us from time to time
without specific notice to you. The latest Agreement will be posted on the
Site, and you should review this Agreement prior to each use of the Site.
The content, organization, graphics, design, compilation, magnetic translation,
digital conversion and other matters related to the Site are protected under
applicable copyrights, trademarks and other proprietary (including but not
limited to intellectual property) rights. The copying, redistribution, use or
publication by you of any such matters or any part of the Site, except as
allowed under "Limited Right to Use" below, is strictly prohibited. You
do not acquire ownership rights to any content, document or other materials
viewed through the Site. The posting by Aphazone (Pty) Ltd Trading As Bike and
Saddle of information or materials on the Site does not constitute a waiver of
any right in such information and materials.
Copyright and Service Mark Information:
Copyright © Aphazone (Pty) Ltd Trading As Bike and Saddle, Ltd., 2008, all
rights reserved. "Aphazone (Pty) Ltd Trading As Bike and Saddle" and
associated logos are protected service marks of their rightful owners in the United States, South Africa and other countries. Right of use has been obtained. All other trademarks are the property of their respective owners.
Limited Right to Use:
The viewing, printing or downloading of any content, video, audio, graphic,
form or document from the Site grants you only a revocable, nonexclusive license
for use solely by you for personal, noncommercial purposes limited to the use
as is reasonably required to view and listen to the content and navigate
through the pages and links generally available to the public using a standard
Internet browser and standard media player, and not for republication,
distribution, assignment, sublicense, sale, preparation of derivative works or
other use. No part of any content, graphic, form or document may be reproduced
in any form or incorporated into any information retrieval system, electronic
or mechanical, other than for your personal, noncommercial use (but not for
resale or redistribution).
Editing, Deleting and Modification:
We reserve the right in our sole discretion to change, edit or delete any
documents, information or other content appearing on the Site.
You agree to indemnify, defend and hold Aphazone (Pty) Ltd Trading As Bike and
Saddle and their respective directors, officers, shareholders, employees,
agents, attorneys, advertisers, and publishers (collectively, "Our
Affiliated Parties") harmless from any liability, loss, claim or expense,
including reasonable attorneys' fees, related to your use of the Site or
violation of this Agreement.
Your right to use the Site is not transferable. Any password or right given to
you to obtain information or documents from the Site is not transferable.
Links to Other Web Sites:
The Site may now, or hereafter from time to time, contain links to third-party
Web sites. We do not control, investigate, monitor or check such Web sites, we
are not responsible for the computer programs available from, content in or
opinions expressed at such Web sites, and we do not investigate, monitor or
check. We provide such third-party links only as a convenience to visitors of
the Site, and the inclusion of a link does not imply approval or endorsement of
the linked site by us. If you decide to leave the Site and access any
third-party Web site, you do so at your own risk.
The Site may now, or hereafter from time to time, contain certain statements or
information with respect to (i) the projection of revenues, income, earnings
per share, capital expenditures, dividends, capital structure, or other
financial items relating to us; (ii) our plans, objectives and/or projections
for future operations, including those relating to our products or services;
(iii) our future economic performance; and (iv) other projections, estimates or
forward-looking statements relating to us. All such statements and information
are forward-looking statements within the meanings of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Such forward-looking statements are based upon, or
will be based upon, our judgment with respect to future events and are subject
to a number of uncertainties and risks that could cause actual results or
circumstances to differ materially from those expressed in the forward-looking
statements. For further detail and information concerning such risks and
uncertainties, please consult our reports and other documents and information
now and hereafter on file with the Securities and Exchange Commission.
Information and Press Releases:
The Site contains interviews, discussions, press releases and other information
(collectively, "Information") about us, our business and our
services, including links to third-party websites that contain such
Information, which are being provided as a convenience to visitors of the Site.
While all Information prepared by Aphazone (Pty) Ltd Trading As Bike and Saddle
was believed to be accurate as of the date prepared, we disclaim any duty or
obligation to update any Information. Statements concerning companies other
than Aphazone (Pty) Ltd Trading As Bike and Saddle that are contained in any
such Information should not be relied upon as being provided or endorsed by us.
The opinions expressed in any Information, including by employees and agents of
Aphazone (Pty) Ltd Trading As Bike and Saddle, are solely those of the
author(s) and do not necessarily reflect those of Aphazone (Pty) Ltd Trading As
Bike and Saddle. With respect to Information, contained in links to third-party
websites, please refer to "Links to other Websites" above.
Except where expressly provided otherwise by us, all comments, feedback, information,
or materials that you submit through or in association with the Site shall be
considered non-confidential. By submitting such comments, feedback,
information, or materials to us:
i. You represent and warrant that Aphazone (Pty) Ltd Trading As Bike and Saddle's
use of your submission does not and will not breach any agreement, violate any
law, or infringe any third party's rights;
ii. You represent and warrant that you have all rights to enter into this
iii. Aphazone (Pty) Ltd Trading As Bike and Saddle is free to use in any manner
all or part of the content of any such communications on an unrestricted basis
without the obligation to notify, identify or compensate you or anyone else;
iv. You grant Aphazone (Pty) Ltd Trading As Bike and Saddle all necessary
rights, including a waiver of all privacy and moral rights, to use all
comments, feedback, information, or materials, in whole or in part, or as a
derivative work, without any duty by Aphazone (Pty) Ltd Trading As Bike and
Saddle to anyone whatsoever.
We do not accept unsolicited ideas, works, or other materials, and
you acknowledge that you are responsible for and bear all risk as to the use or
distribution of any such ideas, works, or materials.
Aphazone (Pty) Ltd Trading As Bike and Saddle expressly prohibits
the scraping of email addresses from any Aphazone (Pty) Ltd Trading As Bike and
Saddle Web site (including all areas of this Site - member and non-member) and
expressly opts out of receiving commercial electronic mail messages to Aphazone
(Pty) Ltd Trading As Bike and Saddle domain email addresses that were obtained
in violation of the foregoing or by use of automatic address-generation
The Site can be accessed from different locations around the world and may
contain references to Aphazone (Pty) Ltd Trading As Bike and Saddle services,
and programs that have not been announced where you are located. These references
do not imply that Aphazone (Pty) Ltd Trading As Bike and Saddle intends to
announce such products, services or programs where you are located. This
Agreement shall be treated as though it were executed and performed in
Washington, DC, and shall be governed by and construed in accordance with the
laws of the United States of America and of the State of Washington (without
regard to conflict of law principles). Any cause of action by you with respect
to the Site (and/or information, documents and other materials contained
therein) must be instituted within one (1) year after the cause of action arose
or be forever waived and barred. All actions shall be subject to the
limitations set forth under "Disclaimer" above. The language in this
Agreement shall be interpreted as to its fair meaning and not strictly for or
against you or us. Should any part of this Agreement be held invalid or
unenforceable, that portion shall be construed consistent with applicable law
and the remaining portions shall remain in full force and effect. To the extent
that anything in or associated with the Site is in conflict or inconsistent
with this Agreement, this Agreement shall take precedence. Our failure to
enforce any provision of this Agreement shall not be deemed a waiver of such
provision nor of the right to enforce such provision.
Further general terms relating to the use of this web site and the
provision of goods or services:
These Terms are the general terms of the relationship between Bike and Saddle
and you, the Customer. These Terms cover the use of this web site,
including any other marketing material of Bike and Saddle. By
visiting and using this web site, each Customer accepts and agrees to these
Terms. These Terms also cover any transactions (including any transaction
carried out electronically using a computer or network, or in person) where
Bike and Saddle provides to a Customer who receives Goods or Services.
The commercial terms of any transaction between Bike and Saddle and
Customer will be contained in an Order that will incorporate these Terms.
The Order will prevail if there is a conflict of meaning. Nothing
in these Terms obligates either party to enter into any Orders.
DEFINITIONS AND INTERPRETATION
Definitions. For purposes of the Agreement:
“Affiliate” means any parent company, subsidiaries, joint ventures, or other
companies under a common control;
"Agreement" means the agreement between Bike and Saddle and Customer,
consisting of these Terms and any Orders the parties enter into;
“Customer” or “you” means any person who visits this web site or concludes an
“ECT Act” means the Electronic Communications and Transactions Act 22 of 2002
of South Africa;
“Effective Date” means in respect of each Order, the effective date stipulated
in each Order, in the absence of which it will be the date the Order is
accepted by Bike and Saddle;
“EULA” means an end user license agreement;
“Fees” means the fees, charges, or purchase consideration that Customer will
pay to Bike and Saddle in respect of Goods and Services provided by Bike and
Saddle under Orders;
“Goods” means any goods Bike and Saddle provides to Customer, under Orders;
“Order” means a goods or services order agreed to and signed by both the
parties describing the specific Goods or Services to be provided by Bike and
Saddle to Customer;
“Services” means any services Bike and Saddle provides to Customer, under
“Service Levels” means the levels according to which Bike and Saddle will
provide each Service as agreed by the parties;
“Sign” means the handwritten signature or advanced electronic signature of the
duly authorised representative of a party;
“Signature Date” means the date of signature by the party signing last;
"Terms" means these terms, consisting of:
1. these customer relationship terms; and
2. any other relevant specific terms, policies,
disclaimers, rules and notices agreed between the parties, (including any that
may be applicable to a specific section or module of this web site or any
specific Goods or Services);
“Bike and Saddle” means the Bike and Saddle identified on this web site; and
“Writing” means any mode of reproducing information or data in physical form
and includes hard copy printouts, handwritten documents, fax transmissions, but
excludes information or data in electronic form.
Definitions in the Order. Words defined (or assigned a meaning) in the
Order will have that meaning in these Terms, unless the context clearly
Interpretation. A word defined or assigned a meaning in the Agreement
will start with a capital letter. All headings are inserted for reference
purposes only and must not affect the interpretation of the Agreement.
Whenever “including” or “include”, or “excluding” or “exclude”, together
with specific examples or items follow a term, they will not limit its ambit.
Terms other than those defined within the Agreement will be given their
plain English meaning. References to any enactment will be deemed to
include references to the enactment as re-enacted, amended, or extended from
time to time. A reference to a person includes a natural and juristic person
and a reference to either party includes the party’s successors or permitted
assigns. Unless otherwise stated in the Agreement, when any number of days
is prescribed in the Agreement the first day will be excluded and the last day
included. The rule of construction that an agreement must be interpreted
against the party responsible for its drafting or preparation does not apply.
GMT +2 will be used to calculate any times.
Conflict. If there is a conflict of meaning between these customer
relationship terms and any other relevant specific terms, policies,
disclaimers, rules and notices agreed between the parties, the specific terms
will prevail in respect of your use of the relevant section or module of the
web site or Goods or Services.
These Terms commence on acceptance and continue until terminated.
USE OF THIS WEB SITE
License to use this web site. Bike and Saddle grants each Customer a limited,
revocable license to use this web site subject to the Agreement. Any
person wishing to use this web site contrary to the Agreement must obtain Bike
and Saddle’s prior written consent.
Framing. No person, business, or web site may frame this web site or any
of the pages on this web site.
Linking. A Customer may link to the web site only by linking to the home
page [www.bikeandsaddle.com] of this web site. Bike and Saddle prohibits
the Customer from “deep linking” to any other pages in a manner that would
incorrectly suggest endorsement or support of the Customer by Bike and Saddle
or suggests theCustomer is the owner of any intellectual property belonging to
Bike and Saddle.
Spiders and Crawlers. No person, business, or web site may use any
technology (including spiders or crawlers) to search and gain any information
from this web site.
Bike and Saddle may modify, suspend, or discontinue providing this web site or
any Goods or Services (with or without notice) and will not be liable.
Passwords and Security. Only a registered Customer can make offers.
Each Customer is responsible for keeping their password secure.
Each Customer is solely responsible and liable for activities that occur
under their account. The Customer authorizes Bike and Saddle to act on any
instruction given under the Customer’s account, even if it transpires that
someone else has defrauded both Bike and Saddle and Customer, unless Customer
has notified Bike and Saddle prior to Bike and Saddle acting on a fraudulent
Customer accounts registered by bots or other automated methods are not
Each Customer must provide their full legal name, a valid email address, and
any other information requested in order to complete the registration process.
One person may only use each Customer’s login - Bike and Saddle does not permit
multiple people to share a login.
Deactivation or deletion by Customer. A Customer may not deactivate or delete
its Customer’s account, for any reason.
Invitation to do business. The marketing of the Goods or Services by Bike
and Saddle is merely an invitation to do business or for a Customer to make an
offer to procure Goods or Services. The parties only conclude a valid and
binding Order when Bike and Saddle accepts the offer made by the Customer.
Unless proven to the contrary, Bike and Saddle only accepts an offer
relating to Goods, when Bike and Saddle ships the Goods. If only part of
the Goods relating to an offer are shipped, Bike and Saddle only accepts that
portion of the offer. Unless proven to the contrary, Bike and Saddle only
accepts an offer relating to Services, when Bike and Saddle begins providing
the Services. Bike and Saddle may accept or reject any offer. If Bike and Saddle
does not accept any offer, then Bike and Saddle will refund any monies already
paid by Customer as stipulated in its cancellation policy published at .
Cancel. Bike and Saddle may cancel any Order at any time in its absolute
discretion. Bike and Saddle will refund any monies already paid by
Fees. Despite Bike and Saddle's best efforts, the stated Fees may be
incorrect. Bike and Saddle will confirm the Fees for any Goods or
Services when Bike and Saddle accepts the Customer’s offer.
Third party terms. If a third party supplies or delivers any Goods or
Services directly to you, third party terms or conditions may apply.
Customers are solely responsible to ensure they understand and agree to
Time and place. The parties conclude the agreement between them at the
time when a duly authorised representative of Bike and Saddle accepts the
relevant offer and at the place where Bike and Saddle has its head office.
Bike and Saddle does not need to communicate the acceptance of the offer
Orders. The Terms in effect at the time the Customer makes an offer will
govern the Order. Each Order will create a separate agreement. Despite that,
Bike and Saddle may consider the breach of any one Order to constitute a breach
of any or all Orders.
Stock availability. Bike and Saddle may not always have the Goods on which
Customers make offers in stock. Customers may cancel the offer or make another
offer on the part of the Goods that are in stock.
CAPACITY OF THE CUSTOMER
Each Customer represents and warrants that he or she (and any person who places
an Order on Bike and Saddle) is:
1. old enough under applicable law to enter into the
2. is legally capable of concluding any transaction;
3. possess the legal right, full power, and authority
to enter into the Agreement;
4. is authorised to use the password required for any
5. all information the Customer submits to the Bike and
Saddle on this web site is true, accurate, and correct.
If the Customer is younger than 21 years of age, the Customer warrants that the
Customer has the consent of its legal guardian to enter into the Agreement or
that the Customer has obtained legal status in another manner.
Sale. Bike and Saddle sells to the Customer who purchases the Goods on
the terms of the Agreement.
Countries. The Customer may only make offers for Goods for delivery to
the countries listed on the web site. If the Customer’s shipping or billing
address is not listed as a choice under the country category on the web site,
the Customer must not make an offer. Bike and Saddle is only able to sell
into the countries listed, and Bike and Saddle is only able to ship to those
Shipping and packing. Bike and Saddle will display all available shipping
options and charges before the Customers completes the Customer’s purchase.
Unless otherwise agreed in writing, Bike and Saddle will select the specific
mode of shipment of the Goods and the cost of shipment will be for the Customer’s
account. Bike and Saddle will pack the Goods in accordance with Bike and
Saddle's packaging specifications for the Goods and the cost of packaging will
be included in the Fees.
Time until dispatch. Once Bike and Saddle receives an offer, Bike and Saddle
will endeavour to dispatch the Goods as soon as reasonably practicable (which
may be longer than 30 calendar days) to the address specified in the offer.
Bike and Saddle will try to adhere to the estimated delivery dates but accepts
no liability for failing to do so. The Customer may not withdraw any
offer due to a delay in delivery.
Risk and ownership. All risk of loss or damage to the Goods will pass to
the Customer upon physical delivery of the Goods to the Customer’s delivery
address. Ownership in the Goods will only pass to the Customer upon the
payment in full of the Fees.
Bike and Saddle will provide the Services to the Customer at the Service
FEES AND PAYMENT
Due Dates. Payments must be made promptly on the Due Date, without any
deduction, set off or demand and free of exchange in the currency specified in
Manner of payment. The Customer must make payment in the manner specified
in the Order.
Late payments. The additional surcharges and penalties specified in the
Order will apply to any payment received after the Due Date to cover collection
fees and additional administration costs. The Customer must pay the surcharges
and penalties to Bike and Saddle on-demand. Bike and Saddle may withhold
or remove any Goods or halt the provision of any Services until theCustomer has
paid all amounts that are due.
Interest on overdue amounts. Any amount not paid by the Customer on the
Due Date will bear interest for the benefit of Bike and Saddle, from the Due
Date until the date the Customer pays it. The rate of interest will be
either 2% above the published prime overdraft rate of Bike and Saddle’s bankers
or 15%, whichever is higher. A letter signed by a general, branch or other bank
manager setting out their rate will be proof of the rate. Interest will be
payable on a claim for damages from when the damages were suffered.
Appropriation. Bike and Saddle may appropriate any payment received from
the Customer towards the satisfaction of any indebtedness of the Customer to
Bike and Saddle under the Agreement.
Withholding payment. The Customer may not withhold payment of any amount
due to Bike and Saddle for any reason.
Certificate. A certificate, signed by an accountant appointed by Bike and
Saddle, of the amount due by the Customer and the date on which it is payable
will be conclusive irrefutable proof of the correctness of the certificate’s
Tax. All fees exclude any tax (including value added tax and other taxes
levied in any jurisdiction), duty (including stamp duty), tariffs, rates,
levies and any other governmental charge or expense payable, which will be
payable where applicable by the Customer in addition to the fees.
Costs to implement. Unless otherwise stated, the parties will bear their
own costs to implement (or perform their obligations under) the Agreement.
Payment profile. The Customer and any signatory consent and agree that
Bike and Saddle may provide any registered credit bureau with information about
the payment of amounts.
Warranty. The Goods will be subject to any warranty indicated in the
description of the Goods appearing on the web site, the accompanying
documentation, packaging, or EULA. Please review those documents
carefully. The Customer will have the same rights against Bike and Saddle as
Bike and Saddle has against the supplier regards defects in the Goods, the
intention being that Bike and Saddle’s liability to the Customer will be
co-extensive with the right of recourse Bike and Saddle has against the supplier.
Bike and Saddle will provide a copy of any warranty on request. To
the extent legally possible, Bike and Saddle assigns to the Customer the
benefit of any supplier warranties that a supplier may give to Bike and Saddle
regards the Goods. The Customer may not waive any of Bike and Saddle's
common law rights against the supplier.
Sales representatives. No sales representatives of Bike and Saddle has
the authority to bind Bike and Saddle and no representation, warranty or any
other statements made or given by any sales representative of Bike and Saddle
will be binding on Bike and Saddle, unless given in Writing and Signed by a
duly authorised representative of Bike and Saddle.
Please note that intellectual property laws protect all software. Software
is licensed, not sold, to the Customer. Unless agreed otherwise, the
license for any software is contained in the EULA. The Customer will be
required to agree to the EULA prior to use of the software. The applicable
EULA, which takes precedence, governs the use of the software. If the
Customer does not agree to the EULA, the Customer must return the software in
accordance with the Return Policy
[http://www.bikeandsaddle.com/pages/return_policy] for a refund of the Fees. If
the Customer uses the software (or takes any other action that is described in
the packaging or software as constituting the Customer’s consent to the EULA),
then the Customer agrees to the EULA and may not be eligible for a refund or
return of the software, unless otherwise allowed in the documentation
accompanying the software or applicable law.
RESALE AND EXPORTS
If a Customer wishes to resell or export any Goods, the Customer must obtain
all required consent or licences under all applicable laws and regulations,
including the Export Administration Regulations of the United States of America
that may affect or regulate such resale or export.
Ownership. Except as provided to the contrary in the Agreement, all
right, title, interest, and ownership (including all rights under all
copyright, patent, and other intellectual property laws) in, to or of this web
site are the sole property of or will vest in Bike and Saddle or a third party
licensor. All moral rights are reserved.
Trademarks. Bike and Saddle’s logo and sub-logos, marks, and trade names
are the trademarks of the rightful owners and no person may use them without
permission. Any other trademark or trade name that may appear on this web site
or other marketing material of Bike and Saddle is the property of its
Restrictions. Except as expressly permitted under the Agreement, this web
site may not be:
1. modified, distributed, or used to make derivative
2. rented, leased, loaned, sold or assigned;
3. decompiled, reverse engineered, or copied; or
4. reproduced, transferred, or distributed.
Prosecution. All violations of proprietary rights or the Agreement will
be prosecuted to the fullest extent permissible under applicable law.
DISCLAIMER OF WARRANTIES
Disclaimer. Use of this web site is at the sole responsibility and risk
of each Customer. This web site is provided on an “as is” and “as available”
basis. Except for the warranties given in the Agreement, Bike and Saddle
expressly disclaims all representations, warranties, or conditions of any kind,
whether express or implied, including:
1. any implied warranties or conditions of satisfactory
quality, no latent defects, merchantability, fitness for a particular purpose,
accuracy, system integration, quiet enjoyment, title, and non-infringement; or
2. any warranties regards third party software.
Bike and Saddle does not warrant that this web site will meet the requirements
of any Customer or be uninterrupted, be legally effective or complete, timely, secure,
error-free or free from infection by malicious software. Each Customer
should keep up-to-date security software on the systems used to access this web
Exclusion of liability. Despite any warranty given by Bike and Saddle, Bike and
Saddle will not be liable regards any defect arising from:
1. fair wear and tear, wilful damage, negligence,
abnormal working conditions, failure to follow its instructions (whether oral
or in writing), misuse, or alteration or repair of the Goods without Bike and
Saddle’s express prior approval;
2. attachments, features or devices used on the Goods
that are not supplied or approved in writing by Bike and Saddle;
3. the use of any version other than the current
version of the correct operating system software.
Each Customer agrees to indemnify, defend, and hold harmless Bike and Saddle
(and its subsidiaries, Affiliates, officers, agents, co-branders or other
partners, and employees) from and against any claim, demand, loss, damage,
cost, or liability (including reasonable attorneys' fees) arising out of or
relating to its use of this web site.
LIMITATION OF LIABILITY
Correcting faults. Bike and Saddle will correct any fault in this web
site where possible and as soon as reasonably practical and this is its entire
liability regarding any fault in the web site. If this clause is held
inapplicable or unenforceable, then the following clause will apply.
Direct damages limited. To the extent permitted by applicable law, regardless
of the form (whether in contract, tort, or any other legal theory) in which any
legal action may be brought, Bike and Saddle’s maximum liability to a Customer
for direct damages for anything giving rise to any legal action will be an
amount equal to the total fees already paid by the Customer to Bike and Saddle
for the Goods or Services related to the claim. The aggregate amounts for all
claims will not be greater than the maximum amount.
Indirect damages excluded. To the extent permitted by applicable law, in
no event will Bike and Saddle (or its personnel) be liable for any indirect,
incidental, special or consequential damages or losses (whether foreseeable or
unforeseeable) of any kind (including loss of profits, loss of goodwill,
damages relating to lost or damaged data or software, loss of use, damages
relating to downtime or costs of substitute products) arising from the
Other web site, goods, or services. Bike and Saddle is not liable for any other
web site, goods, or service provided by any third party.
Discontinuing of this web site, the goods, or services. The Agreement
will automatically terminate if Bike and Saddle discontinues this web site,
Goods or Services.
Breach. If a Customer:
1. commits a breach of the Agreement;
2. repeatedly infringes the copyrights or other rights
3. fails to pay any amount due and fails to remedy the
breach within 2 calendar days of having been called on in writing to do so;
4. effects or attempts to effect a compromise or composition
with its creditors; or
5. is provisionally or finally liquidated or placed
under judicial management;
The Customer agrees that Bike and Saddle may, to the extent permitted by
applicable law and without prejudice to its rights in the Agreement or in law,
deactivate or delete the Customer’s account, terminate access to or use of the
web site, claim specific performance of the Agreement, or cancel the Agreement
immediately on written notice and claim damages from the Customer (including,
any claim for any Fees already due).
Effects of termination. On the deactivation or deletion of a Customer’s
account, the Agreement will terminate and access rights will immediately cease
to exist. On termination, cancellation or expiry of any Order all amounts
due to Bike and Saddle for Services rendered or Goods ordered prior to
termination will become due and payable even if Bike and Saddle has not
invoiced them. The Customer may not withhold the amounts for any reason, unless
the arbitrator directs otherwise. The termination, cancellation, or expiry of
an Order will not affect the enforceability of the terms that are intended to
operate after expiry or termination.
Forum. Any claims by Bike and Saddle against a Customer for injunctive or
equitable relief or regarding intellectual property rights may be brought in
any competent court without the posting of a bond. The parties will, in
the first instance, refer any other dispute arising between Bike and Saddle and
a Customer to the Customer Relationship Department of Bike and Saddle, which
will use its best endeavours to resolve the dispute. If the parties are
unable to resolve a dispute, the dispute will be finally resolved by expedited
arbitration in accordance with the dispute resolution procedures and rules
[http://www.arbitration.co.za/Pages/docs/expedited_rules.pdf] of the
Arbitration Foundation of Southern Africa in the city where Bike and Saddle has
its head office in English.
Statute of limitations. Any claim or cause of action by a Customer
arising out of or related to the Agreement must (regardless of any statute or
law to the contrary) be filed within 12 calendar months after the claim or
cause of action arose or be forever barred.
Collection proceedings. Bike and Saddle retains the right to institute
collection proceedings in a court of law of competent jurisdiction for matters
involving outstanding payment.
NOTICES AND DOMICILE
Notices. All notices, authorisations, disclosures, acknowledgements, and
requests must be sent by hand, prepaid registered post, courier, facsimile, or
electronic mail to the addresses and numbers provided on this web site.
By providing contact information, each party consents to its use for
administering the relationship by the other party and other third parties that
help a party administer the relationship.
Domicile. Each party chooses its addresses and numbers provided on this
web site as its domicilium citandi et executandi (its domicile for being served
summons and execution levied) for all purposes.
Change of addresses and numbers. Each party may change the addresses and
numbers provided on this web site.
Deemed Delivery. Notice will be deemed delivered on the date shown on the
by hand, prepaid registered post, courier, facsimile or electronic mail
confirmation of delivery.
Notice actually received. If a notice is actually received by a party,
adequate notice will have been given.
CIRCUMSTANCES BEYOND CONTROL
No party will be responsible for any breach of the Agreement caused by
circumstances beyond its control, including any breakdown or failure of power
supply, the Internet, any telecommunications systems, or any computer hardware
CESSION AND ASSIGNMENT
No Customer may delegate its duties under the Agreement or assign its rights
under the Agreement, in whole or in part. Bike and Saddle may assign the
Agreement to any successor or purchaser of its business or some of its assets.
Entire Agreement. The Agreement constitutes the entire agreement between
the parties in respect of the subject matter of the Agreement.
Changes. The Agreement may be changed at any time by Bike and Saddle and
where this affects the rights and obligations of a Customer, Bike and Saddle
will notify the Customer of any changes by placing a notice in a prominent
place on this web site (or by email). If a Customer does not agree with
the change the Customer should stop using this web site. If a Customer
continues to use this web site following notification of a change to the
Agreement, the changed terms will apply to the Customer.
Fact related to web site. A certificate, signed by an administrator of
this web site, of any fact related to this web site (including the version of
the Terms that governs a particular Order or dispute and what content was
published or functionality was available on the web site at a specific point in
time) will be conclusive irrefutable proof of the correctness of the
Waiver. No granting of time or forbearance will be, or be deemed to be, a
waiver of the Agreement and no waiver of any breach will operate as a waiver of
any continuing or subsequent breach.
Severability. If any term is void, unenforceable, or illegal, the term
will be severed and the remainder of the Agreement will have full force and
effect, provided the severance does not alter the nature of the Agreement.
Governing Law and jurisdiction. The Agreement is governed by and must be
interpreted under the laws of the Republic of South Africa and the Customer
agrees to submit to the exclusive jurisdiction of the South African courts.
Right to reference. Each Customer consents to Bike and Saddle using its name in
any marketing or sales material.