Terms and Conditions

• 2.1 These Conditions set out the terms and conditions in terms of which Syfinity Solutions will provide the Services to the Customer and constitutes a binding agreement between Syfinity Solutions and the Customer as set out in clause 1 above.

• 2.2 Syfinity Solutions is entitled to amend these Conditions from time to time. The latest version of the Conditions will at all times be available on the Syfinity Solutions website (www.syfinity.com/terms).

  The Customer agrees that the version of the Conditions published on the website at the time of use of the Services and/or issuance of any Invoice shall apply and be binding.

  In the event of any conflict between a version of the Conditions provided to the Customer (including any attached or previously issued version) and the version published on the website, the version published on the website shall prevail.

  Continued use of the Services and/or payment of any Invoice constitutes acceptance of the latest version of the Conditions.

3.1 Syfinity provides services including:

• Website design and development
• Hosting and domain services
• Email services
• Access to software, systems, and applications
• Technical support
• Maintenance and updates

3.2 The scope of each service will be defined in a quotation or written communication.

3.3 Any work outside the agreed scope may be quoted separately.

4.1 The Customer accepts and agrees that these Conditions will become binding on it once Syfinity Solutions has agreed to provide the Customer with the Services.

4.2 These Conditions will continue to be binding on the Customer in respect of:

• website design services in terms of our monthly package offerings as noted on our website, for a minimum of at least a 24-month period, thereafter automatic renewal of such service; or
• webhosting and/or domain registration services, on a 12 monthly basis; or
• all other services, on a month to month basis; or until such time as the Services are cancelled in accordance with clause 13.

5.1 Website packages include upfront design, development, and setup work.

5.2 These costs are recovered over the agreed service period.

5.3 A minimum term applies to website packages, as specified in the quotation.

5.4 By accepting the service, the Customer agrees to the minimum term.

5.5 If the service is cancelled before the end of the minimum term:

• the remaining balance of the term will become due; or
• a reasonable cancellation fee equal to the outstanding value may be charged.

5.6 Licensed software, plugins, themes, templates, and development tools remain the property of Syfinity unless otherwise agreed in writing.

6.1 General

6.1.1 Syfinity Solutions will provide the Customer with a monthly Invoice on the Invoice Date.

6.1.2 Unless the Customer notifies Syfinity Solutions in writing (at accounts@syfinity.com) within 3 days of receipt of an Invoice to the contrary, the contents of such Invoice will be deemed to be correct and will not be disputable.

6.1.3 The Fees must be paid by the Customer in full, without deduction or set off and free of bank charges on the Invoice Date, unless agreed otherwise by Syfinity Solutions in writing or unless the Invoice has been submitted as a dispute in terms of clause 6.1.2.

6.1.4 Each Invoice issued by Syfinity Solutions is subject to these Conditions as published on the Syfinity Solutions website at the Invoice Date, and payment of such Invoice constitutes acceptance thereof.

6.2 Method of Payment

6.2.1 The Customer must pay all Fees by Electronic Funds Transfer (EFT) using their unique customer code as reference, as indicated on the Invoice. Payments made via EFT are automatically allocated to the oldest outstanding invoice on the account.

6.2.2 It is the sole responsibility of the Customer to ensure that all payments are made using the correct beneficiary reference as indicated on the Invoice. Failure to comply may result in an incorrect allocation of the payment which may cause service disruption as a result of the account being suspended due to non-payment.

6.2.3 The bank details of Syfinity Solutions WILL NOT change without an official notice published on the Syfinity Solutions website. Do not make payment into any account other than the details found on our invoice and we will provide confirmation when it does change.

6.2.4 Syfinity Solutions takes responsibility for all aspects relating to the transaction including sale of goods and services, customer service and support, and dispute resolution.

6.3 Unpaid Fees

6.3.1 Should the Customer fail to make payment of the Fees in terms of clause 6.1.3:

• interest on any unpaid and outstanding Fees will accrue on a monthly basis at a rate of 2% above Prime Rate until the Fees are paid in full;
• Syfinity Solutions will be entitled to cease supplying current Services to the Customer and/or refuse the supply of new services to the Customer until such time as it receives payment in full of the outstanding amounts (including any interest accrued thereon);
• for a period of more than 30 days from the Invoice Date, Syfinity Solutions may submit the outstanding Invoice/s to a collections agency/firm. In the event of the Invoice/s being handed over to an outside collection agency, any costs incurred by Syfinity Solutions in the collection process will be for the Customer’s account;
• Syfinity Solutions may place a “non-payment” page on the Customer’s domain (if website package or webhosting forms part of the Services) and the DNS of the

Customer’s domain will remain unchanged until such time as Syfinity Solutions receives payment in full of the outstanding amounts (including any interest accrued thereon);

• for a period of more than 30 days from the Invoice Date, Syfinity Solutions will cancel the website package to the Customer within 10 days of delivering to the Customer a written notice to that effect.

6.3.2 If your account has been suspended due to non-payment you are still liable for the Fees for the months the account is suspended. Should you wish to cancel the billing you will need to send a cancellation request to our accounts department at accounts@syfinity.com. Should you wish to reconnect cancelled services you will be charged a re-connection fee depending on the service package you are reconnecting to. The reconnect fee will need to be paid before Syfinity Solutions can reconnect your services.

6.4 Fee Increases

The Customer acknowledges and agrees to annual increases being applied to all services, such increase to be in line with the prevailing Consumer Price Index percentage at the time and to be automatically applied at the date of annual renewal of the service by issuing of the Customer’s invoice.

• 7A. Webhosting and Domain Registration

  7A.1 Domains and webhosting packages requested by the Customer will not be registered until payment has been received in full.

  7A.2 Syfinity Solutions offers domain registration and hosting as a reseller of said services, and accordingly:

  • Syfinity Solutions is only responsible to provide the Customer with support in relation to the service of the domain registration and hosting, not the management of said services as these services are provided by third parties.
  • Certain queries can only be resolved with the help of the original service provider and may be delayed due to this process.

  7A.3 Syfinity Solutions is not responsible for the security and management of the Customer’s hosted website, emails, FTP, and so forth. The Customer must consult an IT professional for any security management and setup of the services included in the hosting services offered by Syfinity Solutions.

  7A.4 Any data hosted by the Customer is not the responsibility of Syfinity Solutions.

     

  7B. Domain Transfer and Administrative Control

  7B.1 Notwithstanding that a domain name may be registered in the Client’s name, Syfinity shall retain administrative control of any domain registration facilitated by Syfinity until all outstanding amounts relating to such domain name and associated services are paid in full.

  7B.2 Syfinity reserves the right to withhold domain transfer requests during any period in which the Client’s account is in arrears.

  7B.3 This clause shall not override applicable registry regulations but governs the contractual relationship between Syfinity and the Client.

• 8.1 The Customer is responsible for maintaining the confidentiality of its password and other related sensitive information for its user account. In the event of a breach of security through the Customer’s account, the Customer will be liable for any unauthorized use of Syfinity Solutions Infrastructure and Services, including any damages resulting therefrom, until the Customer notifies Syfinity Solutions customer service of such a breach and Syfinity Solutions has been able to rectify the breach.

  8.2 If Syfinity Solutions assigns the Customer an Internet Protocol address in connection with its use of the Syfinity Solutions Infrastructure and/or Services, the ownership of and right to use that Internet Protocol address will remain with and belong only to Syfinity Solutions, and the Customer will have no right to use that Internet Protocol address except as allowed by Syfinity Solutions in its sole and absolute discretion.

9.1 General Limitations and Variations

The Customer acknowledges and agrees that:

9.1.1 Syfinity Solutions may establish limits in relation to the use of the Services and/or any other Syfinity Solutions service offered on any Syfinity Solutions website, including without limitation the maximum number of days that e-mail messages will be retained by any Syfinity Solutions service, the maximum number of e-mail messages that may be sent from or received by an account on any Syfinity Solutions service, the maximum size of an e-mail message that may be sent from or received by an account on any Syfinity Solutions service, the maximum disk space that will be allotted on Syfinity Solutions servers on behalf of the Customer (either cumulatively or for any particular service);

9.1.2 Syfinity Solutions has no responsibility for and/or is not liable for the deletion, corruption or failure to store any messages or other content maintained or transmitted by any Syfinity Solutions service;

 9.1.3 the features, parameters (for example, the amount of storage available to users) or existence of any Syfinity Solutions service may change at any time and Syfinity Solutions endeavours to notify the Customer if any such changes will affect it;

9.1.4 Syfinity Solutions reserves the right to select the server for the Customer’s website (if any) for best performance;

9.1.5 the Services provided by Syfinity Solutions are provided on a shared server and accordingly, one website cannot be permitted to overwhelm the server with heavy CPU usage (for example from the use of highly active CGI scripts or chat scripts). If the Customer’s website overwhelms the server and causes complaints from other users, the Customer must relocate its website. If the Customer refuses to comply with this clause 9.1.5, then Syfinity Solutions has the right to terminate the Services without refunding the unused portion of the Fees prepaid by the Customer.

9.2 Reliance on Third Parties

9.2.1 Whilst Syfinity Solutions operates the Syfinity Solutions Infrastructure, Syfinity Solutions hereby advises the Customer that Syfinity Solutions does not operate in isolation but relies on certain services and/or infrastructure which are provided by a number of third parties who provide separate but interrelated and connected services which, as a whole, allows the Syfinity Solutions Infrastructure to function. These third parties operate as independent service providers who are not necessarily contracted by Syfinity Solutions and the Customer accepts and acknowledges this fact.

9.2.2 Whilst Syfinity Solutions will use its best endeavours to ensure that the Services are operational at all times, Syfinity Solutions does not (and cannot) warrant that the Services will be operational on a 24 hour / 365 days per year basis. Accordingly, Syfinity Solutions will not be liable for nor will it reimburse the Customer for any Fees paid or costs incurred by the Customer for Services which have been interrupted / non-operational for any period of time due to the failure of any third party operations and/or services and/or infrastructure (irrespective of whether Syfinity Solutions has entered into a service level agreement with such third party).

9.2.3 Notwithstanding the provisions of this clause 9.2, Syfinity Solutions will use its best endeavours to notify the Customer in advance of any failure of, or interruption to the Services, and where applicable any required maintenance and repairs which may result from such failure, interruption or unavailability, where Syfinity Solutions is in a position to do so.

• 10.1 Until all amounts due have been paid in full and any applicable minimum term has been completed:

  • All websites, systems, and related deliverables remain the property of Syfinity.
  • The Customer is granted a limited, non-transferable right to use the services.

   10.2 Upon early cancellation, non-payment, or transfer to another provider:

  • The Customer may not copy, transfer, or continue using any website, system, theme, plugin, software, or code licensed or owned by Syfinity.
  • Syfinity is not obliged to provide backups, copies, exports, source files, database dumps, or migration assistance.
  • Syfinity is not required to release premium plugins, themes, licenses, or paid components.
  • Licensed components registered under Syfinity accounts may be removed, disabled, or uninstalled.
  • Removal of such components may cause the website or system to stop functioning.
  • Any rebuilding, reconfiguration, or replacement required after cancellation will be the responsibility of the Customer.

  10.3 All intellectual property developed by Syfinity remains its property unless otherwise agreed in writing.

  10.4 Content supplied by the Customer remains the property of the Customer.

  10.5 Use of Software and Applications

  10.5.1 Syfinity may provide access to software, systems, or applications.

  10.5.2 These are provided on a usage basis and:

  • remain the property of Syfinity;
  • are licensed, not sold;
  • may not be copied, resold, sublicensed, or distributed.

  10.5.3 Access may be suspended or terminated if:

  • payment is not received; or
  • these Conditions are breached.

  10.6 Licensed Plugins, Themes, and Components

  10.6.1 Websites provided by Syfinity may include licensed plugins, themes, templates, or software components registered under Syfinity accounts.

  10.6.2 These licenses are provided only for use while the website remains hosted or managed by Syfinity.

  10.6.3 If the service is cancelled, suspended, or transferred to another provider: 

  • all licensed plugins, themes, and paid components may be removed, disabled, or deactivated;
  • Syfinity is not required to transfer or reassign licenses;
  • the website may not function correctly without these components.

  10.6.4 The Customer accepts that a third party may need to rebuild, replace, or reconfigure the website if the service ends.

• 11.1 The Customer agrees to indemnify Syfinity Solutions (and its Affiliates) and at all times keep it indemnified against all losses, claims, expenses, damages, liabilities, actions, demands, proceedings and judgements whatsoever in relation to or arising directly or indirectly out of the provision by Syfinity Solutions of the Services, and the Customer will reimburse Syfinity Solutions from time to time for all costs and expenses (including legal and other professional fees) that Syfinity Solutions may reasonably incur in connection with investigating, preparing or defending any such action or claim, whether or not resulting in any liability on its part, except to the extent that such action or claim is found in final judgement to be the direct result of Syfinity Solutions’ fraud, gross negligence or breach of these Conditions.

  11.2 Subject to the provisions of the CPA to the extent that the CPA is applicable to these Conditions and to the Customer, Syfinity Solutions will not be liable to the Customer, or any third party claiming through or on behalf of the Customer, in respect of any claim whatsoever, whether in contract, delict or otherwise, for any loss, damages, costs or expenses directly or indirectly incurred as a result of the provision by Syfinity Solutions of the Services, except to the extent that such losses, damages, costs or expenses incurred by the Customer are found in final judgement to be the direct result of fraud, gross negligence or breach of these Conditions by Syfinity Solutions. In these or any other circumstances, the maximum amount of the liability of Syfinity Solutions in respect of such losses, damages, costs or expenses will be limited to the amount of Fees that have been paid to Syfinity Solutions by or on behalf of the Customer in connection with the Services.

  11.3 Without limiting the generality of clause 11.2, Syfinity Solutions will not (other than in circumstances of the gross negligence or fraudulent intent of Syfinity Solutions) be liable for any damage or loss suffered by the Customer caused by and/or attributable to:

  • the Services being interrupted, suspended or terminated, for whatsoever reason; and/or
  • communications not being sent and/or received and/or transmitted timeously or at all for any reason whatsoever; and/or
  • circumstances that constitute a force majeure event (as contemplated in clause 12); and/or
  • the Customer’s failure to perform its obligations under these Conditions; and/or
  • changes made to the Customer’s operating environment which were not communicated to Syfinity Solutions; and/or
  • a power failure or power interruptions at any site from where the Services or any component of the Services are rendered; and/or
  • any failure or delay by the Customer to report problems or queries to Syfinity Solutions; and/or
  • the server and/or software of any recipient party being non-functioning for any reason whatsoever; and/or
  • the failure of any software programme, operating system, application/s, networks, telecommunication lines and/or any other computer system (or any component thereof) of any third party on whom Syfinity Solutions and/or the Customer relies (whether directly or indirectly) to supply and/or receive the services;
  • the unavailability of Syfinity Solutions website for any reason whatsoever; and/or

  the Customer using the Service for any unlawful, improper or immoral purpose.

Subject to any warranties that may be implied by the CPA to the extent that the CPA is applicable to these Conditions and the Customer, Syfinity Solutions does not, make any representations nor, give any warranty or guarantee of any nature whatsoever, whether express or implied, in respect of the Services or the Equipment including but not limited to implied warranties of merchantability and fitness or suitability for any intended purpose, nor that the Services will be error-free, secure or uninterrupted.

• 13.1 Syfinity Solutions will not be liable for any delay in performing or any failure to perform any of its obligations in terms of the Conditions due to any cause beyond its reasonable control.

  13.2 Upon the occurrence of any delay or failure referred to in this clause 13, the provisions of the Conditions which are affected shall be suspended for as long as the cause in question continues to operate, provided that if the delay or failure has not ceased to operate within a period of 3 months from the date upon which it arose, the Services may by way of notice in writing be cancelled by either Party.

• 14.1 If a cancellation request is received from the Customer, or if the Customer has not made payment for a period of two (2) months, the contract will be automatically cancelled. Additionally, the contract and all associated data, including websites and emails, will be deleted within thirty (30) days from the date of cancellation. Thereafter, the website and emails will need to be started from scratch again. For the avoidance of doubt, the website, its structure, source code and related intellectual property (excluding content originally supplied by the Customer) are not transferable to the Customer or to any third party, and must be recreated should services be resumed at a later stage.

  14.2 During the 30-day period after cancellation, the website will display a notice indicating that it has been suspended and the email accounts will be deleted.

  14.3 Should Syfinity Solutions commit a breach of any of the provisions of these Conditions and fail to remedy that breach within 7 business days after receipt from the Customer of written notice calling upon it so to do, then the Customer will be entitled to either:

  • enforce specific performance of the terms hereof; or
  • cancel the Services with effect from the beginning of the following calendar month and recover such damages as it may have sustained, subject to the provisions of clause 11.2.

  14.4 Customers must notify the accounts department of a cancellation request in writing by emailing accounts@syfinity.com. Month-to-month services require one calendar month’s notice. Fixed-term services remain payable for the full term and are subject to clause 5 if cancelled early.

  14.5 In addition to any other cancellation rights which Syfinity Solutions may have in these Conditions, if the Customer breaches any term of these Conditions including any failure to pay Syfinity Solutions any monies on due date, and fails to remedy that breach within 7 business days after receipt from Syfinity Solutions of written notice calling upon it so to do, then Syfinity Solutions will be entitled without prejudice to any right it may have as a result of that breach, to cancel these Conditions and cease providing the Services, including website services, to the Customer.

  14.6 If an application for business rescue proceedings or liquidation is filed by or against the Customer, or if the Customer is sequestrated, liquidated, goes out of business or announces intention to do so, Syfinity Solutions will be entitled to immediately cancel these Conditions and terminate current Services to the Customer, upon notice to the Customer.

  14.7 If the supply of the Services is terminated in accordance with this clause 14, the full outstanding balance of the Customer becomes due and payable immediately.

  14.8 All backups are for internal use only. Backups will not be provided after cancellation.

15.1 Any dispute between the Parties in regard to any matter arising out of any Invoice and/or these Conditions or their interpretation or their respective rights and obligations arising thereunder or their cancellation, must first be attempted to be resolved by the Customer and a manager of Syfinity Solutions in accordance with the following procedure:

15.1.1 The Customer must submit to complaints@syfinity.com a written complaint/dispute setting out the Customer’s full particulars, contact details, customer reference number, relationship with Syfinity Solutions, statement of reasons for the complaint/dispute and any relevant evidence or supporting documentation.

15.1.2 Syfinity Solutions must:

• acknowledge receipt of the complaint/dispute within 3 business days of its submission by the Customer; and
• determine the outcome of the complaint/dispute, and communicate this result to the Customer within 14 business days of the above acknowledgement.

15.1.3 Syfinity Solutions will not entertain any dispute/complaint in respect of an Invoice or Fees based on unauthorised use of the Services, it being the Customer’s responsibility to safeguard access to the Services which it receives and to use the Services in the manner set out in these Conditions.

15.2 If the Customer is not satisfied with the outcome in clause 15.1.2, then the complaint/dispute will be submitted to and determined by arbitration. Such arbitration will be held in Johannesburg unless otherwise agreed to between the Parties in writing and will be held in a summary manner with a view to the proceedings being completed as soon as possible.

15.3 There will be 1 arbitrator whose appointment will be agreed upon between the Parties, but failing agreement between them within a period of 10 business days after the arbitration has been demanded, either of the Parties will be entitled to request the chairperson for the time being of the Johannesburg Bar Council to make the appointment who, in making the appointment, will have regard to the nature of the dispute.

15.4 The decision of the arbitrator will be final and binding on the Parties, and may be made an order of any court of competent jurisdiction.

15.5 Each of the Parties hereby submits itself to the jurisdiction of the Gauteng Local Division of the High Court of South Africa, Johannesburg should the other Party wish to make the arbitrator’s decision an order of that Court.

16.1 Syfinity Solutions will keep all information supplied to, or acquired by it in connection with any order in terms of these Conditions strictly confidential, and shall not use such information or any part thereof for any purpose other than permitted under these Conditions.

16.2 Both parties agree to keep confidential information private and not disclose it to any third party without the prior written consent of the other party.

• 17.1 Notices required by these Conditions shall be in writing and will be delivered in the manner prescribed, failing which either by personal delivery or by email. If delivered by mail, notices shall be sent by any express mail service; or by certified or registered mail, return receipt requested, with all postage and charges prepaid, and shall be deemed to have been received on the 5th business day after posting. Emails will be deemed to be received on the business day they are sent if sent before 16h00 on that day, or on the next business day thereafter if sent after 16h00 on a business day or if sent on a non-business day.

18.1 By requesting and utilising the Services, the Customer consents to:

• Syfinity Solutions recording and storing, in a secure manner, the Customer’s personal details for record-keeping purposes and in order to comply with its obligations in terms of these Conditions;
• Syfinity Solutions providing the Customer’s personal details to any law enforcement agencies upon it being requested to do so;
• Cookies being stored to provide customized services (if any);
• Syfinity Solutions making the Customer’s personal information available to its Affiliates, provided that such personal information will not be provided to or sold to any third parties which are not Affiliates of Syfinity Solutions without the prior written consent of the Customer.

18.2 Personal information will be processed in accordance with the Protection of Personal Information Act, 2013.

18.3 Information will not be sold to third parties.

• 19.1 Syfinity may assign, transfer, or subcontract any service to another company, provider, or contractor without prior consent from the Customer.

  19.2 In the event that Syfinity sells its business, restructures, ceases trading, or transfers its operations, the Customer agrees that services may be transferred to another provider.

  19.3 The Customer agrees that such transfer will not constitute cancellation of the agreement.

  19.4 Syfinity does not guarantee that services will continue indefinitely, but will take reasonable steps to ensure continuity where possible. 

  19.5 The Customer acknowledges that hosting, software, licenses, and systems may be operated under third-party infrastructure, and continuation of services depends on those providers.

  19.6 Syfinity shall not be liable if services cannot continue due to closure, insolvency, or events beyond its control.

• 20.1 The Customer will not be entitled to assign, cede, delegate or transfer any rights, obligations, share or interest acquired in terms of the Conditions and/or the Services, in whole or in part, to any other party or person without the prior written consent of Syfinity Solutions.

  20.2 No Party will have any claim or right of action arising from any undertaking, representation or warranty not included in these Conditions.

  20.3 No extension of time, relaxation or indulgence granted by Syfinity Solutions to the Customer will be deemed to be a waiver or tacit amendment of Syfinity Solutions’ or the Customer’s rights in terms hereof, nor will any such relaxation or indulgence be deemed to be a novation or waiver of the terms and conditions of these Conditions.

  20.4 Each of the provisions of these Conditions will be considered as separate terms and conditions and in the event that these Conditions are affected by any legislation or any amendment thereto, or if the provisions herein contained are by virtue of that legislation or otherwise, held to be illegal, invalid, prohibited or unenforceable, then any such provisions shall be ineffective only to the extent of the illegality, invalidity, prohibition or unenforceability and each of the remaining provisions hereof shall remain in full force and effect as if the illegal, invalid, prohibited or unenforceable provision was not a part hereof.

  20.5 All costs, charges and expenses of any nature whatsoever which may be incurred by Syfinity Solutions in enforcing its rights in terms of these Conditions, including without limiting the generality of the aforegoing, legal costs on the scale of attorney and own client and collection commission, irrespective of whether any action has been instituted, will be recoverable on demand from the Customer against which such rights are successfully enforced and will be payable on demand.

  20.6 The validity of these Conditions, their interpretation, the respective rights and obligations of the parties and all other matters arising in any way out of these Conditions or their performance will be determined in accordance with the laws of South Africa.

  20.7 This Agreement supersedes and cancels any and all previous agreements between Syfinity Solutions and the Customer relating to the subject matter hereof.

  20.8 The Customer acknowledges that it is its responsibility to review the latest version of the Conditions as published on the Syfinity Solutions website from time to time.

This website is governed by the laws of South Africa and Syfinity Solutions chooses as its domicilium citandi et executandi for all purposes under this agreement, whether in respect of court process, notice, or other documents or communication of whatsoever nature, 12 Patrick Ave, Olivedale, Randburg, 2188, and its email address for notices as info@syfinity.com.

• Support: support@syfinity.com
• Accounts: accounts@syfinity.com
• Compliants: complaints@syfinity.com  
• Phone: 087 109 1000