1.1. Your use of the Profserve Service is subject to this Terms of Service ("TOS") in effect at the time of your use. Profserve reserves the right to update and change this TOS from time to time without notice or acceptance by you, so please check for updates and changes. However, changes made to this TOS will not apply to you to the extent that
(i) the changes concern matters which are the subject of an actual dispute between you and Profserve as of the date the changes take effect and
(ii) Profserve has actual notice of the dispute as of the date the changes take effect.
2.1. When you register to use the Profserve Service, you must provide true, accurate, current and complete information about yourself and maintain and promptly update your account information to keep it true, accurate, current and complete.
2.2. You are responsible for maintaining control over access to your account, including the confidentiality of your account log-in and password, and are responsible for all activities that occur on or through your account, whether authorized by you or not. Profserve will not be liable for any loss or damage arising from your failure to maintain control over access to your account.
3.1. The Profserve Service may be made available in free or paid versions and/or in different service levels. Not all of the features and functionality of the Profserve Service may be available in each version or service level. The features and functionality of each version or service level may be changed from time to time at Profserve’ discretion.
3.2. Profserve reserves the right to change, suspend or discontinue part or all of any version of the Profserve Service at any time, for any reason, without notice and without explanation.
4.1. You authorize Profserve to automatically and immediately bill you when charges for your use of the Profserve Service are due.
4.2. If your Payment is invalid or if you fail to pay charges for the Profserve Service when due, your account may be downgraded, suspended or cancelled, at Profserve’ discretion. If your account is suspended, Profserve may, but is not obligated to, maintain your account and/or related content and information, in order to allow you pay the past-due charges and restore your account. If the charges are not paid, your account may be cancelled.
4.3. Unless stated to the contrary, all charges for the Profserve Service are non-refundable, even if your use of the Profserve Service is cancelled before the end of your current billing period.
4.4. Unless stated to the contrary, all currency references in the Profserve Service are in ZAR (South African Rands).
4.5. If you subscribe to Profserve Service on a monthly basis, your payment of the Service Fee for the initial monthly term is due on the Effective Date specified in your Profserve application document. Payment of the Service Fee for each monthly term thereafter is due in advance on the first day of each such monthly term. Profserve will not initiate your Profserve (paid) Service monthly subscription until Profserve receives payment of the Service Fee for the initial monthly term in full.
5.1. If you voluntarily cancel the Profserve Service before the end of your current billing period, your cancellation will take effect upon Profserve’ receipt and processing of your cancellation request.
5.3. Profserve, in its sole discretion and at any time, may discontinue providing the Profserve Service, or any part thereof, with or without notice. Any termination of your access to the Profserve Service under any provision of this TOS may be effected without prior notice. Profserve may immediately deactivate or delete your account, as applicable and all related information and content. Profserve reserves the right to bar any further access to such information or content or the Profserve Service. Profserve will not be liable to you or any third party for any termination of your access to the Profserve Service.
5.4. After cancellation or termination of your account for any reason, you will no longer have access to your account and all information and content in your account or that you have stored on the Profserve Service may be deleted by Profserve. Profserve will have no liability for information or content that is deleted due to the cancellation or termination of your account for any reason.
6.1. With respect to any additional software that may be made available by Profserve in connection with the Profserve Service, if you elect to download or access such additional software, you understand that you may have to agree to additional terms and conditions before you use such software.
7.1. In using the Profserve Service to send electronic communications, and as a result of Profserve’ network architecture and business practices and the nature of electronic communications in general, you acknowledge that your communications may constitute international communications and/or data transmissions regardless of where you are physically located at the time of transmission.
7.2. The Profserve Service is hosted in the Republic of South Africa. If you use the Profserve Service from outside the country, you are voluntarily transferring information (potentially including personally-identifiable information) and content to the Republic of South Africa and agreeing that Profserve’ collection, use, storage and sharing of your information and content is exclusively subject to the laws of the Republic of South Africa, not of the jurisdiction in which you are located.
8.1. The Profserve Service may include advertisements, which are necessary for Profserve to provide the Service. Profserve reserves the right to include advertisements in different versions and/or in different service levels of the Profserve Service at its discretion.
8.2. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Profserve Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. Profserve will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Profserve Service.
9.1. The Profserve Service may provide, or third parties may provide, links to other content, products, services or Web sites which are not owned or operated by Profserve. Because Profserve has no control over such content, products, services or Web sites, Profserve is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. Profserve will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, products, services or Web sites.
11.1. You will not reproduce, duplicate, copy, sell, resell or exploit any portion of the Profserve Service, use of the Profserve Service or access to the Profserve Service without the express permission by Profserve.
12.1. Profserve may establish general practices and limits concerning use of the Profserve Service and may modify such practices and limits from time to time.
13.1. Profserve reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Profserve Service (or any part thereof) with or without notice at any time. You agree that Profserve will not be liable to you or to any third party for any modification, suspension or discontinuance of the Profserve Service.
14.1. The Profserve Service and any necessary software used in connection with the Profserve Service contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Content contained in sponsor advertisements or information presented to you through the Profserve Service or advertisers may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Profserve or advertisers, you will not modify, rent, lease, loan, sell, distribute or create derivative works based on the Profserve Service, any necessary software used in connection with the Profserve Service or any advertiser's content, in whole or in part.
15.1. You expressly understand and agree that:
(a) your use of the Profserve service is at your sole risk. The Profserve service is provided on an "as is" and "as available" basis. Profserve expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
(b) Profserve will make reasonable efforts to maintain the Profserve service, however, Profserve is not responsible for any damage, loss of data, customer information or vendor data, revenue, or other harm to business arising out of delays, misdelivery or nondelivery of information, restriction or loss of access, bugs or other errors, unauthorized use due to your sharing of access to the Profserve service, or other interaction with the Profserve service. You are responsible for maintaining and backing-up your data and information that may reside on the Profserve service. Profserve does not warrant that
(i) the Profserve service will meet your specific requirements,
(ii) the Profserve service will be uninterrupted, timely, secure, or error-free,
(iii) the results that may be obtained from the use of the Profserve service will be accurate or reliable,
(iv) the quality of any products, services, information, or other material purchased or obtained by you through the Profserve service will meet your expectations, and
(v) any errors in the Profserve service will be corrected.
(c) Any material downloaded or otherwise obtained through the use of the Profserve service is done at your own discretion and risk. You will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.
(d) No advice or information, whether oral or written, obtained through or from the Profserve service will create any warranty not expressly stated in this TOS
16.1. You expressly understand and agree that Profserve will not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Profserve has been advised of the possibility of such damages), resulting from:
(i) the use or the inability to use the Profserve service;
(ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Profserve service;
(iii) unauthorized access to or alteration of your transmissions or data;
(iv) statements or conduct of any third party on the Profserve service; or
(v) any other matter relating to the Profserve service.
17.1. Notices to you may be made via either email or regular mail. Profserve may also provide notices of changes to this TOS or other matters by displaying notices or links to notices to you generally on the Profserve Service.
17.2. This TOS and the relationship between you and Profserve will be governed by the laws of South Africa.
17.3. The failure of Profserve to exercise or enforce any right or provision of this TOS will not constitute a waiver of such right or provision. This TOS constitutes the entire agreement between you and Profserve and governs your use of the Profserve Service, superseding any prior agreements between you and Profserve (including, but not limited to, any prior versions of this TOS). If any provisions of this TOS or incorporated documents are found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this TOS will remain in full force and effect.
17.4. You also may be subject to additional terms and conditions that may apply when you use affiliated or other Profserve services, third-party content or third-party software.
17.5. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Profserve Service or this TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
17.6. The section titles in this TOS are for convenience only and have no legal or contractual effect.