These Terms of Service (together with the rest of our Agreement) govern our relationship with you.
Addresses for service: We will use the address you give us as the address to serve legal notices and documents to you.
Acceptance of electronic invoicing: By placing an order through our website, you agree to accept electronic invoices from Cloud Matrix for the purpose of claiming input tax.
Acceptable Use Policy: You must read and comply with the Acceptable Use Policy that relates to your use of our Services.
Changing of service: We may change the features or functionality of any Service over time.
Commencement: The Agreement will start when Cloud Matrix provides you with an invoice.
Governing law: South African law governs our Agreement.
Intellectual property rights: You accept that you will get no rights to our intellectual property on our systems.
Restriction of access to services: If you breach our Agreement, Cloud Matrix may restrict your access to the Services.
Specific Terms: Our Specific Terms go into more detail and address specific issues around our products and are an extension of our Terms of Service. The Specific Terms will apply if there is any conflict of meaning with these Terms of Service. Read the full text of our Specific Terms and Conditions.
Cloud Matrix’s liability to you is limited. This means that we will not be liable to you for any damages or loss that you may suffer as a result of the fulfillment of the obligations under our Agreement.
Your Content: You will retain all your intellectual property rights to any of your content you host with us.
(Last updated: October 2022)
Cloud Matrix is a leading South African web (website and cloud) hosting service provider that provides a range of web hosting Services to its Customers. The Services are given subject to our Agreement.
|AFSA||The Arbitration Foundation of Southern Africa (or any replacement).|
|Controller | Responsible Party||The person or organisation who determines the purpose and means of processing data / personal information.|
|Customer||Is any natural person or legal entity identified on the application form for Services or in any addendum. A natural person must be the age of 18 (Eighteen) years or older to make use of our Services;|
|Customer Data||Any username, password or email address we give the Customer as part of the Services. This excludes Customer Domains we manage as part of the Services;|
|Data Protection Laws||All data protection and privacy laws and regulations applicable to the processing of Personal Data / Information under our Agreement, including:
|Terms of Service||These general terms of service governing us providing Services to you|
|Personal Data | Information||Any information about an identified or identifiable natural person (‘Data Subject’) which is processed in terms of any applicable Data Protection Law.|
|Process or processing
||Any operation which is performed on Personal Data including collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.|
|Processor | Operator||A Processor is a person or organisation who processes personal data on behalf of a Controller.|
|Specific Terms||The terms and conditions which supplement the Terms of Service and govern the use of individual Services.|
|Sub-processor | Sub-operator||Any Processor / Operator we use to assist us in fulfilling our obligations in providing the Services.|
|you or your||The Customer, including a legal entity (such as a company), who enters into an Agreement with Cloud Matrix.|
3.1. Our Agreement governs the contractual relationship between us.
3.2. Unless expressly provided to the contrary in our Agreement, if there is a conflict in meaning, the following precedence ranking will apply (from highest to lowest):
4.1. Cloud Matrix reserves the right to make changes to the Agreement at any time without notice. An updated version of the Agreement will be posted on the website.
4.2. It is your responsibility as a diligent user to check any amendment posted on the website.
4.3. If you object to any amendment, you may terminate your relationship with us under clause 14.
5.1. The Customer may be an incorporated entity (such as a company or close corporation), trust, partnership, or individual.
5.2. If a person enters into our Agreement:
9.1. All Customer Data allocated to you is personal to you and you will be liable for any loss or damage you or third parties have suffered because of your actions or the actions of a person to whom you have disclosed your Customer Data.
9.2. You authorise us to act on any instruction given by or purporting to originate from you even if it becomes clear that both parties have been defrauded by someone else, unless you have notified us under clause 9.4 before we acted on a fraudulent instruction.
9.3. If any security violations are reasonably believed to have occurred in connection with your account, we will investigate and, if necessary, change the relevant Customer Data, including access codes and passwords, and notify you immediately.
9.4. You must tell us immediately if any other person gains access to your Customer Data by following the procedures relating to reporting misuse Reporting Abuse – Cloud Matrix and give us your full cooperation in any investigation we carry out.
9.5. You indemnify us (hold us harmless) against any claim arising from:
9.6. We reserve the right to take any action we find necessary to preserve the security and reliable operation of our infrastructure. You may not do anything (or permit anything to be done) that will compromise our security.
9.7. We have systems in place to assist our critical technical infrastructure to recover from a natural or human induced disaster. However, we do not specify any recovery time and are not liable for any loss or damage you suffer as a result of a disaster. You must make backups of your data. Nothing contained in our Agreement will be seen as representation that any back-ups of data we have implemented will be successful or in any way will assist with disaster recovery.
10.1. We warrant that Cloud Matrix has the facilities, infrastructure, capacity, and capability to provide the Services.
10.2. Despite this warranty, the Services are provided “as is” and “as available”. No warranty of any kind is given, whether express or implied, including warranties of merchantability, title, or non-infringement, except where such a warranty is specifically required by law.
11.1. You must comply with all laws that apply to any intellectual property.
11.2. You must get our prior written approval before using any of our marks.
11.3. You grant us non-exclusive licence to use your marks so that we may exercise our rights or fulfill our obligations under our Agreement.
11.4. Other than as specifically provided for in our Agreement, we retain all Intellectual Property Rights employed in or otherwise related to our network infrastructure, business and the provision of any of the Services under our Agreement.
12.1. You indemnify (hold us harmless) from any liability arising from civil or criminal proceedings instituted against us or for any loss or damage you or a third party have suffered because of any interruption or unavailability of the Services.
12.2. You indemnify us and hold us harmless against all losses you have suffered or actions against us as a result of:
12.3. If we are sued for something that you have indemnified us for, you will take our place in the lawsuit or be liable to pay us back for any costs, damages and expenses including attorneys’ fees on the attorney and own client scale (you will be liable to pay our attorney’s fees finally awarded against us by a court or agreed to in a written settlement agreement, provided that:
12.4. You must pay us any amount due under clause 12.3 as soon as we demand payment. If you contest the amount, you must pay the amount into your attorney’s trust or give us security to cover the amount, until we have resolved the dispute.
12.5. You indemnify us against any claim, loss or damage that Cloud Matrix may suffer because of your actions.
Cloud Matrix may temporarily suspend its Service to repair, maintain, upgrade, modify, replace or improve any of its Services. Where circumstances permit, Cloud Matrix will provide prior notice of any service suspension to Customers. However, Cloud Matrix will not be held liable for any resulting loss or damage suffered as a result of the service suspension.
14.1. Cloud Matrix may terminate any Services on five days’ written notice to you.
14.2. You may terminate any Services on written notice, before the 25th of the month in which termination is desired, to Cloud Matrix in one of these ways:
We will confirm your request for termination via return email.
14.3. If you give Cloud Matrix notice of termination in any manner other than as specified above you may find that the notice was invalidly given and will not have any effect.
14.4. Breach: If you breach our Agreement, we may, without prejudice to any other rights that Cloud Matrix may have and without notice to you:
By agreeing to our Terms of Service, you expressly consent to this.
In all instances, we may retain all Services Fees you have already paid and recover all of our costs associated, including legal costs on an attorney and own client scale (you will be liable to pay our attorneys fees) with your breach.
14.5. Return of hardware or software: Where you have in your possession any of Cloud Matrix’s hardware or software as a result of using the Service and the related Service ends, you must immediately return the hardware or software to us.
We will not be responsible for any breach of our Agreement caused by circumstances beyond our control, including fire, earthquake, flood, civil strike, compliance with government orders, failure of any supplier of electricity as well as no electronic communication service etc.
16.1. Any dispute concerning our Agreement (including interpretation and application) exists once a party notifies the other in writing, detailing the nature of the dispute and requesting that it be resolved as per this clause. The parties will first try to resolve the dispute informally by email, phone or other methods.
16.2. If informal dispute resolution negotiation fails, we may refer the dispute to conciliation (talks in which an agreed neutral third party tries to help the parties agree on how to end the dispute), failing which we may refer the dispute to arbitration (a hearing after which a neutral third party makes a binding decision about the dispute) (including any appeal against the arbitrator’s decision) under AFSA’s latest rules for expedited arbitrations and you must participate. You cannot make us arbitrate. The arbitration will be held in Cape Town and conducted in English. The parties will agree and appoint one arbitrator. If the parties cannot agree on the arbitrator within 10 business days after the referral, the Secretariat of AFSA will appoint the arbitrator.
16.3. Either party may only bring a claim against the other in their individual capacity and not as a member of any class.
17.1. Cloud Matrix will not be responsible for any indirect, incidental, special, or consequential damages or losses arising from our Agreement. This includes loss of profits, revenue, anticipated savings, business transactions, goodwill or other contracts. It is irrelevant if this is due to negligence (carelessness) or breach of contract.
Our total liability to you is for direct damages up to a maximum amount of:
17.2. Our liability for direct damages under clause 17.2 will be excluded where we are held liable because of your use of any third party services or products which you accessed together with the Services, but which we did not provide to you.
17.3. This clause will apply even if you advised Cloud Matrix of the possibility of loss of damage prior to its occurrence.
18.1. You must send all notices to Cloud Matrix, whether for court process or other documents or communications to 6 Shaul Street, Libradene, Boksburg, 1459, South Africa or firstname.lastname@example.org.
18.2. We may give all notices to you by email to the email address you provided to us on the application form when you first subscribed for the Services.
18.3. Any notice or communication required or permitted to be given under our Agreement will be valid and effective only if in writing.
18.4. All notices you sent to us which are:
19.1. Depending on the particular activity, we act as a Processor | Operator and a Controller | Responsible Party.
19.3. We act as the Processor | Operator and you are the Controller | Responsible Party of the Personal Data | Information that we process on your behalf when we provide Services to you in terms of the Agreement. You are solely responsible for determining the purpose for which, and the manner in which Personal Data | Information is processed. Please refer to our Data Processing Agreement for more information.
20.1. Entire agreement: The Agreement constitutes the entire agreement between the parties.
20.2. No Variation: No changes to our Agreement made by you are effective unless in writing and signed by the authorised signatories of both parties.
20.3. Waiver (giving up rights): Any favour we may allow you will not affect (or substitute) any of our rights against you.
20.4. Severability: If any term is void (invalid), unenforceable, or illegal, the term may be severed (removed) from and will not affect the rest of our Agreement if it does not change its purpose.
20.5. Applicable Law: South African law governs our Agreement.
20.6. Survival: Despite termination of our Agreement, any clause, which, from the context, contemplates on-going rights and obligations of the parties, will survive the termination and continue to be of full force and effect.