STANDARD TERMS AND CONDITIONS OF USE
INTRODUCTION
The
User has elected to use XDS products or services as made available on
this site, having been authorised to use the selected product or
service. Such authorisation having been granted in terms of the Client
Agreement agreed to between XDS and the Client, The Client has
authorised the user to make use of XDS Products and Services.
By
accessing and using the products and services offered by XDS you agree
to be bound by the terms and conditions of this site and that of the
Client Agreement as referred to above
1. DEFINITIONS
In
this Agreement, the following expressions shall bear the meanings
assigned to them below and cognate expressions bear corresponding
meanings:
1.1 ”Agreement” means this agreement being the XDS Standard Terms and Conditions of Use
1.2 “Client” refers to the entity on whose behalf the user access XDS products and services
1.3”Confidential Information
”
means all confidential information of XDS irrespective of the media in
which it is contained and including but not limited to the Intellectual
Property, print-outs, manuals, tables of statistics, software,
applications, source codes, computer discs, magnetic tapes, samples and
any data collected and stored in XDS's data bases from time to time;
1.4 “Consent
”
means any freely-given, specific and informed expression of will
whereby consumer(s) agree to the processing of personal information
relating to them;
1.5 “Consumer Credit Information” shall bear the meaning set out in Section 70 (1) of the Act;
1.6 ”Intellectual Property
”
means all intellectual property of whatever nature owned and/or
controlled by either Party, including without limiting the generality of
the aforegoing, that Parties right, title and interest in and to all
trade marks, technology, software, applications, web pages (including
the “look and feel” thereof), standards, trade secrets, logos, systems,
methods (including all delivery mechanisms and scoring processes),
procedures, processes, the design, layout, “look and feel” and “get up”
of the Reports, trade names, domain names, styles, insignias,
compilations, designs, patents, and copyright whether registered or not;
1.7 “Parties” shall mean XDS, the Client and the User;
1.8 “Prescribed Information” shall bear the meaning set out in Regulation 18 (6);
1.9 “Prescribed Purpose” shall bear the meaning set out in Regulation 18 (4) [read in conjunction with Regulation 18 (5) ;
1.10 “Regulations
”
shall mean the National Credit Regulations, published in Government
Gazette No. 8477, and Notice 28864; and such further Regulations that
may be issued from time to time
1.11 “Reports
”
means any data or information or response provided to the Client which
is generated pursuant to the use by the Client of the Services set out
in Annexure B hereto, as amended from time to time;
1.12 “the Act” means the National Credit Act, 34 of 2005; as amended from time to time
1.13 “the User” means the person who is accessing XDS products and services
2. CONSUMER CREDIT INFORMATION
Consumer
Credit Information is regarded as confidential information and XDS only
reports such information for prescribed purposes. The User is obligated
to respect the confidentiality of the Consumer Credit Information
received through the use of XDS service or Products
3. ACKNOWLEDGEMENTS BY THE USER
The User acknowledges and agrees, that:
3.1
The User will at all times comply with the requirements of the Act and
any other applicable legislation (to the extent that it is relevant to
the User) for the request, receipt, compilation and reporting of
information, requested and received from XDS.
3.2
The User shall for the duration of this Agreement comply with all
applicable legislation and regulations in as far as it relates to the
request and usage of the Services.
3.3
Where XDS is required by any law, to investigate a matter, The User
will cooperate with such an investigation so far as it is related to
the Client.
3.4
XDS reserves the right to take whatever reasonable action it may deem
necessary at any time to preserve the security and reliable operation of
its network infrastructure and the Client undertakes that it will not
do or permit anything to be done which will compromise XDS’s security.
3.5 The User specifically acknowledges having received authorisation by the Client to access XDS products and services.
3.6.
The User has a legitimate and lawful, as contemplated in the Act,
purpose for processing the consumer credit information from XDS; and
3.7
All necessary consents, where required, from its clients/customers, to
process their consumer credit information with XDS, have been obtained
4. ACKNOWLEDGEMENTS BY XDS
4.1
XDS acknowledges and agrees, that it will at all times comply with the
requirements of the Act and any other applicable legislation (to the
extent that it is relevant to XDS) for the maintenance, processing and
reporting of information
4.2
XDS shall ensure that the Services provided in terms of this Agreement
are in compliance with the Service Levels as agreed between XDS and the
Client
5. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY
The Parties agree and acknowledge that:
All
right, title and interest in and to their respective Intellectual
Property vests with either party hereto. Nothing in this Agreement
transfers ownership in any of the Intellectual Property to the other
party hereto.
6. WARRANTIES
Save
as specifically set out herein, XDS makes no representations and gives
no warranties and/or guarantees of whatever nature, whether express,
implied in law, or residual, in respect of this Agreement, the Services
and/or the accuracy or correctness of the Reports, as the case may be,
or any part thereof.
7. RIGHT TO AUDIT
XDS
reserves the right to audit the Client on whose behalf the User is
accessing XDS Products and Services to ensure compliance with Agreement
8. LIMITATION OF LIABILITY
8.1
XDS shall not be liable for any actual or contingent loss, liability,
expense, costs (including legal costs on the scale as between attorney
and own client and any additional legal costs), or damage of whatsoever
nature (whether direct, indirect, consequential or otherwise) suffered
by the Client.
8.1.1 the breach by the User of any of its obligations as set out in the Agreement;
8.1.2
any mistake, error or omission in the Information, including
mistakes, errors and omissions originating from Information submitted to
XDS
8.1.3
any delay or failure in delivering or in any manner communicating or
making available the information to the User , where such failure is not
reasonably foreseeable by XDS.
8.1.4 an event of force majeure as contemplated in 15 and/or
8.1.5 the downtime of any telecommunications line and/or infrastructure and/or facilities.
8.2 The User shall be solely liable for any claims of whatever nature arising as a result of:
8.2.1
all actions taken or decisions made in reliance on any information
and/or the information contained in any Reports (for the purpose of this
clause 9 collectively referred to as the “Information”);
8.2.2
the use of the Information (by the User ) for a purpose other
than a Prescribed Purpose or a purpose contemplated in the Act;
8.2.3 the User breaching a duty of confidentiality to its customer and/or consumer, as the case may be.
9. INDEMNITY
Without
prejudice to any of the rights of either party at law or in terms of
this Agreement, the User agrees to indemnify XDS against all actual or
contingent losses, liabilities, damages, costs (including legal costs on
the scale as between attorney and own client and any additional legal
costs) and expenses of any nature whatsoever which each may suffer or
incur as a result of or in connection with the gross negligent acts or
omissions of XDS in carrying out their respective obligations under this
Agreement; or any other relevant statutory provision applicable.
10. APPLICABLE LAW
This Agreement shall be interpreted and governed in all respects by the laws of the Republic of South Africa.
11. JURISDICTION
Parties
hereby consent and submit to the non-exclusive jurisdiction of the High
Court of the Republic of South Africa for the purpose of all or any
legal proceedings arising from or concerning this Agreement.
12. Collection of User Data
The Users login credentials and search criteria are collected and recorded by XDS for Audit and Billing purposes
13. ABOUT XDS
Xpert Decision Systems (Pty) Ltd, “XDS”, is a registered company incorporated in accordance with the laws of the Republic of South Africa, (Registration Number 2002/022938//07
),
operating as Credit Bureau registered with the NCR, having registration
number NCRCB05. XDS holds membership with the Credit Bureau Association
and the Credit Providers Association.
Contact Information
Physical Address : Floor 1, Building 7, St Davids office Park, St Davids Pl, Parktown, Johannesburg, Gauteng, South Africa
Postal Address: PO Box 30987, Braamfontein, 2017
Telephone: +27116459100
Fax: +27114846588
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