Our Terms of Service

1. Definitions

  • When we say, “we,” “our,” or “us,” we’re referring to Codewell Software (Pty) Ltd, a limited liability company, our employees, directors, officers, affiliates, and subsidiaries.
  • When we say “you” or “your,” we are referring to the person or entity that’s registered with us to use the DebtCloud Application.
  • When we say “Terms,” we mean our Terms of Service, which includes our Privacy Policy.
  • When we say “Websites,” we mean our websites located at debtcloud.co.za, including all subdomains associated with that domain, and other websites that we operate now and in the future.
  • When we say “Services,” we mean our Websites, Application Programming Interfaces (APIs), applications, our content, and various third-party services that make up DebtCloud.
  • When we say “DebtCloud,” we mean our Websites and Services collectively.
  • When we say “information,” we mean all of the different forms of data that you provide us and that we collect from you from your use of the Services.

2. General Rules

  • To use DebtCloud, you must
    • (a) be at least thirteen (13) years of age;
    • (b) complete the registration process;
    • (c) provide current and accurate information;
    • (d) agree to these Terms; and
    • (e) promise to follow these rules:
      • You are responsible for all content you provide and your activities on DebtCloud;
      • You will use DebtCloud in compliance with all applicable laws, rules, and regulations;
      • You will not use DebtCloud to solicit the performance of any activity which infringes our rights or the rights of others;
      • You will not use DebtCloud to upload, transmit, or otherwise distribute any objectionable content, as solely determined by us.
  • If you break any of your promises above or any of the rules in these Terms, we may terminate your account. Your actions may also subject you to legal consequences.
  • As long as you comply with our Terms of Service, we grant you a non-exclusive, non-transferable, limited privilege to use DebtCloud. Your use of DebtCloud is at your own risk.

3. Intellectual Property

  • You own your content. We do not represent any ownership or claim any intellectual property rights over the information that you provide or that is provided to us.
  • We own DebtCloud and our Services. You may not copy, reproduce, alter, modify, resell, mirror, or create derivative works of DebtCloud, our Services, or our content without our written permission.
  • You shall grant to us a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into DebtCloud or otherwise use any suggestions, enhancement requests, recommendations or other feedback that we receive from you or anyone acting on your behalf.

4. Passwords and Accounts

  • You’re responsible for keeping your account name (login code) and password confidential. You’re also responsible for any account that you have access to. You agree to notify us immediately of any unauthorized use of your account(s). We’re not responsible for any losses due to stolen or hacked passwords.
  • You will not represent that you are any other individual or entity unless such individual or entity has given you written permission to act on their behalf.

5. Payment Terms

  • The free trial offer entitles new, registered users to a thirty (30) day free trial of the Services. For all Editions, you authorize us to charge you according to the Edition you choose at the then current license fee, and any other charges you may incur in connection with your use of the Services, such as taxes, duties, and possible transaction fees. Transaction fees incurred during the trial period are not free, and will be billed at the end of the trial period with your first License invoice should you choose to continue using DebtCloud.
  • License Fees: License Fees are billed in advance on a monthly basis are non-refundable. There will be no refunds or credits for partial months, for account upgrades or downgrades, or for licenses unused.
  • Transaction Fees: Transaction Fees are billed in arrears at the end of each billing cycle, together with the license fees for the next month. Payment of the License Fees and Transaction Fees is required in order for license renewal to be granted for the new month.
  • We reserve the right to change service fees upon thirty (30) days notice. Such notice may be provided at any time by posting the changes to DebtCloud or by email.

6. Cancellation and Termination

  • Should you wish to discontinue your use of our Services, you simply just stop logging in after expiry of your license period. There is no cancellation fee.
  • We retain the right to retain or delete data provided to us by you at our sole discretion after your license has expired.
  • We also reserve the right, but do not have any obligation, to refuse service to anyone and close your account(s) without notice for any or no reason at all.

7. API Terms

  • You may access your DebtCloud account data using the DebtCloud API (Application Programming Interface). Any use of the API, including use of the API through a third-party product that accesses DebtCloud, is bound by these Terms.
  • You expressly understand and agree that we shall 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 we have been advised of the possibility of such damages) resulting from your use of the API or third-party products that access your data via the API.
  • Abuse or excessively frequent requests to DebtCloud via the API may result in the temporary or permanent suspension of your access to the API. We may, at our sole discretion, determine abuse or excessive usage of the API. We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to the API (or any part thereof) with or without notice.

8. Indemnification

    You agree to indemnify and hold us harmless from any and all demands, loss, liability, claims or expenses (including attorneys’ fees) made against us by any third party due to or arising out of or in connection with your use of DebtCloud.

9. Representations and Warranties

    To the maximum extent permitted by law, we provide DebtCloud on an “as is” and “as available” basis, which means we don’t provide warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability and fitness for a particular purpose and to any warranties that (i) DebtCloud will meet your specific requirements, (ii) DebtCloud will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of DebtCloud will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through DebtCloud will meet your expectations, and (v) any errors in DebtCloud will be corrected.

10. Limitation of Liability

  • To the fullest extent permitted by law, you assume full responsibility for and we disclaim liability to you for any indirect, consequential, exemplary, incidental, or punitive damages, including lost profits, even if we had been advised of the possibility of such damages.
  • We disclaim any and all liability for the acts, omissions, and conduct of any third parties related to your use of DebtCloud and any linked sites and services. Your sole remedy against us for dissatisfaction with DebtCloud is to stop using DebtCloud. This limitation of relief is a part of the bargain between you and us. The preceding disclaimer applies to any damages, liability, or injuries whether for breach of contract, tort, negligence or any other cause of action.
  • If, notwithstanding the other provisions of the Terms, we are found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the Website or any of our Services, our liability shall not exceed what you paid us for the Services in the previous month. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.

11. Governing Law; Dispute Resolution

  • You agree that all matters relating to your access to or use of DebtCloud, including all disputes, will be governed by the laws of the the Republic of South Africa. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred.
  • No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between us and you arising out of or in connection with your use of the Websites or Services, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

12. Force Majeure

    You agree that we are not liable for any delays or failure in performance of any part of the Services, from any cause beyond our control.

13. Severability

    If one or more sections of the Terms are held unenforceable, then those sections will be removed or edited as little as necessary, and the rest of the Terms will still be valid and enforceable.

14. No Waiver

    Our failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision.

15. Entire Agreement

    These Terms and all documents incorporated into these Terms by reference constitute the entire agreement between you and us and govern your use of DebtCloud, superseding any prior agreements between you and us (including, but not limited to, any prior versions of the Terms of Service).

16. Amendments and Changes to DebtCloud

  • We reserve the right, at our sole discretion, to change, modify, add, or remove portions of the Terms, at any time. Amendments or changes to these Terms won’t be effective until we post revised Terms on the Website. Unless explicitly stated otherwise, any new features that augment or enhance DebtCloud shall be subject to the Terms.
  • It is your responsibility to check the Terms periodically for changes. Your continued use of DebtCloud following the posting of changes will mean that you accept and agree to the changes.
  • We reserve the right to do any of the following, at any time, without notice to you: (1) to modify, suspend or terminate operation of or access to DebtCloud, or any portion of DebtCloud for any reason; (2) to modify or change DebtCloud, or any portion of DebtCloud, and any applicable policies or terms; and (3) to interrupt the operation of DebtCloud, or any portion of DebtCloud, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

17. Questions

    If you have any questions or concerns about the Terms, please email us at info@codewell.co.za

Last Update

    11 April 2019