These Terms of Service constitute a legally binding agreement made between the Licensee, whether personally or on behalf of an entity and CabiTech, concerning the access to and use of the CabiTech.co.za website as well as any sub domain, linked, or otherwise connected thereto.

You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms of Service. If you do not agree with all of these Terms of Service, then you are expressly prohibited from using the Site and you must discontinue use immediately.

Supplemental Terms of Service or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Service at any time and for any reason.

We will alert you about any changes by updating the “Last updated” date of these Terms of Service, and you waive any right to receive specific notice of each such change.

1. INTERPRETATION:

1.1.In this Agreement, unless the context otherwise indicates:
1.1.1.“Agreement” means the licensing agreement contained in this document and all schedules and/or annexures thereto, including any Job Schedule from time to time;
1.1.2.“Applicable Laws” shall include all and any:
1.1.2.1.statutes, subordinate legislation and common law;
1.1.2.2.regulations;
1.1.2.3.ordinances and by-laws;
1.1.2.4.directives, codes of practice, circulars, guidance notices, judgments and decisionsof any competent authority, or any governmental, intergovernmental or
supranationalbody, agency, department or regulatory, self-regulatory or otherauthority or organisation; and
1.1.2.5.provisions of a similar nature, from time to time, compliance with which is mandatory for Cabitech;
1.1.3.“Cabitech” means Cabitech Proprietary Limited (registration number
2015/141083/07), a private company incorporated in South Africa; and
1.1.4.“Cabitech Marks” means, collectively:
1.1.4.1.the registered name of Cabitech, together with all logos, slogans, designs andtrade marks (whether registered or not) used in connection or associationtherewith;
1.1.4.2.all names and/or designations used by Cabitech; and
1.1.4.3.the trade marks, designs and logos licensed to Cabitech by its subsidiaries oraffiliates from time to time.
1.1.5.“Confidential Information” means, without limitation, all information of whatsoevernature of Cabitech:
1.1.5.1.relating to the operations or the business of Cabitech;
1.1.5.2.not readily available in the ordinary course of business to the competitors ofCabitech;
1.1.5.3.relating to any process, technique, software, process, technology, know-how,trade secrets, formulas, designs, information, equipment, materials, intellectualproperty rights, reports, data, drawings, specifications, concepts or any
combination of the aforegoing used and/or possessed by Cabitech;
1.1.5.4.relating to any financial and other details (including financial structure andoperating results) of Cabitech;
1.1.5.5.relating to the relationship of Cabitech with its customers, suppliers and businessassociates including (but not limited to):
1.1.5.5.1.names, contact details and financial details;
1.1.5.5.2.any strategic advertising, marketing and operational plans and policies;
1.1.5.6.relating to any analysis, compilations, studies and other documents; and
1.1.5.7.the content of this Agreement and any other information received pursuant to this Agreement in respect of Cabitech and/or its business, customers, suppliersand/or business associates;
1.1.6.“Intellectual Property” means all intellectual property rights in any part of the worldincluding patents, designs, artwork, lithographs, utility models, rights in inventions,registered and unregistered trade and service marks, rights in business and tradenames and get-up, rights in domain names, registered designs, copyrights and
neighbouring rights, database rights and know-how;
1.1.7.“Licensee” means the subcription holder;
1.1.8.“Licensor” means Cabitech (Pty) Ltd;
1.1.9.“Parties” means the parties to this Agreement, namely Cabitech and the Licensee, and“Party” means any one of them, as the context may indicate;
1.1.10.“Protectable Interests” includes the Confidential Information, Cabitech’s goodwill andmarket reputation, the Cabitech Marks, Cabitech intangible assets and interests ingeneral, Cabitech interests in this Agreement and Cabitech relationship with its
customers, suppliers and/or business associates;
1.1.11.“Service Fee” means the fee to be charged by the Licensor to the Licensee;
1.1.12.“Software” means “Software” refers to “an ordering system which processes clientorder information using tools such as; 3D models, material pickers and size inputforms to create orders for issuing a proforma invoice as well as custom brandingavailable for client user interface and invoicing.”
1.1.13.“Software License” means monhtly access to a non-exclusive, non-transferable, non-sub licensable, revocable license;

2. LICENSE GRANT:

2.1.Software License: Cabitech hereby grants monthly access to a non-exclusive,
non-transferable, non – sub licensable, revocable license.
2.2.Maintenance Services: Cabitech will supply monthly online access, domain registration
and renewal. Cabitech will have exclusive management and access to the servers
running under the licensed Software.
2.3.Termination of Services: Cabitech reserves the right to suspend or terminate a licenseas well as online access to hosting servers if payment is not settled within the time
stipulated on the invoice. On termination of the licence agreement the associated domainwill be transferred to the licensee.
2.4.Restricted Uses: Cabitech prohibits: distribution, sub-licensing , loaning or selling of
the Software including other content that is contained or displayed, reverse engineered,decompiled, decoded, decrypted, disassembled, or derived from any source code from theSoftware. Further prohibition serves in terms of any activities that removes, alters, or
obscures any copyright, trademark, or other proprietary right notices on or in the
Software.
2.5.Publicity: Ratification of this agreement serves as an automatic sanction for Cabitech
to display the license holder logo and/or company emblems indicative of association toCabitech. Ratification of this agreement also grants the use of the “powered by Cabitech“logo to permanently appear on Software user interfaces without exception.

3. MODELS/TEMPLATES:

3.1.3D Models: Development of custom 3D models and input forms to work within the
Software; these modules will be charged once off as a development fee. All models will be
developed to the specification of the client.
3.2.Order Templates: Development of custom order templates and integration into the
Software will be charged once off as a development fee. All order templates will be
developed to the specification of the client.
3.3.Adjustments: Cabitech will adjust 3D models and order templates, An adjustment fee will
apply after client specification agreement.

4. COMMENCEMENT AND DURATION:

4.1.This Agreement will be effective as of date of payment, and shall continue on a month tomonth basis unless terminated by either Party by providing thirty days written notice tothe other Party. All obligations in relation to confidentiality contained in this Agreementshall survive the termination of the Agreement.

5. SERVICE FEES

5.1. Cabitech will issue an invoice on a calendar month to month basis for access to
the software licence. This invoice will include VAT and Cabitech reserves the right to
increase the service fees on an annual basis with a maximum of 5% or inflation which everis higher. 5.2.Cabitech will issue a once off development fee for each custom 3D model or order
template that is requested by the licensee. An invoice with 50% deposit of agreed
upon amount is payable on commencement of the development and the remaining 50%will be invoiced on deployment of the 3D model or order template. Development fees
under R5000.00 will be invoiced in full at commencement of the development.This invoicewill include VAT.

6. OWNERSHIP

6.1.The Licensee hereby agrees and acknowledges that the Software referred to under thisagreement, shall at all times remain vested in the Licensor.

7. BREACH

7.1.If either Party commits a material breach of this Agreement and/or fails to comply withany of the material provisions hereof (“Defaulting Party”), then the other party (“InnocentParty”) shall be entitled to give the Defaulting Party 10 (ten) Business Days’ notice in
writing to remedy such breach and if the Defaulting Party fails to comply with such notice,then the Innocent Party shall forthwith be entitled, but not obliged, without prejudice toany other rights or remedies which the Innocent Party may have in law (including the rightto claim damages), to cancel this Agreement.

8. GOVERNING LAW AND JURISDICTION

8.1.This Agreement will in all respects be governed by and construed under the laws of theRepublic of South Africa. The Parties agree that any costs awarded will be recoverable onan attorney-and-client scale unless the Court specifically determines that such scale shallnot apply, in which event the costs will be recoverable in accordance with the relevantCourt’s tariff, determined on an attorney-and-client scale.