Terms & Conditions
TETRA COMPUTING (PTY) LTD / T/A PROGENIX
Terms and Conditions
Last Updated - 29.06.2021
1.1 Tetra Computing (Pty) Ltd t/a Progenixis an ITC (Information, Telecommunication and Computing) provider and conducts business as an online computer store and retailer, specifically the sale of CPU’s, Motherboards, RAM, Graphics Cards, Storage, PSU’s, Cases, Cooling systems, Monitors, Peripherals, Office equipment, Networking equipment, Mobile equipment & Software (“Goods” and / or “Products”).
1.3 These Terms and Conditions are binding and enforceable against every person that accesses or uses this Website (“you”, “your”, “user”), including a user who registers and / or creates a profile and / or account as contemplated below (“registered user”). By using and / or accessing the Website and by registering an account on the Website, you acknowledge that you have read and agree to be bound by these Terms and Conditions. You must not use and / or access this Website if you do not agree to the Terms and Conditions.Your access to and use of Progenix’s Website is subject to these Terms and Conditions.
1.4 Each time a user accesses and / or uses the Website or uses the services and / or orders and purchases Goods, the user shall be deemed to have consented, by such access and / or use, to the Terms and Conditions, as amended and / or replaced from time to time. If you are not satisfied with the amended Terms and Conditions, you should refrain from using and / or accessing the Website.
1.5 Progenix reserves the right, in its sole discretion, to supplement, amend and/or replace any of, or the whole of, the Terms and Conditions. Such amendments shall supersede and replace any previous version(s) and shall be made available on the Website. We will alert you about any changes by updating the “Last Updated” date stipulated on the relevant document, and you waive any right to receive specific notice of each such change.
1.6 Any supplemented, amended and / or replaced Terms and Conditions and / or any part thereof, that may be posted on the Website from time to time are hereby expressly incorporated herein by reference. It is your responsibility to periodically review the Terms and Conditions and / or Policies with regards to any updates. You will be subject to and will be deemed to have been made aware of and to have accepted and agreed to, such changes and/or amendments to the Terms and Conditions and/or any part thereof by your continued use of the Website after the date such changed and/or amended Terms and Conditions, or any part thereof, is posted.
1.7 The Website is intended for users who are at least eighteen (18) years of age and who has legal capacity. Users who are minors cannot enter into a binding agreement. If you are a minor, you must have the permission of, and be directly supervised by, your parent or guardian and your parent or guardian must read and agree to the Terms and Conditions prior to you using the Website.
2 User Guarantee
By using and accessing this Website, the user guarantees and warrants that:
2.1 all registration information you submit will be true, accurate, current, and complete;
2.2 you will maintain the accuracy of such information and promptly update such information when necessary;
2.3 you have the legal capacity to agree to comply with the Terms and Conditions;
2.4 you are not a minor;
2.5 if you are not legally permitted to enter into a binding agreement, then you may use the Website only with the supervision and permission of your parent or legal guardian. If your parent or legal guardian supervises you and gives his / her permission and consent, then such person agrees to be bound to these Terms and Conditions and to be liable and responsible for you and all your obligations under these Terms and Conditions.
2.6 you will not use the Website for any illegal or unauthorized purpose;
2.7 you will not in any way use any device, software or other instrument to interfere or attempt to interfere with the proper working of the Website; and
2.8 your use of the Website will not violate any law or regulation and you will not use the Website to distribute material which is defamatory, offensive, contains or amounts to hate speech or is otherwise unlawful.
For the purposes of Section 43 of The Electronic Communication and Transactions Act No 25 of 2002 (“ECTA”), Progenix’s information is as follows, which should be read in conjunction with its product descriptions and other terms and conditions contained on the Website:
3.1 Full name: Tetra Computing (Pty) Ltd t/a Progenix a private company registered in terms of the company laws of South Africa with registration number 2020/493307/07
3.2 Main business: Online retailer
3.3 Physical address (also registered and postal address), where we will receive legal service of documents: 5 P.A. van Schalkwyk Street, Norkem Park, Kempton Park, 1618
3.4 Office bearers: Jonathan Horne
3.5 Phone number: 084 657 6397
3.6 Email address: [email protected]
3.7 Website: https://progenix.co.za/delivery
3.8 PAIA & POPIA Manual: The manual published in terms of section 51 of the Promotion of Access to Information Act 2000 may be viewed from here: https://progenix.co.za/PAIA-and-POPIA-Manual
4 Registration of account and use of the Website
4.1 Although you may be required to registered and / or created a profile and / or account, you are not obligated to purchase any Goods and you are free to browse the Website.
4.2 However, only user who have registered and / or created a profile and / or account may order Goods on the Website.
4.3 To register as a user, you must provide a password and provide certain information and personal details. You will need to use your password to access the Website in order to purchase Goods.
4.5 For security purposes you agree to enter the correct details and password whenever accessing your account and / or ordering Goods.
4.6 Should you fail to enter the correct details and password, you will be denied access to your account.
4.7 You agree that, you will be liable for any and all orders placed and Goods purchased using your account’s and / or profile’s login and / or logon credentials, details and password, irrespective of whether the use of the details and password is unauthorised or fraudulent, and you will be liable for payment of such order and /or Goods purchased, save where you cancel such unauthorised and / or fraudulent order timeously and before we have processed and / dispatched and / or incurred any costs and / or expenses in relation therewith and it is still possible to cancel such order.
4.8 Should you become aware of and / or reasonably suspect unauthorised access to and / or use of your account, logon credentials, details and / or password, you must notify us immediately.
4.9 The user agrees not to sell or otherwise transfer your account and / or profile to any other person and / or third party.
5 Prohibited use of Website
5.1 The purpose of the Website is for the online purchase of the Goods as advertised.
5.2 Users are prohibited from accessing and / or using the Website for any purpose other than for the purpose state in clause 5.1 above.
5.3 The user hereby agrees that he/she/it shall not himself/herself/itself, nor through a third party :
5.3.1 Without Progenix's prior written consent, provide, disclose, divulge or make available to or permit the use of or give access to the Website by persons other than the user;
5.3.2 Retrieve and / or copy data or other content from the Website, directly or indirectly, without written permission from us;
5.3.3 Attempt to and / or use another user’s password and / or account and / or obtain access to another user’s account and password information and / or account and password;
5.3.4 Circumvent, disable, or otherwise interfere with security-related features of the Website;
5.3.5 Use any information obtained from the Website in an improper way such as to harass, abuse, or harm another person;
5.3.6 Make improper use of our support services or submit false reports;
5.3.7 Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, unauthorised material, including spamming (continuous posting of repetitive text), any material that acts as a passive or active information collection or transmission mechanism such as “spyware” or “passive collection mechanisms”;
5.3.8 Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools;
5.3.9 Delete the copyright or other proprietary rights from any content on the Website;
5.3.10 Attempt to impersonate another user or person or use the password and / or account of another user;
5.3.11 Interfere with or disrupt the working and functioning of the Website or the networks or services connected to the Website;
5.3.12 Harass, intimidate, or threaten any of our employees or agents;
5.3.13 Copy or adapt the Website’s software or code;
5.3.14 Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website;
5.3.15 Make any unauthorized use of the Site, including collecting other user’s information, account information and/or email addresses by electronic or other means;
5.3.16 Use the Website’s and Progenix’s intellectual property and/or proprietary material. You may not in any way display, publish, copy, print, post or otherwise use the Website and / or the information contained therein without our express prior written consent; and
5.3.17 Utilise the Website in any manner which may compromise the security of the Website and / or tamper with the Website in any manner whatsoever, which shall include without limitation, gaining or attempting to gain unauthorised access to the Website, or delivering or attempting to deliver any unauthorised, damaging or malicious code to the Website.
6 Agreement of Sale
6.1 Registered user may place an order or orders for Good(s), which Progenix may accept or reject.
6.2 Orders placed by you, the user and / or consumer, is regarded as an offer to purchase and not the conclusion of an agreement of sale.
6.3 An agreement of sale will be concluded between you and us, when your order placed, to purchase Goods and your offer to make payment thereof, has been accepted by us.
6.4 Acceptance of your “offer to purchase” will occur when you receive a notification and /or communication from us informing you that we have receive your order and payment and we will inform you of the delivery or collection of the Goods purchased.
6.5 The agreement of sale will come into effect when we accept your offer to purchase the Good(s) as advertised on the Website.
6.6 The place of acceptance and place where the contract and / or agreement of sale is concluded will be the place from where our acceptance of your offer to purchase is send and communicated, being Progenix’s principal place of business address situated at 5 P.A. van Schalkwyk Street, Norkem Park, Kempton Park.
6.7 Placing Goods in the shopping cart without completing the purchase transaction and / or the pre-order of Goods, do not constitute an order for such Goods and / or the conclusion of a contract and / or an agreement of sale.
6.8 With regards to Goods placed in the shopping cart, such Goods may be removed from the shopping cart if stock is no longer available, or the price thereof might change without notice to you. You cannot hold Progenix liable if such Goods are not available or are not available at a particular price when you complete or attempt to complete the purchase transaction at a later stage.
6.9 We reserve the right to reject any order, and / or pre-order by cancelling it, for any reason at our sole discretion.
6.10 Placing Goods on your Wishlist does not constitute an offer to purchase and is not a contract and / or agreement of sale.
7 Product Information and availability
7.1 Progenix in an online computer store and sells and supplies CPU’s, Motherboards, RAM, Graphics Cards, Storage, PSU’s, Cases, Cooling systems, Monitors, Peripherals, Office equipment, Networking equipment, Mobile equipment & Software.
7.2 Each product’s description, product code and information relating to availability is available on the Website.
7.3 We have the right, and reserve the right, to change, revise, update, suspend, discontinue, or otherwise modify the products, products’ description and/or price at any time or for any reason without notice to you.
7.4 Products, products’ description and/or prices of products already ordered and paid for will not be changed and/or modified.
7.5 We will not be liable to you or any third party whatsoever for any errors that may be present on the product's description and / or availability.
7.6 Should an error occur regarding the product description and / or availability information you will be entitled to a full refund for any monies already paid for the affected products, subject to the affected, wrong products being returned to us in accordance with our Delivery and Returns Policy which can be viewed here https://progenix.co.za/delivery.
8.1 The price and cost of each product is displayed and available on the Website. Payment of the Product(s) purchased will be due upon and during the checkout process.
8.2 All prices for products are inclusive of VAT (Value Added Tax).
8.3 The delivery and / or courier charges are displayed and information relating to these charges are available during the check out process. The user is referred to our Delivery and Returns Policy which can be viewed here https://progenix.co.za/delivery.
8.4 You acknowledge and agree that stock of all Goods on offer and / or on special is limited and that pricing may change at any time without notice to you.
8.5 The contract and / or agreement of sale will only be formed when Progenix accepts the user’s and / or customer’s order(s). As such and should there be any error(s) in the price(s) displayed on the Website, Progenix will not bound by such an error in the price.
9 The manner of payment
9.1 Progenix utilises a payment system that is secure and in terms of accepted technological standard.
9.2 Payment may be made for the Goods purchased by way of the following methods:
9.2.1 Debit card (coming soon);
9.2.2 Credit card (coming soon);
9.2.3 Electronic funds transfer (EFT); and / or
9.2.4 Gift vouchers.
9.3 In the event of utilising a debit or credit card as the payment method, we may require additional information to authorise and / or verify the validity of payment. Your order will only be accepted when and at such time when we receive the additional information to authorise and / or verify your payment. Should we not receive the additional information required and / or your order not be authorised and / or the validity of your payment not be verified, your order will be cancelled. You warrant that you are fully authorised to use the debit or credit card supplied for purposes of purchasing and paying for the Goods.
9.4 With regards to payment by way of EFT, please note that we will not accept your order and / or purchase if payment has not been received.
9.5 You will have the option to select the payment method during the checkout procedure.
9.6 All transactions are encrypted using appropriate encryption technology.
10 Gift Voucher / Certificates
10.1 You can purchase a non-refundable Gift Voucher which is available on the Website and can be used for or towards the purchase of Goods.
10.2 Gifts Vouchers are valid for 3 years and can only be redeemed while it is valid, and the expiry date cannot be extended.
10.3 Gift Vouchers cannot be exchanged for cash, they do not accrue interest and cannot be used to purchase other Gift Vouchers.
10.4 Gift Vouchers and / or ownership of a Gift Voucher cannot be transferred from the recipient to another person.
10.5 If your Gift Voucher value is less than the amount required to pay, in full, for an order and / or product, the difference must be paid for by way of one of the other payment methods.
10.6 If your Gift Voucher value is more than the purchase price for the Product, the balance will be available for use in the remaining validity period.
10.7 Gift Vouchers will not be replaced if lost, stolen, damaged, destroyed or cloned.
10.8 Progenix will not be liable whatsoever to you or any third party for any Gift Vouchers that might expire, be cancelled, are lost, damaged, destroyed or cloned.
11 Terms and conditions that apply to the transaction
11.1 Registered user may place an order or orders for Good(s), which Progenix may accept or reject. The contract and / or agreement of sale will only be formed when the customer's order is accepted by the Progenix.
11.2 Acceptance of the order placed will be communicated to you and you will receive a notification by way of email and / or telephone, confirming your order . As soon as your order has been accepted, processed, and payment has cleared, you will also receive a dispatch / delivery or collection notification.
11.3 Placing Goods in the shopping cart without completing the purchase transaction does not constitute an order for such Goods and / or the conclusion of a contract and / or an agreement of sale. As such, Goods may be removed from the shopping cart if stock is no longer available or the price thereof might change without notice to you. You cannot hold Progenix liable if such Goods are not available or are not available at a particular price when you complete or attempt to complete the purchase transaction at a later stage.
11.4 The user and / or consumer, will have the right to cancel an order at any time prior to receiving a dispatch or collection notification ("Notification"). Should you wish to cancel your order after receiving a Notification, by way of email or telephone, you may return the Goods in accordance with our Delivery and Returns Policy.
12 Delivery of Goods
12.1 We offer courier and self-collection as methods of delivery of the Goods to you.
12.2 The user is referred to the Delivery and Returns Policy for information relating to the time within which Goods will be delivered which may be viewed from here https://progenix.co.za/delivery.
12.3 We will attend to the delivery of the Goods to you at the address nominated, and to the delivery address, provided by you. Progenix is not responsible for any loss or unauthorised use of the product(s) after it has / have been delivered to the address as provided by you.
12.4 With reference to the minimum delivery time prescribed in legislation, specifically Section 46 of ECTA:
12.4.1 Progenix undertakes to execute the order within 30 days after the day on which we receive the order, unless the parties have agreed otherwise.
12.4.2 We will notify you should we not be able to execute the order within 30 days or within the agreed period. Within 7 days of receiving such notification, you may elect to cancel the agreement.If you elect to cancel the agreement and your order, we will refund you for the purchase price.
12.4.3 In the event that we are unable to perform in terms of the agreement on the grounds that the Goods ordered are unavailable, we will immediately notify you and refund any payments within 30 days after the date of such notification.
13 User’s access to record of transaction
13.1 We will send you communications relating to your order, purchase, and payment.
13.2 The record of the transaction will be kept for as long as necessary to complete and delivery the Goods purchase and / or as prescribed in terms of legislation.
13.3 The user is referred to the PAIA and POPIA Manual for information relating to access to records which may be viewed from here https://progenix.co.za/PAIA-and-POPIA-Manual.
13.4 The user’s personal data and information can be erased by deleting your account from your account page or requesting the erasure of your personal data by email.
14 Return, exchange and refund policy
14.1 The user is referred to the Delivery and Returns Policy for information relating to the time within which Goods will be delivered which may be viewed from here https://progenix.co.za/delivery.
14.2 The Delivery and Returns Policy is incorporated by reference (which means that it forms part of these Terms and Conditions).
15 Complaints and alternative dispute resolution
15.1 We are participants of the Consumer Goods and Service Ombud Scheme ("CGSO") and are bound by its code. The CGSO’s code can be viewed on their website http://www.cgso.org.za/cgso/.
15.2 To expedite resolution of any dispute, claim or complaint related to these Terms and Conditions brought by either you or us the Parties agree to first attempt to resolve any dispute, claim or complaint by way of good faith negotiation 15 days before initiating any legal proceedings and / or approaching the CGSO. Such informal negotiations commence upon written notice from one Party to the other Party.
15.3 If we don’t resolve your complaint within 15 (fifteen) business days of you having notified us of it, you are entitled to approach the Consumer Goods and Services Ombud (“CGSO”), to assist in resolving the dispute.
16 ECTA and Consumer’s rights
In terms of ECTA, you as the consumer, have the following rights:
16.1 In the event that Progenix fails to comply with the provisions of Sections 43(1) and / or (2) of ECTA, you may cancel the transaction within 14 days of receiving the goods under the transaction. Should you choose the cancel the transaction, as stipulated in this clause, you must return the goods purchased within 7 days of cancelling the transaction which Goods must be in their original condition, in good working order and have no missing items, such as but not limited to manuals, software installation discs and accessories. We will refund all payments made by you less the direct cost incurred of returning the Goods. The aforesaid is only applicable to this clause and in the event that Progenix fails to comply with the provisions of Sections 43(1) and / or (2) of ECTA.
16.2 In terms of 43(2) of ECTA, you, the user, will have the opportunity while using the Website and before placing an order and payment of any order(s) placed :
16.2.1 to review the transaction;
16.2.2 to correct any mistakes; and
16.2.3 to withdraw from the transaction, before finally placing any order.
17 Cooling-off rights of consumers in terms of Section 44 of ECTA
17.1 Section 44 of ECTA reads as follows:
“44(1) A consumer is entitled to cancel without reason and without penalty any transaction and any related credit agreement for the supply—
(a) of goods within seven days after the date of the receipt of the goods; or
(b) of services within seven days after the date of the conclusion of the agreement. (2) The only charge that may be levied on the consumer is the direct cost of returning the goods.
(3) If payment for the goods or services has been effected prior to a consumer exercising a right referred to in subsection (1), the consumer is entitled to a full refund of such payment, which refund must be made within 30 days of the date of cancellation.
(4) This section must not be construed as prejudicing the rights of a consumer provided for in any other law.”
17.2 In terms of Section 42(2) of ECTA, Section 44 – cooling-off right – will in certain circumstances not apply to an electronic transaction.
17.3 Section 44 is only applicable if you are a natural person, you are the end user of the goods or services and the transaction must be an electronic transaction.
17.4 The user is referred to the Delivery and Returns Policy for information relating to the cooling-off rights of consumers which may be viewed from here https://progenix.co.za/delivery.
17.5 The Delivery and Returns Policy is incorporated by reference (which means that it forms part of these Terms and Conditions).
18 Promotions and Goods on offer (Discounted Goods)
18.1 We may offer certain Products at a discounted price from time to time.
18.2 Stock of all Products on offer is limited.
18.3 We take all reasonable steps to monitor the stock levels of the Products on offer and ensure that the Website is updated and / or promotions or Products on offer are discontinued on the Website when stock is no longer available.
18.4 We cannot, however, guarantee the availability of stock.
18.5 Should it happen that, after you have placed an order, the Products are no longer available or in stock, we will notify you and refund of any amount already paid by you.
19 Disclaimers and Limitation of liability
19.1 The contents of the Progenix website does not constitute advice and should not be relied upon in making or refraining from making, any decision. We do take reasonable measures to ensure that the content of the Website is accurate and complete, however, we make no representations or warranties, whether express or implied, as to the quality, timeliness, operation, integrity, availability or functionality of the Website or regarding the accuracy, completeness or reliability of any information on the Website.
19.2 The use of the Website is entirely at your own risk, and you assume full responsibility for any risk or loss resulting from use of the Website or reliance on any information on the Website.
19.3 The user bears all risk of transmitting information by way of the internet, including email and submitting information through and by way of the Website. We have the right to request the verification of any information transmitted via e-mail and / or submitted via the Website should we deem it necessary, and the user consents to such verification and / or to provide such verification.
19.4 Progenix reserves the right to change or remove (temporarily or permanently) the Website or any part of it without notice and you confirm that Progenix shall not be liable to you for any damages suffered and / or allegedly suffered, and / or at all and in whatsoever manner, relating to such change or removal.
19.5 The Website itself and the information provided on the Website, is provided on an AS IS and AS AVAILABLE basis without any representation or endorsement made and without warranty of any kind whether express or implied, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security, and accuracy.
19.6 Progenix makes no warranty that the functionality of the Website will be uninterrupted or error free, that defects will be corrected or that the Website or the server that makes it available are free of viruses, spyware, malware, trojans, destructive materials or any other data or code which is able to corrupt, destroy, compromise, disrupt, disable, harm, jeopardise or otherwise impede in any manner the operation, stability, security functionality or content of your computer system, computer network, any handset or mobile device hardware or software in any way.By your continued use of and / or access to the Website, you accept all risk associated with the existence of such viruses, destructive materials or any other data or code which is able to corrupt, compromise, jeopardise, disrupt, disable, harm or otherwise impede in any manner the operation or content of a computer system, computer network, any handset or mobile device, or your hardware or software.
19.7 To the extent permitted by law, Progenix, our directors, employees or agents will not be liable to you or any third party for any direct, indirect, incidental, special or consequential loss or damages whatever (including without limitation loss of business, opportunity, data, profits) which might arise from your use of, access to, or reliance upon, the Website or the content contained in and on the Website; or your inability to use the Website, and / or unlawful activity on the Website and / or any linked third party Website.
19.8 Progenix cannot be held liable for:
19.8.1 Any errors or omissions in any content and materials;
19.8.2 Inaccurate information published on the Website and/or any incorrect prices displayed on the Website;
19.8.3 Personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Website;
19.8.4 Any loss, claim or expense relating to a transaction based on any errors and / or inaccurate information and /or incorrect prices save for returning and / or refunding the Product(s) as detailed in our Delivery and Returns Policy;
19.8.5 Any interruption in the functionality of the Website;
19.8.6 Any loss, harm, or damage suffered by the user as a result of transmitting information by way of the internet;
19.8.7 Any viruses, spyware, malware, trojans or other destructive materials which may be transmitted to or through the Website;
19.8.8 Any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available on the Website.
19.9 Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us.
19.10 Nothing in these Terms and Conditions shall be construed so as to exclude or limit the liability of Progenix for death or personal injury as a result of the negligence of Progenix or that of its employees or agents.
20.1 You agree to indemnify and hold Progenix and its employees and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Progenix arising out of any breach by you of these Terms and Conditions and or Agreement or other liabilities arising out of your use of and access to this Website.
20.2 You hereby indemnify Progenix against any loss, claim or damage which may be suffered by yourself or any third party arising in any way from your use of and / or access to this Website and / or any linked third-party website.
21 Links to Third Party Websites
21.1 Progenix’s Website may include links to Third Party Websites that are controlled and maintained by others.
21.2 Any link to other websites is not an endorsement of such websites and you acknowledge and agree that we are not responsible for the content or availability of any such sites.
21.3 These Terms and Conditions do not apply to those Third Party Websites and Progenix is not responsible for the practices and / or privacy policies of those Third Party Websites or the “cookies” that those sites may use.
21.4 Notwithstanding the fact that the Website may refer to or provide links to Third Party Websites, your use of such Third Party Websites is entirely at your own risk and we are not responsible for any loss, expense, claim or damage, whether direct, indirect or consequential, arising from your use of such Third Party Websites or your reliance on any information contained thereon.
22 Copyright and Ownership
22.1 All copyright, trademarks and all other intellectual property rights relating to the Website and its content (including without limitation any material, information, data, design, text, graphics, lay-out, sound clips, video clips, logo’s, trade names, trademarks and all software and source codes displayed on, incorporated in and / or connected with the Website) are owned by or licensed to Progenix or otherwise used by Progenix as permitted by law.
22.2 The contents of the Website, copyright, trademarks and intellectual property owned by or licensed to Progenix are protected by law, including bu not limited to copyright and trademark law.
22.3 You will not acquire any right, title or interest in or to the Website or the Website Content.
22.4 In accessing the Website you agree that you will access the content solely for your personal, non-commercial use. Any use, distribution or reproduction of the Website Content for commercial use is prohibited.
22.5 None of the content may be downloaded, copied, reproduced, transmitted, stored, sold or distributed without the prior written consent of the copyright holder. This excludes the downloading, copying and/or printing of pages of the Website for personal, non-commercial home use only.
22.6 The use of automated systems or software to extract data from this website or www.progenix.co.za (‘scrape’, ‘scraping’ or ‘screen scraping’) is prohibited unless the third party has directly concluded a written licence agreement with Progenix in which permits it access to Progenix's price, stock and listing information.
23 Website maintenance and modifications
23.1 We cannot guarantee the Website will be available at all times and it is possible that we may experience technical issues. From time to time, it is also necessary to maintain and / or update our Website (although we are not obligated to maintain and update the Website).
23.2 We reserve the right to change, revise, update, modify and / or remove the contents of the Website, without prior notice to you.
23.3 We reserve the right to change, revise, update, suspend, modify, remove and / or discontinue all or part of the Website without prior notice to you.
23.4 We will not be liable to you or any third party for any loss, damage, or inconvenience caused by any modification, price or content change, suspension, or discontinuance of the Website and / or any interruptions or delays and / or your inability to access the Website relating to and / or caused by the unavailability, downtime or discontinuance of the Website.
25 Termination or Suspension of User Account
25.1 These Terms and Conditions and / or Agreement will remain in full force and effect while you use and access the Website and / or until both us and you, the user, have performed in terms of the Agreement.
25.2 Progenix has the right to, in our sole discretion (with or without notice to you), deny, terminate or suspend your account, access to and use of the Website for any reason, including but not limited to your failure to comply with your obligations under these Terms and Conditions and / or Agreement, breach of any of the Terms and Conditions and / or Agreement and /or applicable law or legislation and / or unauthorised and / or improper use of the Website. Such suspension and / or termination will be without any prejudice to any claims for damages or otherwise that we may have against you.
25.3 Progenix may in its sole discretion terminate, suspend and modify this Website, with or without notice to you. We will not be liable to you in the event that we exercise our discretion to suspend, modify or terminate this Website.
26.1 In the event that the user:
26.1.1 fails to observe any of the provisions of the Terms and Conditions and / or Agreement;
26.1.2 uses or accesses the Website and / or user account in an authorised and / or improper manner; and / or
26.1.3 infringes any law, regulation, legislation or the like,
then it shall be deemed to be a breach of the Terms and Conditions and / or Agreement.
26.2 In the event of a breach as contemplated above, then Progenix shall have the right, without prejudice to any other rights which might thereupon be available to it, to:
26.2.1 enforce the relevant provisions and claim specific performance as well as such damages which it might have suffered;
26.2.2 cancel this Agreement and declare the whole balance of all amounts owing in terms hereof to be due, owing and payable and claim damages as it may have suffered as a result of the breach; and / or
26.2.3 cancel this Agreement and proceed against the user for the recovery of damages incurred and suffered by it.
26.3 Breach of these Terms and Conditions and / or the Agreement entitles Progenix to take legal action without prior notice to the user and the user agrees to reimburse Progenix and be liable for the costs associated with such legal action, on an attorney and client scale.
27 Variation, cancellation and waiver
27.1 No contract varying, adding to, deleting from or cancelling the Terms and Conditions and / or Agreement, and no waiver of any right under this Agreement, shall be effective unless reduced to writing and signed by or on behalf of Progenix and the user. It is agreed that this clause is expressly included in the non-variation aspect and this clause cannot be varied unless reduced to writing and signed by Progenix and the user.
27.2 "Signed" or any cognate expressions shall not be interpreted as requiring physical signature and shall specifically include signature by way of electronic signature, as defined in the Electronic Communications and Transactions Act, no 25 of 2002, as amended (ECTA).
27.3 “In writing” specifically includes any variation, amendment, novation or other alteration by way of electronic mail, publishing on the Website, electronic communication or similar conduct as described in the ECTA.
27.4 Electronic communications include visiting and accessing the Website, placing and purchasing an order, sending and receiving email, completing any online forms. The user consents to receiving electronic communications and that the Terms and Conditions and / or Agreement, any notices, disclosures, Policy updates and any other communications Progenix forwards to and / or provides to the user electronically, by way of email and / or on the Website, will be considered t be “in writing” as described in ECTA.
27.5 Any indulgence and / or the failure of a party to give notice to the other party, or to take any other steps in exercising any right, or in respect of the breach or non-fulfilment of any provision of the Terms and Conditions and / or this Agreement, shall not constitute a waiver of that right.
27.6 No waiver by any party of any of his/her/its rights hereunder and no latitude or indulgence by either party shall be of any force or effect unless reduced to writing and signed by the parties.
28 Severability and Invalidity
28.1 If any of these Terms and Conditions and / or provisions of the Agreement should be determined to be invalid, illegal or unenforceable for any reason by any court of competent jurisdiction then such Term or Condition or provision shall be severed, and the remaining Terms and Conditions and /or provisions of the Agreement shall survive and remain in full force and effect and continue to be binding and enforceable.
28.2 Each provision of the Terms and Conditions and / or Agreement is, notwithstanding the grammatical relationship between that provision and the other provisions, severable from the other provisions.
29 Governing Law
29.1 The interpretation, construction and effect of the Terms and Conditions and / or Agreement and the rights and obligations of the parties shall be governed by and construed in accordance with the law of the Republic of South Africa, and you hereby submit to the exclusive jurisdiction of the South African courts.
29.2 As a user and consumer, you have the right to approach any tribunal or forum of competent jurisdiction, in the Republic of South Africa, in terms of the Consumer Protection Act, 68 of 2008 ("CPA").
30 Domicilia & Notices
30.1 Progenix chooses its domicilium citandi et executandi for all purposes arising from the Terms and Conditions and / or Agreement as follows: 5 P.A. van Schalkwyk Street, Norkem Park, Kempton Park, 1618
30.2 Notice sent in terms of the Terms and Conditions and / or Agreement may be sent to: [email protected]
30.3 The user agrees that any notices or other communication relating to and required to be given in terms of the Terms and Conditions and / or Agreement may be sent via electronic mail, to the email address as provided on the user’s account / profile.
30.4 Notice shall be deemed to be received 48 (forty-eight) hours after an email has been sent, unless the sending party is notified that the email address is invalid.
30.5 A notice or other communication actually received by a party shall be regarded as an adequate notice or communication to his/her/it and will be regarded as received by that party, notwithstanding that it was not sent to or delivered at his/her/its chosen address(es) and / or at the address or email address as stated above.
31 Force Majeure
31.1 Subject to the provisions herein, if any Party is delayed in performing or fails to perform any of his/her/its obligations under this Agreement as a consequence of a force majeure event, the affected Party shall be relived of liability for the delay or failure to perform his/her/its obligations under this Agreement and the consequences of such delay or failure to perform his/her/its obligations under this Agreement.
31.2 For the purposes of this Agreement the expression “force majeure event” means, any event or circumstances, or combination of events and circumstances, occurring on or after the date when an agreement of sale comes into effect, the occurrence of which is beyond the reasonable control (direct or indirectly) of, and could not have been avoided by steps which might reasonably be expected to have been taken by, such Party acting as a reasonable and prudent Party. Without prejudice to the generality of the aforegoing, such events or circumstances shall include but not be limited to:
31.2.1 An act of nature, act of public enemy, act or threat of terrorism, war, revolution, riot, insurrection, civil commotion, sabotage, act of vandalism, explosions, lightning, fire, flood, storm, drought, earthquake or extreme weather;
31.2.2 Major breakdown of Equipment or accidents, which could not have been prevented by a reasonable or prudent Party;
31.2.3 Governmental restraint or other legislation, by-law, regulation or directive (such restraint, Act, other legislation by-law or directive arising or coming into effect after the date hereof) of any authority having jurisdiction over such Party or any inability to obtain or cancellation of any consent, approval or licence rendering it unlawful for such Party to comply with its obligations hereunder; and
31.2.4 Strikes, lock-outs, works stoppage or other industrial action or disturbance by workers or employees (whosoever’s employees are involved).
31.3 During the continuance of a force majeure event:
31.3.1 The Party affected by the force majeure event shall as soon as practically possible, give written notice of the occurrence of the force majeure event to the other Party, such notice including information about the circumstances, the likely duration of such circumstances (if known), the extent to which the Party giving such notice will be prevented from performing in terms of this Agreement and a statement of steps necessary to remedy such imposition and the occurrence (if possible).
31.3.2 The Party affected by the force majeure event shall take all reasonable steps to remedy the force majeure event (where possible) and to minimise the effect of such circumstances upon the performance of its obligations under this Agreement.
31.3.3 Any Party shall be entitled to terminate this Agreement on giving 30 (thirty) days’ notice in writing to the other Party if at any time the force majeure event continues for an uninterrupted period of 3 (three) months.
32.1 The Terms and Conditions and / or Agreement together with the applicable policies and / or other rules posted on the Website (if applicable) constitutes the entire Agreement between us and you.
32.2 We may assign any or all of our rights and obligations to any third party at any time.
32.3 You may not cede, assigns and / or delegate any or part of your rights and / or obligations in terms of the Terms and Conditions and / or Agreement without our prior written consent.
32.4 Where the day upon or by which any act it required to be performed is not a business day, the parties shall be deemed to have intended such act to be performed upon the 1st (first) business day thereafter.
32.5 When any number of days is prescribed in the Terms and Conditions and / or Agreement, same shall be reckoned exclusively of the first and inclusively of the last unless the last day is not a business day in which case the last day shall be the next succeeding business day.
32.6 The rule of construction that in the event of ambiguity, the agreement shall be interpreted against the party responsible for the drafting thereof, shall not apply in the interpretation of the Terms and Conditions and / or Agreement