Company Terms & Conditions

FLEXYFORCE™ COMPANY TERMS OF SERVICE

THESE TERMS OF SERVICE (“TERMS”) ARE EFFECTIVE AS OF: 1 JULY 2019.

READ THESE TERMS CAREFULLY BEFORE USING THE FLEXYFORCE PLATFORM. ANY PARTY’S CONTINUED USE OF THE FLEXYFORCE PLATFORM INDICATES THAT SUCH PARTY HAS BOTH READ AND ACCEPTS THESE TERMS. NO PARTY MAY USE THE FLEXYFORCE PLATFORM UNLESS ALL THESE TERMS ARE ACCEPTED. ALL SECTIONS OF THESE TERMS ARE APPLICABLE TO THE PARTIES UNLESS A SECTION EXPRESSLY STATES OTHERWISE.

WELCOME TO FLEXYFORCE™ 🙂

Welcome to Flexyforce™. We’re excited to show You how We work.

These Terms describe the various aspects of our business relationship. By using the Flexyforce system, you are agreeing to these Terms. These Terms are updated from time to time. Please check our website regularly for any updates in this regard. Finally, we know legal language can sometimes be difficult to navigate, so we wanted to give you a roadmap of what to expect.

YOUR AGREEMENT TO THESE TERMS
1. This Agreement governs Your use of Flexyforce’s Services and the Flexyforce Platform as an Enterprise and is entered into between You and Next Platforms (Pty) Ltd t/a Flexyforce.
2. By accepting this Agreement, You represent that You have the authority to do so, and You agree to the terms of this Agreement. If You are entering into this Agreement on behalf of a Company or other legal entity, You represent that You have the authority to bind such entity and its affiliates to this Agreement, in which case the term “You” or “Your” shall refer to such entity and its affiliates. If You do not have such authority, or if You do not agree with the terms of this Agreement, You must not accept this Agreement and may not use the Service.
3. To the extent permitted by applicable law, We may modify this Agreement with prospective effect when notified to You, and after you have consented thereto, and any revisions thereto, will take effect when posted on the Flexyforce Platform, unless a later date is otherwise stated in the revised Agreement. Your continued use of the Flexyforce Platform and/or Services will be construed as Your consent to the amended / updated Agreement and will be conditional upon the Agreement in force at the time of Your use. Please check the Flexyforce Platform often for updates to the terms and other documents which may have a bearing on Your use of the Flexyforce Platform.
DEFINITIONS
1. “Agreement” means these terms and conditions and any other terms annexures, addenda or schedules hereto, as well as any other documents incorporated by reference herein;
2. “Best Industry Practice” means the exercise of such skill, diligence, prudence, foresight and/or good judgment which would be expected from a highly skilled, experienced and reputed person in ensuring the protection of Confidential Information at a world-class level;
3. “Booking” means the engagement entered into between an Enterprise and Supplier as evidenced by the Booking Specific Terms, in terms of which, the Services are rendered;
4. “Booking Specific Terms” shall mean the terms presented to the Supplier by the Enterprise, which shall be agreed upon between the Enterprise and the Supplier prior to the Services being rendered in terms of a Booking, which terms shall inter alia record the necessary Services required for the Booking, the Supplier Booking Fee, the nature of the Booking, as well as the terms governing the cancellation of the Booking Specific Terms as contained therein. Should there be any other custom requirements not catered for herein, these too shall be included in the Booking Specific Terms;
5. “Cancellation Fee” means a percentage of the Supplier Booking Fee, which cancellation fee is determined in accordance with the selected cancellation policy as set out in clause 17 below;
6. “Confidential Information” means the contents of this Agreement and any information or documents in whatever form or format, belonging to, in the possession of, under the control of, in the knowledge of, or howsoever related to a Party, which has been disclosed or made available by the applicable party, directly or indirectly, in any manner which is (i) confidential or proprietary in nature, or (ii) which has been designated as confidential by a Party, or (iii) the unauthorised disclosure of which would, or would be likely to, prejudice the interests of such Party, and this includes all Intellectual Property Rights, trade secrets, know-how, all personal and sensitive data and all discussions, negotiations and Services provided or to be provided relating wholly or partly to subject matter of this Agreement;
7. “Effective Date” shall mean the date upon which You accept the terms of this Agreement;
8. “Enterprise/s” means an individual, company or other legal entity with an Enterprise account on the Flexyforce Platform, which Enterprise may, if it chooses, invite a Supplier to join their flexible workforce, and which uses the Flexyforce Platform and Services to book, contract and pay their Suppliers for Services rendered in terms of a Booking;
9. “Flexyforce”, “We”, “Us” means Next Platforms (Pty) Ltd t/a Flexyforce, bearing registration number 2015/134958/07, and includes our employees, officers, directors, representatives, agents, shareholders, affiliates, subsidiaries, holding companies, related entities, advisers, companies, service providers and suppliers;
10. “Flexyforce Platform” means the web application found at www.flexyforce.com and is made available and owned by Flexyforce;
11. “Flexyforce Credits” shall mean an amount purchased upfront by an Enterprise, and which amount shall be redeemable for the Payout Fee, Flexyforce Subscription Fee, and/or the Supplier Booking Fee in respect of a Booking or multiple Bookings, as and when the Enterprise wishes to do so;
12. “Intellectual Property” includes patents, rights to inventions, copyright and related rights, all other rights of copyright, trademarks, trade names and domain names, business names, logos, service marks, moral rights, know-how, business methods and trade secrets, rights in get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in design, database rights and any other Intellectual Property Rights, (including but not limited to moral rights), in each case whether registered or unregistered and including all applications (and right to apply) for, and renewals, extensions or revivals of, such and all similar or equivalent rights to forms of protection which subsist or will subsist now or in the future and in any part of the world (and “Intellectual Property Rights” means any ownership, license or associated rights relating to Intellectual Property);
13. “Party” means You or Flexyforce, as the case may be, and “Parties” means You and Flexyforce collectively;
14. “Payout Fee” means the fee that is paid to Flexyforce by an Enterprise for the provision of the Services over and above the Subscription Fee, which is a percentage of the Supplier Booking Fee as determined in accordance with the subscription package chosen by the Enterprise, which packages may be viewed here https://flexyforce.com/pricing/.
15. “Personal Information” means Personal Information that can identify You or is capable of identifying You and is defined in the Protection of Personal Information Act 4 of 2013. By Personal Information We don’t mean general, statistical, aggregated or anonymised information;
16. “Service” means the service of Flexyforce making provision for the Services of Suppliers to the Enterprise in conjunction with making the Flexyforce Platform available for use by Enterprises and Suppliers;
17. “Services” shall mean the resource of the Supplier appointed by the Enterprise as more fully described in the Booking Specific Terms coupled with the Supplier’s Profile;
18. “Subscription Fees” shall mean fees as payable by an Enterprise to Flexyforce on a monthly basis for having access to the system, irrespective of whether a Booking is made by the Enterprise as more fully set out in clause 6.1 below;
19. “Supplier” means an independent contractor, expert, consultant or freelancer, as the case may be, which is introduced to the Enterprise via Flexyforce, or invited to join the Flexyforce Platform by an Enterprise, and thereby join that Enterprise’s flexible workforce. The Suppliers include, but are not limited to, creative and technology freelancers, independent professional service providers, management consultants, subject matter experts, public speakers, facilitators, coaches and trainers;
20. “Supplier Booking Fee” shall refer to the fees as charged by the Supplier to the Enterprise, via the Flexyforce Platform, determined in accordance with the Supplier Booking Rate, and paid by Flexyforce to the Supplier;
21. “Supplier Booking Rate” means the rate charged by the Supplier to an Enterprise, as displayed on their Supplier Profile, which shall in accumulation on a specific Booking amount to the Supplier Booking Fee;
22. “Supplier Profile” means the Supplier’s profile on the Flexyforce Platform, through which a Booking may be made;
23. “You”, “Your” and “Yours” means any person who uses the Flexyforce Platform as an Enterprise.
24. “Startup” means any business that can provide evidence that it has been operating for less than 3 years, has a registered company with the Companies and Intellectual Properties Commission (CIPC) in South Africa, has 5 or less employees, has a registered domain name and business email address and was independently founded.
FLEXYFORCE SERVICES
1. The Flexyforce Platform consists of cloud-based software for contracting and paying an on-demand and flexible workforce. The Flexyforce Platform works as a real-time booking engine that automates contracting and payouts, making contracting between an Enterprise and a Supplier fast, efficient and secure.
2. At the sole discretion of Flexyforce, access to the Flexyforce Platform can be made available at no cost to qualifying startups for a maximum period of 12 months. Flexyforce reserves the right to reject any claim to a subscription at no cost without reason.
EXCLUSIVITY OF SERVICES RENDERED
1. Suppliers do not, by default, have to work exclusively through Flexyforce, but if this is a requirement of the Enterprise, an agreement to this effect will need to be reached between Enterprise and Supplier.
TERM AND TERMINATION
1. Term. This Agreement commences on the Effective Date and continues until termination by either Party in accordance with this Agreement.
2. Either Party may terminate this Agreement with immediate effect in the event that the other Party:
  1. becomes the subject of a proceedings pertaining to its liquidation, business rescue, insolvency, receivership, or assignment for the benefit of creditors;
  2. is found guilty of a crime involving dishonesty, by a competent court;
  3. agrees to such termination.
3. Either Party may terminate this Agreement for convenience and without cause, on 60 (thirty) days written notice to the other. In this regard, and should the Enterprise elect to terminate this Agreement, it shall still be required to follow any process set out in the Booking Specific Terms pertaining to termination, and shall still be obliged to adhere to any obligations in terms of a Booking which arose prior to such termination.
4. Where this Agreement is terminated in accordance with this clause 5 or for any reason whatsoever, and any amounts are due and owing to Flexyforce or a Supplier, the Enterprise undertakes to make payment to Flexyforce of the said amounts, as provided for in clause 6 which arose prior to such termination.
FEES, PAYMENT TERMS AND TAXES
1. Subscription Fees and other fees owing to Flexyforce
  1. Flexyforce makes available to the Enterprise number of different subscription packages for selection by the Enterprise upon signing up on the Flexyforce Platform, or which may be changed from time to time by the Enterprise. The latest subscription packages along with the Subscription Fees associated therewith may be viewed at the following page: www.flexyforce.com/pricing.
2. Payment Terms
  1. All fees, including the Supplier Booking Fee and the Payout Fee, but excluding the Subscription Fee, charged in terms of this Agreement and/or a Booking, will be invoiced upon the conclusion of the applicable Booking (unless terminated earlier), and will be payable on the date as provided for on the face of the invoice, into Flexyforce’s nominated bank account without any exchange, bank charges, deduction or set-off.
  2. Subscription Fees shall be billed monthly to the Enterprise and payable on the 1st day of each calendar month.
  3. Payment terms differ between agreements:
    1. Flexyforce offers a variety of Booking options for an Enterprise to book a Supplier, which options include:
      1. Fixed price, which shall be in respect of a fixed deliverable to be provided by the Supplier;
      2. Time and Materials, which shall be comprised of a fixed time to be spent and materials to be utilised from the commencement of the Booking until the termination date of the Booking;
      3. Monthly Retainer, which shall commence on the effective date of the Booking and continue by agreement between the Parties until terminated in accordance with this Agreement or the Booking Specific Terms.
  4. All invoices to the Enterprise will be addressed to the address set forth in the citation of the applicable Party, or otherwise the address recorded by the Enterprise when signing up to the Flexyforce Platform. The Enterprise agrees that presentation of the invoice by way of email will be sufficient for the Enterprise to process payment.
  5. Unless otherwise agreed between the Parties in writing, upon the conclusion of the Agreement, Flexyforce will be on-boarded onto the Enterprise’s vendor list and will deal with the finance department (to the extent that one exists) in this regard.
  6. In the event that Flexyforce issues its invoice to the Enterprise in any currency which is not in South African Rand, the exchange rate applicable to such invoice will be the exchange rate indicated in or at the time of the applicable Booking being made.
  7. All invoices shall be payable by the Company to Flexyforce within 7 (seven) days of issuance, unless agreed otherwise between the Parties.
3. Payment Methods
  1. An Enterprise may elect to utilise one of the following payment methods, as indicated in the “Enterprise Settings” page of the Flexyforce Platform:
    1. Payment by electronic funds transfer;
    2. Online payment by credit or debit card;
    3. Payment by utilising pre-bought Flexyforce Credits to facilitate instant Bookings, which shall allow for the Enterprise to instantly confirm and commence with the Booking.
4. Taxes and Nature of Engagement
  1. This Agreement constitutes a contract for the provision of software to the Enterprise to manage the Services of self-employed, independent Suppliers and accordingly neither Flexyforce, nor the Enterprise, shall be responsible for withholding taxes with respect to fees paid to Suppliers.
  2. Without limiting the generality of the aforegoing, neither Flexyforce nor the Enterprise, will withhold or be responsible for any PAYE or other tax obligations on behalf of or in respect of an Enterprise, unless an Enterprise requests that all their Suppliers have PAYE deducted, or a Supplier selects that PAYE shall be deducted in their Supplier Profile. This Service is currently only available to approved South African Enterprises and Suppliers.
BOOKING SPECIFIC TERMS
1. In the event that the Booking Specific Terms may differ from this Agreement in any manner, then and in that event, the Booking Specific Terms shall override this Agreement to the extent that such inconsistencies do not result in an increased burden being placed on Flexyforce. In the event of such an increased burden being placed on Flexyforce, then this Agreement shall supersede the Booking Specific Terms to the extent of such inconsistency.
2. Apart from the Payout Fees, the Subscription Fees, or any other fees payable to Flexyforce, You have the freedom to negotiate among others the Supplier Booking Fee, nature of the Booking, cancellation policy, payment terms and the like with the Supplier in the Booking Specific Terms.
ENTERPRISE’S TERMS AND CONDITIONS
1. Should an Enterprise desiring to utilise our Services, wish to use its own agreement (“the Enterprise’s Agreement”) setting forth the terms and conditions in addition to this Agreement, then Flexyforce shall permit the same to the extent that the Enterprise’s Agreement does not result in an increased burden being placed on Flexyforce. In the event of such an increased burden being placed on Flexyforce, then this Agreement shall supersede the Enterprise’s Agreement to the extent of such inconsistency.
ACCRUED RIGHTS
1. Termination of this Agreement, for any reason, shall not affect the accrued rights of the Parties arising in any way out of this Agreement as at the date of termination and, in particular but without limitation, the right to recover damages against the other, the confidentiality and non-circumvention rights, and all provisions which are expressed to survive this Agreement shall remain in force and effect.
THE RELATIONSHIP BETWEEN THE PARTIES
1. Flexyforce hereby indemnifies the Enterprise and its affiliates, and holds the Enterprise, the affiliates and their respective personnel, shareholders or other holders of an ownership interest, as the case may be, harmless from and against any liability arising out of or in connection with any breach of this clause 12.
2. Flexyforce does not supervise, control or determine the price for which Suppliers sell Services, or the location from which Services are rendered but acts as an agent to facilitate the Services rendered. The Enterprise may add special conditions to each Booking if they wish to do so in the Booking Specific Terms, provided that such terms do not further encumber Flexyforce.
3. Neither Party shall have the authority to bind any other Party to any agreement, unless specifically authorised to do so, in writing.
FLEXYFORCE’S BOOKING PROCESS
1. Flexyforce’s Booking process is as follows:
  1. The Enterprise may create an Enterprise account on the Flexyforce Platform where from the Enterprise may invite freelancers and other contractors to become Suppliers.
  2. The Enterprise will be able to view all of its Suppliers under the Flexyforce section of the Flexyforce Platform, from where an Enterprise can manage and book and pay selected Suppliers.
  3. When engaging with a Supplier for the purpose of entering into a Booking, the Enterprise can create certain Booking Specific Terms as more fully set out in clause 8 below, regulating the service of the Services to be provided, which will be included in a real-time Booking request to the selected Supplier.
  4. The Supplier shall thereafter have the option to either accept or decline the Booking request and associated Booking Specific Terms within the selected time period as indicated on the Booking request, before such request expires.
  5. Upon acceptance of the Booking Specific Terms, the Booking will be considered as effective between the parties and will commence on the start date indicated by the Booking.
2. Where a Booking is terminated by a Supplier due to unforeseen circumstances prior to the commencement of any Services, the selected cancellation policy will apply.
3. Should an Enterprise terminate the Booking prior to the commencement date of any Services, the selected cancellation policy as per clause 17 will apply.
BOOKING UPDATES, EXTENSION AND VARIATIONS TO BOOKINGS
1. Should either Party requires a variation in the Services, time spent or other component of a Booking, and should the other Party be amenable to such variation, then and in that event, the Enterprise may update the Booking on the Flexyforce Platform accordingly.
2. Where a variation request pertains to time, and in the event that the Supplier does not accept the proposed change to a Booking, where possible or desired by the Supplier, alternative times will be provided to the Enterprise, which the Enterprise may accept or refuse at its own discretion.
BOOKING TIME TRACKING
1. For Bookings which are dependent on the time being recorded in respect of Services rendered, the Enterprise and Supplier and not Flexyforce shall bear the responsibility of ensuring correct time tracking of the Services provided by the Supplier, and in this regard, Flexyforce would suggest the implementation of a third-party time tracking tool.
CANCELLATION POLICIES
1. In order to effect cancellation of a Booking, should the need arise, Flexyforce provides for 3 (three) types of cancellation policies that both the Enterprise and Supplier shall agree to in the Booking Specific Terms prior to the Booking commencing:
  1. Strict:
    1. If the Enterprise cancels, the Enterprise shall be liable to make payment to the Supplier of the full Supplier Booking Fee irrespective of whether the Services have commenced;
    2. If the Supplier cancels, a 25% (twenty five percent) Cancellation Fee shall apply which shall be deducted from the Supplier Booking Fee of the next Booking to be attended to by the Supplier.
  2. Moderate:
    1. If the Enterprise cancels, 50% (fifty percent) of the Supplier Booking Fee will be paid to the Supplier, irrespective of whether the Services have commenced;
    2. If the Supplier cancels, a 10% (ten percent) Cancellation Fee shall apply which shall be deducted from the Supplier Booking Fee of the next Booking to be attended to by the Supplier.
  3. Flexible:
    1. This type of Booking shall operate on a flexible basis and if is cancelled either by the Enterprise or the Supplier, the Supplier shall then receive payment for the time spent on the Services up until the date of cancellation.
2. All cancellations shall only be activated once selected on the Flexyforce Platform as such.
WARRANTIES, UNDERTAKINGS AND REPRESENTATIONS
1. Each Party hereby warrants, represents and undertakes to and in favour of the other Party that:
  1. it has the legal right and full power and authority to enter into, execute and deliver this Agreement and to perform the obligations under it, and all other documents or agreements to be entered into by it in connection with this Agreement;
  2. that it understands its rights and obligations under this Agreement and that it is executing this Agreement voluntarily;
  3. there is no insolvency, bankruptcy, business rescue or analogous proceedings pending or in progress or, to the best of that Party’s knowledge threatened against that Party before any court, administrative agency or tribunal; and
  4. to the best of the Parties’ knowledge, the execution of this Agreement and the performance of its obligations hereunder does not and shall not:
    1. contravene any law or regulation to which that Party is subject;
    2. contravene any provision of that Party’s constitutional documents; or
    3. conflict with, or constitute a breach of any of the provisions of any other agreement, obligation, restriction or undertaking which is binding on it.
2. Each of the warranties, representations and undertakings given in this clause shall:
  1. be a separate warranty, representation and undertaking and shall in no way be limited to or restricted by reference to or by inference from the terms of any other warranty, representation or undertaking, or by any words of this Agreement;
  2. continue and remain in force, notwithstanding the completion of any or all the transactions contemplated in this Agreement; and
  3. be a material representation inducing the other Party to enter into this Agreement.
CONFIDENTIALITY
1. Save as set out below, each Party agrees to keep strictly confidential and not to disclose to any person any Confidential Information of the other Party, unless such Party (the “ Disclosing Party”) has received the prior written consent of the other Party.
2. This clause shall not prevent the Parties from disclosing Confidential Information to their directors, officers, shareholders, employees, consultants and professional advisors who:
  1. have an absolute need to know (and then only to the extent that each such person has a need to know);
  2. are aware that the Confidential Information should be kept confidential;
  3. are aware of the Disclosing Party’s undertaking in relation to such information in terms of this Agreement; and
  4. have been directed to keep the Confidential Information confidential and have undertaken to keep the Confidential Information confidential by signing appropriate confidentiality and non-disclosure agreements.
3. Each Party shall, immediately upon demand by the other Party, deliver or destroy (and certify the proper destruction of) any materials comprising or containing any Confidential Information which is in that Party’s possession or control (or in the possession or control of any of its directors, shareholders, employee/s and professional advisors).
4. Each Party undertakes that if it becomes aware that there has been, as a result of or in the course of the performance of this Agreement, unauthorised disclosure, potential disclosure or use of the Confidential Information of the other Party, it shall promptly bring the matter to the attention of the other Party.
5. Each Party undertakes to implement security measures, policies and technology in accordance with Best Industry Practice to maintain the confidentiality and security of the Confidential Information of the other Party and to prevent the unauthorised or unlawful access of the Confidential Information by any person.
6. The provisions of this clause 20 shall survive the termination or expiration of this Agreement.
INTELLECTUAL PROPERTY
1. Flexyforce retains all right, title and interest in and to its Intellectual Property (i.e. software), and the Intellectual Property comprising the Flexyforce Platform.
2. The Enterprise retains all right, title and interest in and to its Intellectual Property that is used or created in connection with this Agreement and the contemplated Services to be rendered in terms hereof.
PERSONAL INFORMATION AND DATA PROTECTION
1. In providing the Services to the Enterprise, Flexyforce acknowledges that it (Flexyforce and its contractors and/or employees) may be exposed to certain Personal Information (as defined under the Protection of Personal Information Act) of the Enterprise’s personnel, on-demand workforce and clients.
2. The Parties specifically record that all Personal Information provided by the Enterprise to Flexyforce, or to which Flexyforce may be exposed, shall constitute Confidential Information and where applicable, Intellectual Property belonging to the Enterprise. The ownership of data never transfers to Flexyforce and remains the property of the Enterprise.
3. Flexyforce undertakes to comply with its obligations under the Protection of Personal Information Act 4 of 2013 (“POPI”) and/or any other applicable privacy and data protection laws governing Personal Information, and in this regard Flexyforce shall endeavour to ensure compliance thereof at all times.
4. Flexyforce shall use its best endeavours to ensure that all processing and control in respect of Personal Information will not place the Enterprise in breach of the provisions of POPI and/or any applicable privacy and data protection laws.
5. Flexyforce undertakes to implement commercially reasonable measures to detect and/or prevent unauthorised access to its information technology systems and particularly in respect of protecting the integrity of and preventing unauthorised access to Personal Information that Flexyforce has in its possession or under its control by following current best practice.
6. Flexyforce undertakes to obtain the Enterprise’s consent in the event of Flexyforce having to forward the Personal Information to a third party in pursuance of its obligations under this Agreement. Flexyforce shall in any event ensure that any such third party shall be bound by the security measures imposed on Flexyforce in terms of clause 20.5.
7. Flexyforce hereby warrants and undertakes that it shall not, at any time, copy, compile, collect, collate, process, mine, store, transfer, alter, delete, interfere with or in any other manner use Personal Information for any purpose other than with the express prior written consent of the Enterprise, and to the extent necessary to provide the Service contemplated herein to the Enterprise.
8. Flexyforce warrants that it shall immediately inform the Enterprise, should any Personal Information it has access to, be compromised in any manner or form. Flexyforce further undertakes to inform the Enterprise within reasonable time as to how it will manage such compromise and what steps will be taken to rectify the situation to the Enterprise’s reasonable satisfaction.
9. Flexyforce further warrants that it shall ensure that all its systems and operations which it uses to facilitate the rendering of the Services, including all systems, such as, but not limited to the Flexyforce Platform, on which Personal Information is copied, compiled, collated, processed, transmitted, stored, collected, mined, altered or deleted or otherwise used as part of providing the Services, shall at all times be of a minimum standard required by law and be of a standard no less than the standards which are in compliance with Industry Best Practice for the protection, control and use of Personal Information.
LIMITATION OF LIABILITY
1. The Party’s liability to each other in terms of this Agreement shall be limited to direct damages, and neither Party shall be liable for any indirect, consequential or incidental damages for any matter arising as a result of the existence of this Agreement.
INDEMNITY
1. The Parties shall notify each other in writing of a third-party claim which relates to this Agreement, the Services or any part thereof and infringes the Intellectual Property Rights of such third party. Subject to the provisions of clause 23 above, the Party against whom the claim is made shall defend such claim at its expense and shall pay any costs or damages that may be finally awarded against the other Party.
GENERAL
1. Waiver. No indulgence, failure or delay by either Party in exercising any right under this Agreement will constitute a waiver of that, or any other right, under this Agreement.
2. Variation. No variation or modification of the Agreement is of any force or effect unless reduced to writing and signed by hand by both Parties. Writing shall not include email correspondence signed by email signature.
3. Assignment. Neither Party may cede, assign or otherwise dispose of any part of its rights and obligations in terms of this Agreement without the other Party’s written consent, which consent may not be withheld unreasonably.
4. Severability. Each clause, or part thereof, of this Agreement is separate and is severable from the rest of the Agreement, unless severing would render the Agreement unlawful. Should any clause or part thereof be unenforceable, it will not affect the enforceability of the rest of the Agreement.
5. Whole Agreement. This Agreement, together with any other annexure, addenda, policies or schedules thereto contains the entire Agreement between the Parties. Neither Party will have any rights or remedy arising from any undertaking, warranty or representation not included in this Agreement.
6. Force Majeure. A Party’s obligations under this Agreement shall be suspended during the period of an event of Force Majeure, and to the extent that such Party is prevented or hindered from performing such obligations by any cause beyond its control including without limitation, economic forces, strikes, lock-outs, acts of God, war, riot, civil commotion, accident, fire, flood, storm. In the event that the cause continues for 10 (ten) consecutive days (or 10 days in any period of 30 days) the unaffected Party shall be entitled to terminate this Agreement with immediate effect on written notice to the other Party.
7. Support: Any desktop support queries will have a 48 hours’ turnaround time and must be sent by email to support@flexyforce.com.
8. Data Protection: When visiting www.flexyforce.com, information is collected for internal purposes. Any data collected is stored in a regulatory compliant manner and access is available on request. Please see the Privacy Policy available on our website. All data remains the property of the Client and control and / or ownership never transfers to the Flexyforce.
9. Governing Law: This Agreement will be governed by the Laws of the Republic of South Africa.
10. Severity Levels and Response Times: The following severity levels define the response to calls by the Company:

Severity Level	Response Time	Resolve Time
1 – System down and cannot restart	2 business hours	Priority until resolved
2 – System active but users severely impacted	4 business hours	Priority until resolved
3 – System problem, but can be circumvented	8 business hours	Priority until resolved

1. Counterparts. This Agreement may be executed in any number of counterparts, each of which is an original and all of which taken together form one single document. For the purposes of this Agreement, execution includes accepting the terms of this Agreement by clicking the button “I accept the Terms and Conditions”.

That is it from us for now. If you have any questions do not hesitate to ping us on Slack or drop us an email on support@flexyforce.com. HAPPY WORKING 🙂

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