- MEANINGS OF CERTAIN WORDS AND PHRASES
1.1. Unless it appears differently from the context or under this clause 1, words, terms and phrases used in the Contract shall have the same meaning as
the definitions set out in the Electronic Communications Act, 36 of 2005.
1.2. Words importing the singular shall include the plural and vice versa.
1.3. Words denoting persons shall include natural human beings, legal entities
and unincorporated associations of persons, and vice versa.
1.4. The headings in these terms and conditions shall not affect their
1.5. Unless inconsistent with the context, the words and phrases set out below
shall mean as follows:
1.5.1. “Anticipatory Costs” has the meaning as set out in clause 9.2.7;
1.5.2. “Activation Date” means the date that a Service is configured and
made available to the Customer.
1.5.3. “Applicable Law” means any of the following, to the extent it
applies to the provision of the Services by Blue Chip Computers and the use thereof by the Customer:
- a) any statute, regulation, by-law, ordinance or subordinate
legislation in force from time to time. Without limiting the
generality, statutes include the ECA, CPA and RICA;
- b) the common law;
- c) any binding court order, judgment or decree;
- d) any applicable industry code, policy or standard enforceable by
- e) any relevant direction, rule, pronouncement, policy or order that
is given by a regulator.
1.5.4. “AUP” means the Blue Chip Computers acceptable use policy, available at https://www.bluechipcomputers.co.za/adsl-terms-and-conditions/1.5.5. “Business Day” means Monday to Friday, excluding Saturday,
Sunday or public holiday as defined under the Public Holiday Act,
36 of 1994;
1.5.6. “Circuit(s)” means the telecommunications circuit(s) provided by
Blue Chip Computers (or on behalf of Blue Chip Computers by a duly licensed third-party), installed at
the Customer’s premise(s) at the addresses set out in the Contract.
“Excluded Circuits” are circuits that the Customer has procured
itself from a party other than Blue Chip Computers;
1.5.7. “Connection Date” means the date when Blue Chip Computers installs the Circuit at the Customer’s premises;
1.5.8. “Consumer” means a Customer who is a consumer as defined in
the CPA. “Individual Consumer” means a Consumer who is a
natural person – i.e. not a company;
1.5.9. “Contract” means collectively, the documents with headings
‘Subscriber Agreement’, ‘Quote’ and ‘General Terms and
Conditions’, together with any Product Terms, service level
agreements and product rules concluded between Customer and
Blue Chip Computers;
1.5.10. “Charges” means the amounts charged by Blue Chip Computers for Services as set
out in clause 9.2 below, which charges are set out in a quote and/or
Subscriber Agreement or as notified by Blue Chip Computers from time to time per
the terms of the Contract;
1.5.11. “CPA” means the Consumer Protection Act, 68 of 2008 and
regulations published in terms thereof, as amended or replaced
from time to time;
1.5.12. “Commencement date” means the date when Blue Chip Computers has accepted
and processed the Subscriber Agreement or notified the Customer
that it has agreed to provide the Customer with the Services set out
in a Subscriber Agreement;
1.5.13. “Customer” means the person described in the Subscriber
Agreement and where such description is not wholly accurate, as
further described in any documentation provided to Blue Chip Computers according
to the requirements of RICA;
1.5.14. “Due date” means the date on which any amounts owed by
Customer to Blue Chip Computers in respect of the Services become due and
payable, and which is reflected on the invoice;
1.5.15. “ECA” means the Electronic Communications Act 36 of 2005 and
its regulations, as amended or replaced from time to time;
1.5.16. “Fixed Term Agreement” refers to a Subscriber Agreement in
terms of which the provision of Services is for a duration greater
than one month;
1.5.17. “General Terms” means these general terms and conditions
without the Subscriber Agreement, Quote or the Product Terms, but
including any addendum to these terms;
1.5.18. “ICASA” means the Independent Communications Authority of
South Africa and its successors;
1.5.19. “Initial Period” means the number of months applicable to the
Fixed Term Agreement and which for any avoidance of doubt will
be limited in the case of a Consumer, to a maximum of 2 (two)
1.5.20. “Interest Rate” means an annual rate equal to 5% above the prime
lending rate charged by Blue Chip Computers’s bankers, calculated daily and
1.5.21. “Office hours” means 8h00 to 17h00 on Business Days;
1.5.22. “Parties” means Blue Chip Computers and the Customer and “Party” means either
Blue Chip Computers or Customer, as the context requires;
1.5.23. “Personal Data” means all identifiable personal details conveyed
to Blue Chip Computers by the Customer for lawful processing;
1.5.24. “Product Terms” means the specific terms and conditions
applicable to particular Services provided to the Customer.
1.5.25. “Renewal Period” means a period of 12 (twelve) months, which
period will start on the day following the last day of the Initial Period;
1.5.26. “RICA” means the Regulation of Interception of Communication
and Provision of Communication Regulated Information Act 70 of
2002, as amended/replaced from time to time;
1.5.27. “Services” means the Services as listed in the Subscriber
Agreement, and where applicable includes the Managed Service
Equipment and the Circuit;
1.5.28. “Software” means any computer program provided to Customer,
either through Blue Chip Computers acting as a principal, agent or distributor of the
software licensor. Software may be embedded into Managed
Service Equipment, supplied as a stand-alone application, or
accessed via the internet or other web browsing method.
1.5.29. “Subscriber Agreement” means the document describing the
Customer, the Services to be provided, and other administrative
1.5.30. “Subscriber Equipment” means the equipment as defined in
section 1 of the ECA, but excludes Managed Service Equipment;
1.5.31. “Managed Service Equipment” means equipment managed by
Blue Chip Computers in the provision of the Service;
1.5.32. “Blue Chip Computers” means Blue Chip Computers Telecommunications (Pty) Ltd, Registration
number 2011/000797/07, a private company incorporated in terms
of the laws of the Republic of South Africa;
1.5.33. “Blue Chip Computers Network” means the electronic communications network
operated by Blue Chip Computers to render electronic communications services in
terms of Blue Chip Computers electronic communications network and services
licences. Blue Chip Computers Network includes Circuits that are self-provisioned by
Blue Chip Computers under its licenses or procured by Blue Chip Computers from third-party
1.5.34. “Blue Chip Computers Portal” any Blue Chip Computers approved extranet(s) or system(s) with webbased
access (or a combination thereof) where Customer and its
authorised employees, agents and representatives may access to,
amongst other things and where applicable:
- a) view measurement data of selected Services;
- b) have access to control panels and management interfaces to
provision, upgrade, downgrade, increase, decrease (in general
to manage) the Services;
- c) process termination of Services;
1.6. When several days are provided for between the happening of one event
and another, the number of days must be calculated by: –
1.6.1. excluding the day on which the first such event occurs;
1.6.2. including the day on or by which the second event is to occur; and
1.6.3. excluding any public holiday, Saturday or Sunday.
1.7. In the event of a conflict between a Subscriber Agreement, Product Terms
or the General Terms, the conflict shall be resolved by applying the
following order of preference:
1.7.1. A Subscriber Agreement; thereafter
1.7.2. Product Terms; thereafter
1.7.3. General Terms.
- NATURE OF THE GENERAL TERMS AND CONDITIONS
2.1. These General Terms govern the provision of all services and the
relationship between Customer and Blue Chip Computers in general.
2.2. If Blue Chip Computers and Customer conclude multiple Subscriber Agreements, but only
one set of General Terms, then that set of General Terms will apply to all
Subscriber Agreements, regardless of whether the system generated
contract numbers on the documents are not the same.
2.3. If Blue Chip Computers and Customer conclude multiple Subscriber Agreements, each with
its version of General Terms, then the General Terms will apply only to the
relevant Subscriber Agreement– as evidenced by the system generated
- DURATION, RENEWAL AND TERMINATION FOR
3.1. Commencement and duration of the Contract, billing start dates and
3.1.1. The Contract will become binding on the Parties on the
Commencement date and will continue to be binding on each Party
up to the end of the Initial Period or any Renewal Period, unless this
Contract is terminated earlier by either of the Parties for cause on
the grounds set out in the Contract.
3.1.2. In respect of a Service that does not involve the provision of a
Circuit, or is provided over an Excluded Circuit, the Initial Period will
commence on the Activation Date of such Service. In respect of
each Circuit, the Initial Period for Services provided over that Circuit
(whether bundled with the Circuit or not) will commence from the
Activation Date. Where the Services require the provision of
multiple Circuits, the Initial Period will begin on the Connection Date
of the last Circuit.
3.1.3. When services are bundled with a Circuit, the cost of the Circuit is
the single most significant component of the bundled Service, and
accordingly, Customer agrees that Blue Chip Computers will be entitled to charge
Customer from the Connection Date, regardless of whether any
bundled value-added services had been activated or not.
3.1.4. If Customer is a juristic person then Customer must:
General Terms and Conditions
- a) give Blue Chip Computers written notice of its election not to renew the Contract
at least 90 (ninety) days before the expiration of the Initial Period;
- b) conclude a revised Subscriber Agreement,
failing which the agreement shall automatically renew for the Renewal
3.2. Cancellation or variation of the Services before the Connection /
Where the Customer cancels or varies any of the Blue Chip Computers services before the
Connection Date for any reason other than a breach on the part of Blue Chip Computers, Blue Chip Computers
will have the right to charge the Customer Anticipatory Costs which Blue Chip Computers has
incurred because of the cancellation or variation, which amount shall be
payable by the Customer on demand.
3.3. Termination of a Fixed Term Agreement by an Individual Consumer
for no cause
3.3.1. Where an Individual Consumer has concluded a Fixed Term
Agreement, the Individual Consumer will have the right to terminate
the Fixed Term Agreement, for no particular reason or cause, at
any time, provided the Consumer gives Blue Chip Computers at least 20 (Twenty)
Business days written notice of its election to terminate the
Contract. Such termination will be subject to payment of a
reasonable cancellation fee that will be determined and calculated
at the time when the notice to terminate is given by the consumer,
using the guidelines set out under section 14 and regulation 5(2) of
3.3.2. On receipt of the termination notice Blue Chip Computers will advise the Individual
Consumer of the amounts which are still owed to it, namely all the
arrears amounts owing to Blue Chip Computers in terms of the Contract up to date of
termination and the cancellation fee. The Individual Consumer will
pay Blue Chip Computers such amounts by the Due Date.
- INSTALLATIONS AND PROVISION OF THE BLUE CHIP COMPUTERS SERVICES
4.1. Installation of Services, Managed Service Equipment, Subscriber
Equipment and use of unauthorised devices
4.1.1. Unless agreed to the contrary in a Subscriber Agreement, the Blue Chip Computers
Service is exclusive of any required Subscriber Equipment. The
Managed Service Equipment and where applicable the Subscriber
Equipment will be either leased or sold to the Customer at the
prices, fees or rates set out in the Subscriber Agreement.
4.1.2. Where Customer has agreed to purchase Subscriber Equipment
from Blue Chip Computers, Customer shall not be entitled to withhold payment for
the sale of Subscriber Equipment for trivial reasons.
4.1.3. In respect of the provision of electronic communications services,
Blue Chip Computers shall install the Circuit and the Managed Service Equipment at
the Customer’s premises against payment of the relevant
installation fee and deposit as set out in the Subscriber Agreement.
4.1.4. If the Customer requests that an installation be attended to after
office hours, Blue Chip Computers may, if it can perform such after-hours work,
charge an after-hours maintenance charge on a time-and-material
basis as determined by Blue Chip Computers from time to time.
4.1.5. LAN cabling pricing is deemed to be budgetary unless a physical
site survey has taken place to confirm cable routes.
4.1.6. If no conduit-pipes are available for Blue Chip Computers’s use in any building where
Blue Chip Computers must install a Service requiring conduit pipes, Blue Chip Computers may, at its
- a) refuse to provide the Service in that building or any part thereof
until such conduit-pipes or other facilities have been so
- b) quote an installation cost in respect of the required conduit
pipes, and if accepted by the Customer, install at the
Customer’s cost the required conduit pipes or other facilities.
4.1.7. Blue Chip Computers’s duty to install the Circuit and the Managed Service Equipment
or Subscriber Equipment will terminate once the Circuit and where
applicable the Managed Service Equipment or Subscriber
Equipment have been supplied, installed and the Customer can
receive the Services.
4.1.8. Only Subscriber Equipment that has been type approved by ICASA
may be used in conjunction with the Blue Chip Computers Service. Type approved
equipment obtained from authorised dealers will have an ICASA
type approved label affixed to the equipment and/or packaging.
4.1.9. If the Subscriber Equipment is modified, it may not be used in
conjunction with the Blue Chip Computers Service until such time that ICASA has
approved the modification.
4.1.10. Blue Chip Computers reserves the right to suspend or disconnect from the Blue Chip Computers
Network any Subscriber Equipment that has not been approved by
ICASA or that has been licensed or approved but has been modified
without the approval of ICASA.
4.1.11. If the Customer is not the owner of the premises where the Blue Chip Computers Service and/or where applicable the Managed Service Equipment
is to be installed, the Customer must before any installation by Blue Chip Computers, at its own cost and expense, obtain written permission from the
owner of such premises for any such installation. The Customer
indemnifies Blue Chip Computers against damages or claims resulting from the
failure to obtain such permission including Anticipatory Costs which
may have to be incurred by Blue Chip Computers should Blue Chip Computers have to remove any
circuit and/or the selected Subscriber Equipment from the
4.1.12. The Customer must at its own cost and expense ensure that
optimum environmental conditions as may be required for the
proper management and/or functioning of the Circuit and Managed
Service Equipment or Subscriber Equipment are provided, such as
adequate power supply, ventilation, lighting and wall/rack space.
4.2. Use of the Services, Managed Service Equipment and related
4.2.1. The provision of any Service to the Customer does not confer on
the Customer any right to resell the Service unless the Customer
has been granted a licence or licence exemption by ICASA, and
Customer has entered into a reseller agreement with Blue Chip Computers.
4.2.2. The service may not be used to:
- a) knowingly create, store or disseminate any illegal content;
- b) infringe on any third parties’ intellectual property or copyright;
- c) send unsolicited email.
4.2.3. For Blue Chip Computers to ensure the provision of the Service, to protect the
integrity of the Blue Chip Computers Network or to deal with emergencies, the
Customer must always whilst this Contract is in place:
- a) comply with any instructions issued by Blue Chip Computers which concern the
Customer’s use of the Services;
- b) provide Blue Chip Computers with all information relating to the Customer’s use
of the Services that Blue Chip Computers may reasonably require from time to
- c) allow Blue Chip Computers free access to the Customer’s premises during
reasonable hours to install, inspect, maintain or remove the
Circuit, Managed Service Equipment or Subscriber Equipment.
4.3. Failure and unavailability of the Services, Managed Service
Equipment or Subscriber Equipment obtained from Blue Chip Computers
4.3.1. Customer recognizes that the Internet and data networks consist of
multiple participating networks that are separately owned and not
subject to Blue Chip Computers’s control.
4.3.2. Because of the position set out in clause 4.3.1 above, Blue Chip Computers does not warrant that the Blue Chip Computers services will be operational on a 24 (twentyfour)
hour 365 (three hundred and sixty-five) days per year basis.
4.3.3. Furthermore, Blue Chip Computers expressly advises, and the Customer
acknowledges and accepts that the Subscriber Equipment is not
manufactured by Blue Chip Computers, but by third parties. In most cases, Blue Chip Computers will
not be able to open certain Subscriber Equipment or to test or
operate the selected Subscriber Equipment to ensure that they are
fit for purpose and/or are intact before they are handed to the
4.3.4. Considering the disclosures housed under clauses 4.3.1 – 4.3.3 Blue Chip Computers
expressly stipulates and the Customer acknowledges that Blue Chip Computers
cannot warrant or guarantee that the Services and/or the
Subscriber Equipment will:
- a) be free of errors or interruptions;
- b) be available;
- c) be fit for any purpose;
- d) not infringe on any third-party rights;
- e) be secure and reliable,
except where the Services, the Circuit and/or Subscriber
Equipment are found to be defective and such defect has been
solely caused by Blue Chip Computers under sections 54, 55 and 56 of the CPA,
4.3.5. Considering the above disclosures, Customer agrees that it will not
be allowed to:
- a) Withhold any amounts due and owing to Blue Chip Computers; or
- b) Deduct any monies, or
- c) Allege a breach of contract
in respect of any temporary unavailability of the Services, the Circuit
or the Managed Service Equipment, except and to the degree that
Blue Chip Computers is solely responsible for any such unavailability, or failure.
4.3.6. Notwithstanding the provisions of clause 4.3.4 above, Blue Chip Computers will use
its best endeavours where Blue Chip Computers can do so to notify the Customer of
any failure of, or interruption to the Services and/or Circuit and
where applicable any required maintenance and repairs which may
result from such failure, interruption or unavailability.
4.3.7. Where the Circuit, Managed Service Equipment or where relevant
the Subscriber Equipment are defective, or faulty, then in such an
event the Consumer’s rights will be limited to those set out under
4.4. Theft and Loss of Blue Chip Computers Circuit, Managed Service Equipment and
Subscriber Equipment provided by Blue Chip Computers
4.4.1. Whenever any Circuit, Managed Service Equipment or Subscriber
Equipment purchased from Blue Chip Computers has been delivered but is not yet
paid for in full is lost, stolen or destroyed, the Customer must
immediately notify Blue Chip Computers and any police officer at any police station
in writing that the Circuit, Managed Service Equipment and or any
other Blue Chip Computers equipment has been lost, stolen, misplaced or destroyed.
4.4.2. Risk in the loss, theft or damage of the Circuit, Managed Service
Equipment and where relevant the Subscriber Equipment will pass
to the Customer on the date of delivery to the Customer’s premises.
Blue Chip Computers reserves the right to hold the Customer liable for the full
replacement cost of the Managed Service Equipment or the
relevant Subscriber Equipment and or any other Blue Chip Computers equipment
(and where the same equipment has been discontinued, then the
full replacement cost of the most comparable available equipment).
General Terms and Conditions
4.5. Maintenance of the Services and Managed Service Equipment
4.5.1. Throughout the term of the Contract the Service, any Circuit or
Managed Service Equipment used by the Customer will be deemed
to be in good working order until Blue Chip Computers is advised otherwise.
4.5.2. Unless clauses 4.5.5 or 4.5.6 apply, or unless expressly stated to
the contrary, the costs in respect of any repair and/or maintenance
of the Circuit and the Service will be incurred and covered by Blue Chip Computers.
4.5.3. Blue Chip Computers will attend to faults reported by the Customer during Office
hours and will apply its reasonable endeavours to have the affected
Circuit and/or the Service restored in the shortest possible time.
4.5.4. The Customer is responsible for maintaining all Managed Service
Equipment and Subscriber Equipment unless Blue Chip Computers has agreed to
provide maintenance for the Managed Service Equipment, which
will be charged out at the rate set out in the Subscriber Agreement.
4.5.5. If the Customer requests that a fault be attended to immediately
and requires that repair work be carried out after office hours, Blue Chip Computers
may, if it can perform such after-hours work, charge an after-hours
maintenance charge on a time-and-material basis as determined by
Blue Chip Computers from time to time.
4.5.6. If Blue Chip Computers determines that the fault reported by the Customer was
caused by the Customer or by any Subscriber Equipment or by any
other equipment that Blue Chip Computers has not agreed to cover, the Customer
will be liable for payment of the applicable call-out charges, as
determined by Blue Chip Computers from time to time.
- USE OF SOFTWARE
5.1. The Customer shall use any Software provided to it by Blue Chip Computers only for the
purposes for which it is intended.
5.2. The Customer shall not nor permit anyone else to reverse engineer,
decompile, modify, tamper with, amend, enhance, copy, sell, lease, license,
sub-license or otherwise deal with the software or any part, variation,
modification, release or enhancement thereof or have any software or any
program written or developed for it based on the Software.
5.3. All rights of whatever nature in and to the Software and all upgrades,
updates, modifications and variations thereto from time to time, shall vest
in Blue Chip Computers or its licensors and no rights in and to the software, its upgrades,
updates, modifications and variations thereto are granted or assigned to the
Customer. The Customer shall not, at any time in any way, question or
dispute the ownership of the Software and undertakes not to infringe or
prejudice any rights of Blue Chip Computers or its licensors in and to the Software.
5.4. Blue Chip Computers shall upgrade any Software provided to the Customer under the
Subscriber Agreement (and if not explicitly dealt with in the Subscriber
Agreement at its sole discretion).
- USE AND STORAGE OF DATA
The Customer acknowledges that Blue Chip Computers may establish generally acceptable use
practices and limits concerning the use of the Services, including — for example:
the period that the Customer’s email messages and other content uploaded on to
Blue Chip Computers’s server is retained, the quantity and size of material that may be sent from or
received by the Customer and available disk space that will be allocated to Blue Chip Computers’s
servers on the Customer’s behalf.
- BLUE CHIP COMPUTERS PORTAL
7.1. Blue Chip Computers grants Customer a non-exclusive, non-transferable right to Blue Chip Computers
7.2. Access to any such Blue Chip Computers Portal shall be through an approved User ID or
other authentication mechanism provided by Blue Chip Computers to Customer.
7.3. Any adjustments by Customer to Services on Blue Chip Computers Portal are binding, and
Customer assumes full responsibility for payment obligations arising out of
modifications made on Blue Chip Computers Portal.
7.4. Customer acknowledges that the documentation and information that
accessible by Customer through Blue Chip Computers Portal shall be deemed to be classified
as Confidential Information of Blue Chip Computers and, as such, disclosure and use of such
documentation and information shall be governed by the terms of this
Agreement relating to Confidential Information.
7.5. Customer shall take all necessary steps to maintain the security and
integrity of all User IDs used in connection with accessing Blue Chip Computers Portal.
7.6. Customer shall inform Blue Chip Computers if Customer has any reason to believe that a
User ID used in connection with accessing Blue Chip Computers Portal has or is likely to
become known to someone not authorised to use it or is being or is
expected to be used in an unauthorised way.
7.7. Blue Chip Computers reserves the right to suspend User ID access to Blue Chip Computers Portal of Customer
if at any time Blue Chip Computers reasonably considers, after consulting with Customer
whenever practicable, that there has been or is likely to be a breach of
security in respect of a User ID. Blue Chip Computers may issue replacement User IDs or
cease suspension when Blue Chip Computers is satisfied that the breach of security or threat
of breach of security is resolved.
7.8. Customer understands that Blue Chip Computers may amend User ID’s periodically to
prevent unauthorised access to Blue Chip Computers Portal and Customer will appoint an
employee to whom Blue Chip Computers may communicate any such amended IDs.
- GENERAL OBLIGATIONS OF EACH PARTY
8.1. In addition to its obligations as set out in the rest of these General Terms,
Blue Chip Computers undertakes to:
8.1.1. adhere to the Applicable Law;
8.1.2. exercise the reasonable skill and care of a competent provider of
8.1.3. uphold and abide by the respective codes of conduct (as amended
from time to time) of ISPA and WASPA, available at
http://ispa.org.za/code-of-conduct/ and http://waspa.org.za/coc/14-
8.1.4. abide by and uphold its Code of Conduct
8.2. In addition to the Customer’s specified obligations as set out in the rest of
these General Terms, Customer undertakes that it, or where relevant its
8.2.1. adhere to the Applicable Law;
8.2.2. deal with Blue Chip Computers employees and designated contractors in a
courteous, respectful and professional manner and not in any
manner act in an abusive way;
8.2.3. raise any issues that it is experiencing through a trouble ticket using
the relevant telephonic, email or online facilities and provide Blue Chip Computers
with any pertinent information that it may require resolving the
trouble ticket; and
8.2.4. abide by the Blue Chip Computers acceptable use policy, available at
- CHARGES AND PAYMENT
9.1. In return for the supply of and access to the Services, the Customer agrees
and undertakes to pay Blue Chip Computers the Charges.
9.2. Any invoice will, where applicable, detail the following types of Charges:
9.2.1. installation charge: the installation charge and any other charges
levied as a once-off initial charge in respect of the connection of the
9.2.2. reconnection charge: levied, where the Customer’s right to use the
Services is suspended due to non-payment, and which fee is in
respect of any restoration of the Service, is payable in advance,
together with any outstanding amounts which are due to Blue Chip Computers;
9.2.3. ad-hoc / time and material charges: levied on each occasion for the
provision of miscellaneous services requested by the Customer;
9.2.4. recurring/rental charges: levied periodically, usually monthly – but
in any event, as indicated in the Subscriber agreement – in respect
of the use and availability of the Services. Recurring charges are
payable in advance for the first and any subsequent rental period
on the first day of the month, with effect from the Activation Date;
9.2.5. cancellation fee: a fee raised by Blue Chip Computers to place it in the position it
would have been had the Customer fulfilled the Contract;
9.2.6. call/usage charges: levied on the use of the Service where such
use is metered. Call charges and usage charges are billed to the
Customer at the end of each billing period.
9.2.7. anticipatory costs: levied to recover the charges that Blue Chip Computers would
have billed for the duration of the Fixed Term Agreement if the
Contract had run its full term.
9.2.8. interest on overdue amounts: any amount due by the Customer to
Blue Chip Computers not paid on or before the Due date indicated on the invoice
shall bear Interest from the date that an Invoice became due.
9.3.1. Blue Chip Computers will periodically provide the Customer, usually monthly, with a
statement and an invoice for the amounts payable by the Customer.
The invoice will be sent to the Customer by email.
9.3.2. Where there is an event which prevents an accurate determination
of the number of units on which the call or usage charges are
determined for a billing period, the call charge or usage charges for
the period in question shall be set as the average call or usage
charges for the preceding 6 (six) billing periods (or lesser billing
periods if the Service has been provided for a shorter time).
9.3.3. The invoice sent by Blue Chip Computers to the Customer is on the face of it, and
until the contrary is proved, proof of the amount due by the
Customer to Blue Chip Computers. The Customer is, however, entitled to query or
dispute any part of the invoice per the provisions set out under
clause 13. All undisputed portions of the invoice must, however, be
paid by the Due date.
9.3.4. If Blue Chip Computers determines that the disputed amount is in error, Blue Chip Computers shall
credit the amount incorrectly debited. Should Blue Chip Computers determine and
inform the Customer that the disputed amount was billed correctly
such payment, together with interest at the Interest Rate shall be
paid by no later than the Due date of the next invoice.
9.4.1. Unless Blue Chip Computers expressly agrees to the contrary in writing, invoices are
payable on presentation by way of a monthly debit order or using a
credit card. The first invoice for a Service is issued upon activation
of service and payable on presentation.
9.4.2. Invoices and statements are available for download in Blue Chip Computers Portal.
Non-receipt of an invoice by the Customer shall therefore not be
considered as a valid reason for late or non-payment.
9.4.3. The Customer shall be liable and responsible for payment until
payment has been received into Blue Chip Computers bank account.
9.4.4. The Customer shall be in breach of the Contract by cancelling any
debit order without the prior written consent of Blue Chip Computers or where any
debit order is returned unpaid or stopped or should any charge card
account, or credit card account of the Customer be rejected. In such
a case, Blue Chip Computers will have the right to suspend the Customer’s account
General Terms and Conditions
until such arrears amounts together with interest thereon have been
received and paid in full.
9.5. Changes to Charges
9.5.1. Blue Chip Computers shall be entitled to increase any of the amounts reflected in the
Subscriber agreement, which increase will be relative to the
Consumer Price Index. Increases linked to the Consumer Price
Index usually are done once per year between January and April.
9.5.2. If there is a price increase on components of the Services beyond
the control of Blue Chip Computers (for example: foreign exchange fluctuations,
increased pricing on third-party products or services like software
license fees, surcharges, taxes, import duties, rates or levies,
increased charges from other network operators or delay caused
by any instruction of Customer), then Blue Chip Computers shall be entitled to
increase the Charges of the affected Service in proportion to the
increase in cost.
9.5.3. Any increase as per clause 9.5.1 and 9.5.2 will be given to the
Customer in writing.
9.5.4. A Consumer will have the right to terminate the Contract without
penalty or charge where any such increases render the Service
unaffordable to the Consumer, on condition that it gives Blue Chip Computers 20
(twenty) Business days’ notice of its election to cancel the Contract.
Where a Consumer terminates the Contract as per its rights under
this clause 9.5.4 such termination will be without penalty, except
where the Consumer has been given or has purchased but not yet
paid for Subscriber Equipment. In such a case the Consumer will
have a legal duty, and Blue Chip Computers will have a legal right to demand from
the Consumer full payment in respect of the Subscriber Equipment
less any amounts that have already been paid to Blue Chip Computers in respect
thereof before such termination.
9.6. Unpaid accounts – Suspension of Services
9.6.1. Where any amounts due to Blue Chip Computers by the Customer are not paid on
Due date, Blue Chip Computers shall give the Customer 7 (seven) days’ notice to pay
all arrears/outstanding amounts and start charging interest at the
9.6.2. If the Customer’s account remains unpaid or no written agreement
is concluded to settle the arrears, Blue Chip Computers shall suspend the Customer’s
services, and the suspension will stay in place until the Customer
has paid all arrear amounts, interest and any applicable
reconnection charges or the Contract is terminated by Blue Chip Computers.
9.6.3. If the Customer’s account is in arrears, then Blue Chip Computers shall be entitled to
suspend all Services linked to the Customer’s account, regardless
of whether the suspended Services are delivered according to
multiple Subscriber Agreements or not.
9.7. Credit Limit and payment terms
9.7.1. Blue Chip Computers reserves the right to impose a monetary limit on the maximum
value of Charges incurred by the Customer during each billing
period, and Blue Chip Computers shall be entitled after the Customer has been given
20 (Twenty) days’ notice of such overspend to which the Customer
has not responded, to suspend the Services should the Customer
exceed the maximum amount.
9.7.2. If Blue Chip Computers and Customer agree on payment terms that are different to
those set out in clause 9.4 and Blue Chip Computers had to provide Customer with a
notice in terms of clause 9.6.1 twice in any rolling 12 calendar
month period, then Blue Chip Computers shall be entitled to revert to the default
payment terms set out in this clause 9.
- SUSPENSION, WITHDRAWAL OR TERMINATION OF THE BLUE CHIP COMPUTERS
10.1. Blue Chip Computers may from time to time, and on notice where this is possible, suspend
the Blue Chip Computers Service and where applicable the right to use the Managed Service
Equipment, or in its discretion disconnect the Managed Service Equipment
from the Blue Chip Computers Network in any of the following circumstances:
10.1.1. for routine maintenance, modifications to, or unplanned
maintenance of the Blue Chip Computers Network and/or any other systems involved
in the delivery of the Services;
10.1.2. to mitigate against fraudulent or suspected fraudulent use of the
10.1.3. per clause 9.6 or 9.7.1 above;
10.1.4. because of problems on third parties’ infrastructure which has
affected or disrupted the Blue Chip Computers Service;
10.1.5. where certain Services are being abused by the Customer; and/or
10.1.6. where the Blue Chip Computers Service or Managed Service Equipment is found to
contain a security risk or shortcoming which enables the Customer
to exploit the Blue Chip Computers Service to the detriment of Blue Chip Computers;
10.1.7. where the Customer uses Subscriber Equipment that is not
approved by ICASA for such use;
10.1.8. Where the Service is removed because of a take-down notice that
Blue Chip Computers is obliged to act on.
10.2. The Customer accepts that the right to suspend the Services is necessary
to maintain the quality of Services, the integrity of the Blue Chip Computers Network, and to
protect the interest of both the Customer and Blue Chip Computers and that it will remain
liable for all Charges which may be levied by Blue Chip Computers during the period of
10.3. Blue Chip Computers may from time to time, and on notice where this is possible, and without
prejudice to any other claims or remedies which Blue Chip Computers may have in terms
hereof or in law, discontinue and/or terminate any part of the Contract, or in
its discretion disconnect the Managed Service Equipment from the Blue Chip Computers
Network in any of the following circumstances:
10.3.1. where the Blue Chip Computers Service or Managed Service Equipment has
reached the end of its lifespan and is uneconomical to maintain or
10.3.2. where there has been an insignificant interest in the use of a
10.3.3. in response to an instruction from ICASA or in terms of the ECA or
some other law or any authority competent to issue such
10.3.4. if the Customer has received the Service because of fraud or
10.3.5. if the Customer makes or offers to make any arrangement or
composition with its creditors or commits any act of insolvency in
terms of the Insolvency Act or any other applicable legislation;
10.3.6. if the Customer is using or permitting the use of the Service or any
element thereof for any illegal purpose or in contravention of
10.3.7. for any other reason incidental to 10.3.1 – 10.3.6 inclusive.
- BREACH AND TERMINATION
11.1. Should the Customer breach:
11.1.1. its payment obligations and have been suspended for non-payment
for a period longer than 7 (seven) days; or
11.1.2. any other term of this Contract and fails to rectify the breach within
the notice period provided by Blue Chip Computers (which shall be a reasonable
period given the circumstances of the breach);
then Blue Chip Computers will have the right to either suspend or to cancel the Contract(s),
without diminishing its right to claim any Anticipatory Costs or early
11.2. Should Blue Chip Computers breach any material term of this Contract, then the Customer will have the right to provide Blue Chip Computers with a letter requiring Blue Chip Computers to rectify the breach within a period of 20 (twenty) Business Days. Should Blue Chip Computers neglect or fail to remedy such breach within the 20 (twenty) Business Days’ notice period, then the Customer may cancel the Contract without penalty.
11.3. The Customer shall be liable for all costs, including legal costs on an
attorney and client scale, tracing cost and collection commission incurred
by Blue Chip Computers in respect of the enforcement of any obligations of the Customer in terms of this Contract.
11.4. Without diminishing any other claims or remedies which Blue Chip Computers may have against the Customer in terms of this Contract or law, Blue Chip Computers may terminate the Contract if the Customer has delayed the installation of the Service for longer than 3 (three) months and hold the Customer liable for Anticipatory Costs incurred by Blue Chip Computers in this regard.
- SUPERVENING IMPOSSIBILITY
Except as expressly provided under the Contract, Blue Chip Computers shall not be liable to the Customer for failure to perform any obligation because of any acts of God, government restrictions or prohibitions or any other Government act or omission, any act or default of any supplier, industrial disputes, strikes, lockouts or work stoppages of any kind or any other similar or dissimilar cause, in so far as these were not foreseeable and beyond Blue Chip Computers’s reasonable control. Should any event contemplated in this clause prevent the provision of uninterrupted Service for a period exceeding four weeks, the Customer shall be entitled to terminate the affected Service without penalty.
- CUSTOMER ASSISTANCE, DISPUTES OR COMPLAINTS
13.1. Technical Complaints and Billing Queries
13.1.1. Blue Chip Computers can be contacted for technical support and account queries at email@example.com
13.1.2. If the Customer experiences any trouble with any of the Services or
with the Charges, it must bring the problem to Blue Chip Computers’s attention by raising a trouble ticket with Blue Chip Computers by telephone, email or in the Blue Chip Computers Portal. The issue will then be logged and detailed, and the Customer will be provided with a reference number.
13.1.3. Blue Chip Computers will use its best endeavours to attend to the trouble tickets as soon as it is possible, which will depend on the complexity and nature of the problem as well as resource availability.
13.1.4. Where Customer has exhausted all levels of escalation and
remains of the view that the matter has not been resolved to the
satisfaction of the Customer, the Customer will have the right to
refer the matter to ISPA, which can be done via the complaints form
13.2. Complaints: If Customer has a complaint that is not related to the
performance of the Service or related to a billing query, the Customer must
follow the Blue Chip Computers complaints process as amended from time to time and made available on the Blue Chip Computers website.
13.3. Single Forum Resolution: The above rights are without prejudice to both
Parties’ respective rights to pursue a complaint or action in any other forum
that has jurisdiction over the matter including the rights to submit the
complaint to ICASA, provided that the same complaint shall not be lodged
at more than one forum.
- CONSEQUENCES OF TERMINATION
After termination of the Contract for whatever reason:
14.1. Blue Chip Computers may, on reasonable notice and in the Customer’s presence enter the Customer’s premises to remove the Managed Service Equipment which is owned by Blue Chip Computers; and
14.2. Customer will remain liable for and will pay on demand all charges and/or
costs outstanding at the time of termination or accrued thereafter because
of the termination.
- LIMITED LIABILITY AND INDEMNITY
15.1. In respect of internet-based services, Blue Chip Computers only provides access to the Internet. Blue Chip Computers does not operate or control the information, services, opinions or other content of the Internet. Blue Chip Computers reserves the right to take measures as
may be necessary, in Blue Chip Computers’s sole discretion, to ensure security and continuity of service on the Blue Chip Computers Network, including but not limited to identification and blocking or filtering of internet traffic sources which Blue Chip Computers deems to pose a security risk or operational risk or a violation of its AUP. In
addition, the Customer understands that Blue Chip Computers does not own or control other
third-party networks outside of the Blue Chip Computers Network, and Blue Chip Computers is not responsible
or liable for filtering or access restrictions imposed by such networks or for
the performance (or non-performance) within such networks or within
interconnection points between Blue Chip Computers Network and other third-party
15.2. The Customer is responsible for maintaining the security of its internal
network from unauthorised access through the Internet. Blue Chip Computers shall not be
liable for unauthorised access to the Customer’s network or other breaches
of the Customer’s network security. The Customer shall remain fully
responsible to Blue Chip Computers for any usage billing billed to Customer’s account up to
30 minutes after Customer had logged an official support ticket with Blue Chip Computers
requesting suspension of the Services impacted by unauthorised access to
15.3. Blue Chip Computers assumes no responsibility for the integrity, correctness, retention or
content of electronic data transported via the Blue Chip Computers Network.
15.4. Subject to the provisions of clause 15.6 below, Blue Chip Computers shall not be liable to the
customer or to any third party for claims that arise or occur because of the
customer’s use of the services, whether such claim, action or damage is
direct or indirect, consequential or contingent. Blue Chip Computers shall not be liable for any
loss of life; injury; medical expenses; support; financial loss or financial
support; loss of earnings; loss of profit and/or income; loss of revenue; loss of business or goodwill; any other special damages; or any general damages regardless of whether it was foreseeable or flowed naturally from the use of the Services.
15.5. Customer indemnifies Blue Chip Computers against any claim or action which may be
brought by any third party arising out of Customer’s use of the Services or
out of the use of the Customer’s Services.
15.6. Where a Consumer suffers any loss or damages because of the use of the
Blue Chip Computers Service, the Consumer in this case will be allowed to avail itself to the provisions housed under section 61 of the CPA, but subject always to the defences and exceptions permissible and available to Blue Chip Computers and its service providers under section 61 of the CPA.
15.7. The limitation on liability set out above is in addition to any limitation of
liability set out elsewhere under the Contract.
- PROCESSING OF PERSONAL INFORMATION, RIGHTS TO
PRIVACY AND RICA
16.1. Blue Chip Computers reserves the right to make general credit reference enquiries about the
Customer and to check the correctness of the information that has been
supplied. Blue Chip Computers shall also be entitled to furnish any information relating to the
Customer’s account and compliance with these conditions to any registered
16.2. The Customer warrants and represents that all information supplied by it is accurate, correct and complete.
16.3. Blue Chip Computers will use the Customer’s Personal Data strictly in accordance with the
Regulations promulgated in terms of Section 69 of the ECA or the
Protection of Personal Information Act, whichever is applicable.
16.4. Customer will provide Blue Chip Computers with all required Personal Data and other details
which Blue Chip Computers is required to obtain from the Customer in terms of section 39 or
40 of RICA.
16.5. Customer shall not transfer the Service to another person, other than a
family member or dependent.
16.6. The Customer acknowledges and accepts that where the Customer does
not comply with these provisions, it will amount to a material breach by the Customer of the Contract.
17.1. Cession, delegation, assignment: Neither Party may cede, delegate,
assign, charge, transfer or otherwise dispose of this Contract or any rights
or obligations therein in whole or in part, without the written consent of the
other Party. Such consent shall not be unreasonably withheld or unduly
delayed. Notwithstanding the foregoing, Blue Chip Computers may assign any and all of its
rights and obligations hereunder: (i) to any Blue Chip Computers affiliate (as defined the
Companies Act, 71 of 2008; (ii) to a third party pursuant to any sale or
transfer of substantially all the assets or business of Blue Chip Computers or a Blue Chip Computers affiliate;
or (iii) to a third party pursuant to any financing, merger, or re-organisation
of Blue Chip Computers or a Blue Chip Computers affiliate.
17.2. Applicable laws and Jurisdiction: This Contract will be interpreted and
governed by the laws of South Africa.
17.3. Variation and Amendment: Subject to and save where the right to amend
the Contract, has been mentioned explicitly under the Contract, neither
party may vary the terms of the Contract unless the other party agrees to
such variation and the variation is reduced to writing and signed by both
17.4. Consumer status: Certain rights have been granted to a Customer who is
a Consumer. Blue Chip Computers reserves the right to withhold any of these rights and/or
resultant benefits until the Customer can prove to Blue Chip Computers, which proof may be
in the form of a set of Financial statements or an identity document, that it
is a Consumer (and in the case of a right which it wants to exercise under
section 14 of the CPA, that it is an Individual Consumer). Where the
Customer is unable to show that it is a Consumer or Individual Consumer,
Blue Chip Computers reserves the right to reverse or call for a refund of any rights or benefits
which are permitted under the CPA and which the Customer has unlawfully
taken advantage of.
17.5. Customer details and changes thereto: The Customer agrees to supply
Blue Chip Computers with such information, documentation and signatures that Blue Chip Computers may
reasonably require at the time that the Contract is concluded, to give effect
to the payment arrangements of the Contract. Any subsequent changes
that affect the information supplied to Blue Chip Computers such as bank account or legal service address must be brought to the immediate attention of Blue Chip Computers in writing.
17.6. Whole Contract: The Contract contains the sole and entire record of the
agreement between the Parties. No Party shall be bound by any express or
implied term, representation, warranty, promise or the like not recorded in
writing and signed by both Parties or otherwise created by operation of law.
For clarity, where it appears from the context of multiple Subscriber
Agreements concluded between the Parties that they are intended to be
read as one Contract, then the Subscriber Agreements shall not be deemed
to constitute separate and divisible Contracts, and in such event, conflicting
provisions of General Terms shall be resolved with the ordinary rules of
17.7. Indulgences: No indulgence, leniency or extension of time which either
Party (“the grantor”) may grant or show to the other, shall in any way
prejudice the grantor or preclude the grantor from exercising any of its rights
in the future. Any indulgence or the relaxing of the provisions of the Contract
by the grantor shall not prejudice the right of the grantor to insist on the strict
compliance by the defaulting Party of its undertakings and obligations in
terms of the Contract.
17.8. Severability: In the event of any one or more of these terms and conditions
being unenforceable, the offending clauses will be severed from the
remainder of the Contract, which will nevertheless continue to be binding
- LEGAL ADDRESS FOR SERVICE
18.1. The Parties choose the addresses set out below as their chosen place to
receive legal notices:
18.1.1. the Customer at the physical or residential address specified in the
Subscriber Contract. Where Customer has entered into multiple
Subscriber Contracts, then the physical address specified in the
Subscriber Contract most recently signed by the Customer or its
18.2. All notices given in terms of this Contract shall be in writing. General notices that do not commence legal proceedings shall be sufficiently provided to either Party by way of email, or where applicable by any other electronic messaging service.
- CANCELLATION PROCESS
19.1. Unless Blue Chip Computers expressly agrees to the contrary in writing, Customer must
cancel services on at least 90 days’ advance notice to take effect at the end
of the Initial Period or the Renewal Period, failing which Blue Chip Computers my charge the Customer a cancellation fee.
19.2. Cancellations must be processed through the cancellation request form in the Blue Chip Computers Portal, or Customer must send a cancellation request to firstname.lastname@example.org The online cancellation request form will reflect the duration that is left for each Service as well as the cancellation fee (if any) of each Service. Cancellations received by email will be followed up with a quote setting out the cancellation fee (if any) of each Service.
19.3. Email cancellations must contain at least the following information:
19.3.1. The Customer’s account number; and
19.3.2. The description of the Service/s to be cancelled as is described on
the Customer’s invoice.
19.4. Blue Chip Computers will not be deemed to have received a cancellation notice unless it has
issued Customer with written confirmation of receipt and a unique reference
number. If Customer is not furnished with a unique reference number within
48 hours of transmitting its cancellation notice, Customer must escalate to
19.5. Blue Chip Computers’s processing of a cancellation request shall be without prejudice to its right to any claim that it may have in terms of this Contract. Customer acknowledges that in many instances cancellation of Services is not reversible or may attract financial penalties, and therefore Blue Chip Computers may delay the actual termination of Services after acknowledging receipt of a cancellation notice to communicate to Customer the consequences of termination and to allow Customer to withdraw a cancellation notice.
19.6. Customer shall remain liable for any Charges raised by Blue Chip Computers against the Customer’s account after the Customer has sent Blue Chip Computers a cancellation notice that is not processed in the manner set out herein