Definitions

1.1. “The Media Owner” and/or “We” means The Sandton Times, a company of the “Sandton Media Group (Pty) Ltd”;

1.2. “Client” and/or “Content Originator” means any person, natural or juristic, entering an agreement with The Sandton Times with regards to the production and publication of content;

1.3. “The Agreement” means the Content Agreement entered into by The Sandton Times and the Client/Content Originator;

1.4. “Parties” shall mean The Sandton Times and the Client/Content Originator and “Party” shall mean either one of them as the context may require/indicate.

General Obligations

2.1. The Agreement will stipulate the deliverables provided by the Content Originator.

2.2. The Agreement will stipulate the time period within which the deliverables will become due.

2.3. The Agreement will stipulate the payment schedule to be agreed upon by the Parties.

2.4. The Agreement refer to the Terms and Conditions as set out herein below and the signing of the Agreement will constitute acceptance of these Terms and Conditions.

2.5. Per the Agreement, editorial control of all content on The Sandton Times will vest with the website owner.

2.6. The Agreement shall endure as described in the ‘duration’, unless terminated earlier as per the Terms and Conditions. All obligations will be fulfilled during the stipulated period unless otherwise stated in the

Agreement.

2.7. It is the duty of the Client to ensure the details provided in the Agreement are accurate/correct at the date of signature of same.

2.8. It is the duty of the Client to ensure they have familiarized themselves with the Terms and Conditions contained herein.

2.9. It is the duty of the media owner to ensure the banking details of the Sandton Media Group (Pty) Ltd are correct.

2.10. If the Client/Content Originator is a juristic entity such as a company or close corporation, the Agreement must be entered into and signed by a duly authorized representative of said juristic entity.

2.11. These Terms, together with the signed Content Agreement, are the sole record of the Agreement between the Parties, with neither party being bound by any express, tacit, or implied representation or warranty not recorded in these Terms or Agreement.

2.12. No agreement shall be concluded or amendment to these Terms effected merely by the Client/Content Originator sending a data message to our Platforms or using our Services.

2.13. If any provision of the Terms is or becomes unenforceable for any reason, then such provision will be treated as if it had not been included in the Terms to the extent that it remains unenforceable and shall not

affect the validity of the remaining provisions of the Terms.

2.14. The Terms are governed by and interpreted in accordance with the laws of the Republic of South Africa without giving effect to any principles of conflict of law, with you consenting to the exclusive jurisdiction of the courts of the Republic of South Africa.

Amendments To Content And Information

3.1. The media owner expressly reserves the right in its sole discretion to affect any amendment or alteration to the content and information, including pricing and rates, set out in this website.

3.2. The Client/Content Originator acknowledges that it is their responsibility to familiarise themselves with any amendment or alteration affected.

3.3. Please submit any query in respect of these Terms & Conditions or the use of this website to us in any of the following ways:

3.3.1. websites: https://sandtontimes.co.za; or

3.3.2. email: editor@sandtontimes.co.za.

Content Restrictions

4.1. The media owner is not responsible for the content of the Client/Content Originator. The Client/Content Originator expressly understands and agrees that they are solely responsible for the Content and for all activity that occurs under their account, whether done so by the Client/Content Originator or any third person using their account.

4.2. The Client/Content Originator may not transmit any Content that is unlawful, offensive, upsetting, intended to disgust, threatening, libelous, defamatory, obscene, or otherwise objectionable. Examples of such objectionable Content include, but are not limited to, the following:

4.2.1. unlawful or promoting unlawful activity;

4.2.2. defamatory, discriminatory, or mean-spirited content, including references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups;

4.2.3. spam, machine – or randomly – generated, constituting unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;

4.2.4. containing or installing any viruses, worms, malware, trojan horses, or other content that is designed or intended to disrupt, damage, or limit the functioning of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of a third person;

4.2.5. infringing on any proprietary rights of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights;

4.2.6. impersonating any person or entity including the Company and its employees or representatives;

4.2.7. violating the privacy of any third person; and/or

4.2.8. false information and features.

4.3. The media owner reserves the right, but not the obligation, to, in its sole discretion, determine whether or not any Content is appropriate and complies with these Terms, refuse or remove this Content. The media owner further reserves the right to make formatting and edits and change the manner of any Content. The Company can also limit or revoke the use of the Service if the Client/Content Originator posts such objectionable Content.

4.4. As the media owner cannot control all content posted by users and/or third parties on the Service, you agree to use the Service at your own risk. You understand that by using the Service You may be exposed to content that you may find offensive, indecent, incorrect or objectionable, and you agree that under no circumstances will the Company be liable in any way for any content, including any errors or omissions in any content, or any loss or damage of any kind incurred as a result of your use of any content.

Submission Of Content

5.1. Any content received by e-mail or other data message will be assumed to have been submitted for publication free of charge, unless the sender clearly stipulates that payment for the content is required and includes all relevant contact and pricing information in the e-mail or other data message.

5.2. Any submissions that stipulate that payment for content is required will be required to sign the aforementioned Content Agreement.

5.3. The publication of content, either on-line or off-line, is within the sole and exclusive discretion of the website owner.

Security

6.1. While the media owner takes all reasonable security precautions and are subject to, no liability will lie for damage caused by the malicious use of this site or by destructive data or code that is passed on to the user through the use of this site.

6.2. The following acts in connection with this website are expressly prohibited:

6.2.1. gaining or attempting to gain unauthorised access to any web page or part of this website;

6.2.2. delivering or attempting to deliver any unauthorised or malicious code or content to this website; and/or

6.2.3. any amendment to or attempt to amend any of the content or any other part of this website by unauthorised persons.

6.3. The media owner will pursue prosecution of and compensation from any person that delivers or attempts to deliver any destructive code to this website or attempts to gain unauthorized access to any page on or part of this website.

6.4. The media owner will be entitled to take whatever action we may deem necessary and reasonable to preserve the security and reliability of our Platforms and/or Services.

6.5. The Client/Content Originator may not use our Platforms or Services in any manner which may compromise the security of our network or any other network connected to our network.

Your Content

7.1. The Client/Content Originator will retain ownership of any original Content which they may transmit or store when using our Platforms or Services.

7.2. The Sandton Times will own all compilations, collective works or derivative works created by us which may incorporate your Content.

7.3. You grant us an irrevocable, perpetual, worldwide and royalty-free right and license to use, publicly display, publish, publicly perform, reproduce, distribute, broadcast, adapt, modify and promote on any medium, your Content which the media owner may upload or make available for inclusion on publicly accessible areas on our Platforms or through our Services.

7.4. Any content you transmit or post to publicly accessible areas on our Platforms or Services shall be considered non-confidential and non-proprietary. We shall have no obligations with respect to such Content.

Copyright And Intellectual Property Protection/Proprietary Rights

8.1. Copyright in all information, images, source codes and other original material contained in this website which is not attributed to a third-party, is held by or licensed to the media owner. The media owner asserts and reserves all its rights, including moral rights, in this regard.

8.2. The media owner grants to users a personal, non-exclusive, non-assignable and non-transferable license to use, print and display all content and information on any machine of which the user is the primary user for non-commercial purposes only.

8.3. If you believe that this site in any way infringes a third-party copyright or other intellectual property right please first contact us by using the following address: editor@sandtontimes.co.za to rectify the issue, specifying the full details of the alleged infringement.

8.4. All intellectual property on the Website, including but not limited to content, trademarks, domain names, patents, design elements, software, databases, text, graphics, icons and hyperlinks are the property of or licensed to the media owner and as such, are protected from infringement by domestic and international legislation and treaties. In particular, the User acknowledges the website owner’s proprietary rights in and to such Intellectual property, and that importantly the Website and its Content are protected by copyright as collective works and/or compilations pursuant to copyright laws.

8.5. Subject to the rights licensed to the User under this Agreement all other rights to intellectual property on the Website are expressly reserved.

8.6. The media owner and all related marks are registered trademarks and Users agree not to use these trademarks, including using them as an element of a domain name or sub domain name, notwithstanding the fact that such domain name use or registration may be allowed in terms of trademark and/or constitutional law. Where any User is found using the name ‘the Sandton Times’ in a domain name or sub domain name, such User on demand will immediately cease to use such domain name and transfer it to the media owner at the cost of the User.

8.7. Nothing in this Agreement shall operate to transfer any proprietary rights in and to the intellectual property rights referred to under clause 8 above or give rise to any implied rights in respect of such intellectual property in favour of any User and or third party.

8.8. Nothing in this Agreement shall operate to transfer any proprietary rights in and to any part of the Website including the Content or give rise to any implied rights, in favour of any User and or third party.

8.9. As a User of the Website, you are granted a non-exclusive, non-transferable, revocable, limited license to access and use the Website and Content and in particular the intellectual property rights, provided that such access and use is strictly in accordance with these Terms.

8.10. Where a User accesses Content from the Website, the User expressly acknowledges that nothing in these terms transfers or grants to the User any proprietary rights to use that Content other than the rights set out under this Agreement and in particular as set out under this clause.

8.11. All terms and conditions relevant to the Content are included also for the benefit of, and may be enforced by, the respective content providers without prejudice to any other rights or remedies they may have by law or otherwise.

8.12. As a User of the Website you agree not to remove, suppress or modify in any way the proprietary markings, including any trademark or copyright notice, used in relation to any Content or other part of the Website (including on any output generated through its use).

8.13. The media owner reserves it’s right to pursue any and all necessary and/or appropriate action against any infringement of the aforementioned copyright.

Availability

9.1. While the media owner endeavors to ensure that our Platforms and Services are normally available 24 hours a day, we shall not be liable if, for any reason, our Platforms or Services are unavailable at any time or for any period.

9.2. Access to our Platforms or Services may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond our control.

Suspension And Termination Of This Agreement

10.1. The media owner reserves the right, in its sole and absolute discretion and without prior notification, to suspend and/or terminate the provision of this website and/or to terminate the access rights of any user where, for example and without limitation:

10.1.1. the media owner regards the action or inaction of the Client/Content Originator to constitute a breach of these Terms and Conditions;

10.1.2. the media owner regards the action or inaction of the Client/Content Originator to constitute abuse of the services offered through this website; or

10.1.3. events beyond the reasonable control of the website owner, including technical failures, prevent the continuing provision

of the website.

10.2. Per the Content Agreement, the Sandton Media Group (Pty) Ltd reserves the right to cancel the Content Agreement due to the Client’s non-payment within the stipulated timelines.

10.3. The Agreement will terminate upon each Parties obligations being fulfilled.

The Law That Governs This Agreement

11.1. The Parties hereby agree that the law applicable to these Terms and Conditions of use, their interpretation and any matter or litigation in connection therewith or arising from them will be the Law of South Africa.

11.2. This website is owned, hosted and maintained within the Republic of South Africa.

11.3. When using this site and agreeing to these Terms and Conditions such use and agreement is deemed to have taken place in South Africa.

11.4. Users of this website are encouraged to familiarise themselves with the South African law relating to electronic communications and transactions as contained in the Electronic Communications and Transactions Act 25 of 2002.

Consent To Jurisdiction

The Client/Content Originator consents to the jurisdiction of the Magistrate’s Court having jurisdiction in terms of section 28 of the Magistrate’s Court Act as amended in respect of any dispute flowing from the use of this website.

Dispute Resolution

13.1. The Parties agree that they may approach any other relevant authority or dispute resolution body or refer the matter to Arbitration as set out below, for resolution of the dispute.

13.2. The Parties agree that any dispute between us shall be referred to arbitration and finally resolved in accordance with the rules of the Arbitration Foundation of Southern Africa. Such arbitration shall be held

in Johannesburg, and conducted in the English language before one arbitrator appointed in accordance with the said rules.

13.3. Any award will be final and not subject to appeal. This agreement to arbitrate shall be enforceable in and judgement upon any award may be entered in any court of any country having appropriate jurisdiction.

13.4. A dispute shall be deemed to have arisen when either party notifies the other party in writing to that effect.

13.5. The arbitrator shall have the power to give default judgement if any party fails to make submissions on due date and/or fails to appear at the arbitration.

13.6. The provisions set out above shall not prevent either party from approaching any court of competent jurisdiction to obtain interim or other relief in cases of urgency.

Amendment Of The Terms And Conditions Of This Agreement

14.1. Please note that, due to legal and other developments, the media owner may be required to amend these Terms and Conditions from time to time. Please refer to the last revision date at the foot of this page.

14.2. The media owner will attempt to give notice of any amendments, but reserve the right to effect binding amendments, additions or deletions without notice.

Enforceability Of This Agreement

15.1. The Client/Content Originator may not cede, sub-license or otherwise transfer any rights they may have under these Terms and Conditions or which may otherwise have been obtained through the use of this site.

15.2. In the event of any part of these Terms and Conditions being found to be partially or fully unenforceable, for whatever reason, this shall not affect the application or enforceability of the remainder of this Agreement.

15.3. These Terms and Conditions, together with the Content Agreement, contain the record of the entire agreement between the Client/Content Originator and the media owner.

15.4. Failure to enforce any provision of these Terms and Conditions shall not be deemed a waiver of such provision nor of the right to enforce such provision