Terms & Conditions

RESOLUTE EDUCATION (PTY) LTD (“Resolute”, “Our”, “We”, “Us”, as dictated by the context)
- Terms of Use, End User Licence Agreement

  1. Introduction: This platform (“Platform”) allows You as an end-user (“End User”, “You”, “Your”, as dictated by the context) to activate Our software and instruction and teaching documentation (whether in physical or electronic format) that accompany Our electronic hardware kits that You have acquired from one of Our resellers (“Reseller”). These Terms of Use (incorporating Our End User Licence Agreement and Privacy Policy) (“Terms”) govern Your use of the kits (it being understood that the Reseller may have an additional separate contract with you with additional terms and conditions relating to or associated with the kits that you acquired from the Reseller, including but not limited to possible defective hardware and/or any hardware failures that may occur within a warranty period, if any), the software and instruction and teaching documentation (“Kits”).
  2. Acceptance and Consumer Protection Act disclosures: These Terms constitute a legally binding agreement between You and Us. You agree to these Terms by registering an account, accessing it, using the Platform or activating the software. You represent and warrant that You have the right, authority, and capacity to enter into these Terms. &nspb;IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, YOU MUST NOT USE OR ACCESS OUR PLATFORM OR ACTIVATE THE SOFTWARE. IF YOU ARE A CONSUMER, AS DEFINED IN THE CONSUMER PROTECTION ACT WE HAVE A DUTY TO POINT OUT CERTAIN IMPORTANT TERMS WHICH MAY LIMIT YOUR RIGHTS, CONSTITUTE AN ACCEPTANCE OF A FACT OR OTHERWISE BE IMPORTANT. THE CLAUSES IN THESE TERMS THAT REQUIRE SPECIFIC CONSIDERATION ARE WRITTEN IN UPPERCASE AND/OR HIGHLIGHTED AND INCLUDE CLAUSE 2 (ACCEPTANCE), CLAUSE 10 (PROVISION OF THE SERVICES), CLAUSE 11 (MARKETING), CLAUSE 13 (CONTENT), CLAUSE 16 (THIRD PARTY TERMS), CLAUSE 17 (WARRANTIES), CLAUSE 18 (INDEMNITY), CLAUSE 19 (NON-CIRCUMVENTION), CLAUSE 21 (TERMINATION), CLAUSE 22 (CONSEQUENCES OF TERMINATION), CLAUSE 23 (DISCLAIMER), CLAUSE 24 (INDEMNITY AND LIMITATION OF LIABILITY), CLAUSE 25.8 (YOUR RIGHTS), CLAUSE 26.2 (TERMINATION) AND CLAUSE 26.8 (INDEMNITY).
  3. Commencement and Duration: These Terms shall commence immediately upon Your activation of the software. The Terms will be binding on You and shall continue indefinitely, until terminated as provided for herein.
  4. Non-Exclusivity: Your use of the Kits is on a non-exclusive basis.
  5. Account: In order to activate the software You require an account with Us using accurate information. You are responsible for keeping Your account safe and secure, and You must notify Us promptly of any unauthorized use or security breach of Your account.
  6. Data Privacy: Your personal information is protected in terms of the Protection of Personal Information Act. You agree and understand that all data contained in Your account with Us ( “End User Data”) will be used as set out in our Privacy Policy.
  7. Electronic Communications: You consent to receive communications from Us electronically, such as e-mails, texts, mobile push notices, or notices and messages via Your account or electronic devices. You agree that, insofar as legally possible and permitted, all agreements, notices, disclosures, and other communications that We provide to You electronically satisfy any legal requirement that such communications be in writing.
  8. Licence: We grant You a limited, revocable, non-exclusive, non-transferable licence to use the Kits, subject to Your compliance with the Terms.
  9. Use of Our Kits: You undertake to access and use Our Kits only for legal, authorised, and acceptable purposes. You undertake not to use (or assist others in using) Our Kits in ways that: (a) violate, misappropriate, or infringe Our rights or the rights of anyone else, including privacy, publicity, intellectual property, or other proprietary rights; (b) are illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially or ethnically offensive, or instigate or encourage conduct that would be illegal or otherwise inappropriate; (c) involve publishing falsehoods, misrepresentations, or misleading statements; (d) impersonate someone; (e) involve sending illegal or impermissible communications, such as bulk messaging, auto-messaging, auto-dialling, and the like; or (f) in any other way that is not specifically permitted by Us in these Terms.
  10. Provision of the Services:
    1. If We choose to do so, You consent to Us appointing independent contractors to provide the services.
    2. To the extent permitted by law, We accept no responsibility for any loss, damage, expense, delay or any other harm that You may suffer as a result of the provision of the services.
  11. Marketing: You agree and understand that We may send marketing material to You from time to time, including special offers and promotions. You hereby consentto receive these marketing materials, until you inform us in writing that You wish to opt-out of receiving marketing material.
  12. Restrictions: Only You may access and use Your account and use the Kits as contemplated. You may not permit anyone to use Your account for any reason and may not access anyone else’s account. You may only register and operate a single account at a time. You agree not to access or attempt to access any part of the Platform by any means other than through the interface provided by Us. You may not intercept, monitor, damage or modify any communication of any user of the Platform for any reason whatsoever. You may not do anything that would compromise the security or integrity of the Platform. You will not engage in any activity that interferes with, or disrupts, the Platform or the servers and networks that host these. You may not use data mining, robots, screen scraping or similar data gathering and extraction tools on the Platform. Further, You may not decompile, disassemble or reverse engineer the Platform or any part thereof. You may not use or access the Platform in any way that, in Our sole discretion, adversely affects the performance or function of the Platform or interferes with the ability of authorised parties to access the Platform. Any use of automated inquiry devices, robots, or repetitive data gathering and extraction tools, routines, scripts or other mechanisms with similar functionality is expressly prohibited in relation to the Platform.
  13. Content: You are solely responsible for Your use of the Platform and the Kits and the information You provide. The information You provide must be accurate and complete. Content, or use of the Kits for purposes that constitute hate speech or is otherwise immoral, offensive, defamatory, inflammatory, derogatory or illegal (in Our sole and absolute discretion) will be removed from the Platform and We may suspend or terminate Your use of the Platform and the Kits. We make no warranties or representations with respect to any content provided on the Platform, nor in relation to the Kits or their functionality. We accept no liability in any manner whatsoever in relation to consequences flowing from Your use of the Kits and You hereby (to the fullest extent possible in law) indemnify Us, Our directors, employees and affiliates from any and all claims (including threatened claims) made arising from or otherwise in relation to Your use of the Kits.
  14. Confidential Information: You agree and undertake to keep all proprietary or confidential information that belongs to Us secret and not to use it for any purpose other than as required in terms of these Terms. For the sake of clarity, the “Confidential Information” will include, any business or financial information, the Platform, these Terms, information relating to the Kits, their composition, the documentation and software that accompany them, as well as any other information that may be considered to be of a proprietary or confidential nature.
  15. Intellectual Property: All intellectual property rights (including copyright, moral rights, trade marks, patents or designs) in relation to the Kits, the Platform, as well as Confidential Information (collectively the “IP”) are owned by Us and are therefore protected by both South African and international intellectual property laws. Accordingly, any unauthorised use, copying, reproduction, re-transmission, distribution, dissemination, sale, publication, broadcast or other circulation or exploitation of the IP or any part thereof will constitute an infringement of such IP rights. Failure to comply with this clause may result in immediate termination of these Terms and Your use of the Kits.
  16. Third Party Terms: You agree and understand that certain of Our Services may be supplied by third-party service providers and You agree that Your use of these third-parties services may be subject to their own terms and conditions. You undertake that You will comply with all third-party terms and conditions that are used in relation to the Kits.
  17. Warranties: You hereby warrant that –
    1. You will not attempt to circumvent these Terms or Platform in any manner whatsoever;
    2. You will for the duration of these Terms comply with any reasonable updated policies and procedures which We will notify You of from time to time.
  18. Indemnity: You hereby indemnify Us, including Our directors and employees and hold Us all harmless against any losses, liabilities, costs, expenses, fines, penalties, damage, damages and claims, and all related costs and expenses (including legal fees on the scale as between attorney and own client, tracing and collection charges, costs of investigation, interest and penalties) (“Losses”) arising from or in relation to Your use of the Platform or the Kits.
  19. Non-circumvention: You irrevocably agree that You shall not, whether directly or indirectly as an agent, principal, partner, shareholder, advisor, financier or in any other manner circumvent or attempt to circumvent these Terms.
  20. Breach: Should either Us or You (the “Contravening Party”) fail to comply with any provision of the Terms, then the other party (the “Aggrieved Party”) will be entitled to notify the Contravening Party in writing thereof to remedy such default and if the Contravening Party fails to remedy the said default within 7 (seven) calendar days after receipt of such notice, the Aggrieved Party will be entitled to, without any further notice and without prejudice of its other rights:
    1. to cancel these Terms and to claim damages from the Contravening Party; or
    2. to insist on specific performance of the Contravening Party of its duties in accordance with these Terms and to claim damages.
  21. Termination:
    1. If you do not comply with the Terms, or if you fail to comply with the terms and conditions contained in the agreement between You and the Reseller (including your obligation to pay licence fees to the Reseller, if applicable), You agree that we may, at our sole discretion, immediately suspend or terminate Your access to all or part of the Platform and the Kits on written notice (including emails) to You. Should We suspect any illegal, immoral or other behaviour that could potentially bring Our reputation into disrepute or otherwise suspect abuse of the Platform or the Kits, We in Our sole and absolute discretion, may immediately and unilaterally terminate the relationship between Us on written notice to You.
  22. Consequences of termination: Upon termination of these Terms for any reason:
    1. You will immediately cease any and all further use of the Platform and the Kits;
    2. You will not have any claim against Resolute for the termination of these Terms for any reason whatsoever.
    3. You will remain be bound by the provisions of clauses 9, 12 to 15, 17 to 19, 23 to 24 and 26, where applicable, as well as any provisions which by their nature survive termination.
  23. DISCLAIMER
    WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE PLATFORM OR THE KITS. YOU EXPRESSLY AGREE THAT YOUR USE OF THE PLATFORM AND THE KITS ARE AT YOUR SOLE RISK.

    TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE KITS WILL FULFIL ANY PARTICULAR PURPOSE OR MEET ANY PARTICULAR SAFETY REGULATIONS. WE FURTHER DO NOT WARRANT THAT THE PLATFORM, THE SERVERS, OR E-MAILS SENT FROM US ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE WILL NOT BE LIABLE IN ANY WAY FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE PLATFORM OR THE KITS IN ANY MANNER WHATSOEVER, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES.
  24. INDEMNITY AND LIMITATION OF LIABILITY
    1. IN ADDITION TO ANY OTHER INDEMNITIES PROVIDED IN THESE TERMS, YOU HEREBY UNCONDITIONALLY AND IRREVOCABLY INDEMNIFY US, OUR AFFILIATED COMPANIES, OFFICERS, AGENTS, DIRECTORS AND EMPLOYEES AND AGREE TO HOLD US FREE FROM ALL LOSSES, DAMAGES, CLAIMS AND/OR COSTS, OF WHATSOEVER NATURE SUFFERED OR INCURRED BY US OR INSTITUTED AGAINST US FOR ANY REASON WHATSOEVER, WHETHER THE CLAIM OR ACTION ARISES FROM DELICT OR CONTRACT, OR ANY INFRINGEMENT OF WHATSOEVER NATURE, ARISING OUT OF OR PURSUANT TO YOUR USE OF THE PLATFORM OR THE KITS AND SUCH INDEMNITY SHALL EXTEND TO THE REASONABLE COSTS THAT MAY BE INCURRED BY US IN DEFENDING ANY ACTION (OR THREATENED ACTION) AGAINST US.
    2. YOUR USE OF THE PLATFORM AND THE KITS IS ENTIRELY AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM THE USE THEREOF. WE DO NOT ACCEPT LIABILITY THAT MAY ARISE IN CONNECTION THEREWITH.
    3. IN NO EVENT SHALL WE, OUR DIRECTORS, EMPLOYEES, OFFICERS, SERVICE PROVIDERS OR SUBSIDIARIES BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE PLATFORM, OR THE KITS, OR THE TERMS.