Welcome to RESPO
THE RESPO COMMERCIAL TERMS
RESPO TECHNOLOGY PROPRIETARY LIMITED T/A RESPO (REGISTRATION NUMBER: 2016/317798/07) (“RESPO”, “Us”, “We” “Our”)
(Version 1.0 – Effective as of 11/11/2019)
IMPORTANT – PLEASE READ THESE TERMS CAREFULLY WHEN USING OR ACCESSING OUR WEBSITE AND/OR MOBILE APPLICATION.
These Commercial Terms are binding and enforceable against every person that accesses or uses this website or mobile application (“you”, “your” or “user”).
BY COMPLETING THE ELECTRONIC ACCEPTANCE PROCESS, CLICKING THE “SUBMIT” OR “ACCEPT” or “BUY” BUTTONS, USING ANY OF THE SERVICES, PURCHASING ANY RESPO SERVICES OR OTHERWISE INDICATING ACCEPTANCE OF THESE TERMS, YOU AND ANY PARTY OR ENTITY THAT ARE USING/PURCHASING THE RESPO SERVICES, REPRESENT AND WARRANT THAT: (i) YOU ARE AUTHORIZED TO BIND YOURSELF AND ANY OTHER PARTY ON WHOSE BEHALF YOU USE THE WEBSITE AND APPLICATION; AND (ii) YOU AGREE TO BE BOUND BY ALL OF THESE TERMS (INCLUDING THE DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY SECTIONS SET FORTH BELOW) TO THE EXCLUSION OF ANY OTHER RIGHTS AND OBLIGATIONS.
- INTRODUCTION AND DESCRIPTION OF THE RESPO
Respo is a mobile app solution (“Application”) which is aimed at reducing the time it takes for an ambulance to reach a patient. The App uses features like GPS tracking, data capturing, user matching and push notification to fast track the request process and transfer the relevant information to the emergency response service provider (‘’Responder”), resulting in more lives being saved during medical emergencies.
- IMPORTANT NOTICE
- These Terms and Conditions apply to users who are consumers for purposes of the Consumer Protection Act, 68 of 2008.
- These Terms and Conditions are divided into three sections, as follows:
- Commercial Terms;
- Annexure B – Browser Terms.
- HOW RESPO WORKS
- The Respo Application enables You to request emergency assistance (“Services”). The Application facilitates the request by linking You with a Responder. Note that the Application is not a replacement for the 10111 SAPS service.
- Should You be outside the coverage area, they will not be able to request assistance, but instead will be presented with the option to phone 10111.
- As soon as You request assistance from the Application, the incident is assigned to an operator in the ambulance incident response coordinating call centre.
- Operators are employed by the Responder and their backgrounds are verified which includes collecting copies of certain basic information submitted by the Operators in relation to their identity, experience, training, qualifications and references.
- Note all calls made to or by the Control Room via the Application will be recorded and stored in accordance with privacy laws, regulatory records retention requirements and legitimate operational requirements. You consent to the retention of records.
- Free trial: when you first sign up for access to the RESPO Service you can access and evaluate the service at no obligation, until such further time and written notice by Us.
- REGISTRATION, PASSWORDS AND CUSTOMER ACCOUNTS
- In order to use the RESPO Services, you must create an account and user profile.
- Once you have completed this process either via Facebook login or by providing a mobile phone number, You will receive a confirmation short message service (SMS) with Your one-time pin to verify Your mobile number. Once You have entered the PIN, You will be logged into the Application.
- Upon Your first login, You will be asked, by Your mobile phone’s operating system, to enable push notifications and location services.
- The Application requires access to Your location even when you are not using the Application. The Application requires location updates during an incident in order to provide assistance. The Application will not allow You to request assistance unless You have granted the Application location permissions.
- Should the User disable push notifications for the Application, the User will not get update notifications during an incident unless the Application is open.
- Should you select the option to join the Respo mailing list and receive news alerts, Respo shall utilize the valid email addresses submitted by You to provide this information to You. Please contact us if You no longer want to receive these communications.
- Your online account is part of the RESPO Service and is used for, among other things, accessing your customer data. You are solely responsible for maintaining the confidentiality of your account and password. You agree to accept responsibility for all activities that occur under your account. We will regard any communications we receive under your password, username, and/or account number to have been sent by you.
- You agree to promptly notify us of any unauthorized access or use of the RESPO Service and any loss or theft or unauthorized use of your password or name and/or RESPO Service account numbers.
- THIRD PART SERVICE PROVIDERS
- In order to provide the Service, You agree that Respo has a dependency on third party service providers including but not limited to:
- Emergency response teams;
- Medical emergency response teams;
- You agree that Respo shall not be liable for any failures to render the Service attributable to such third parties.
- You agree that the medical emergency service provider shall render the Service to the You on a user-to-pay basis, i.e. You wil be directly liable to such service provider for the fees associated with the service provider’s service.
- You hereby release Respo, its officers, employees, agents and successors from claims, demands any and all losses, damages, rights, claims, and actions of any kind including, without limitation, personal injuries, death, and property damage, that is either directly or indirectly related to or arises from:
- Any services of third parties to Respo related to the Application;
- any interactions with other users on the Application, or
- any interactions with any Responder;
- any technical issues or other service issues (including third party service issues) that may lead to a delay in response or a delay in services to You.
- In order to provide the Service, You agree that Respo has a dependency on third party service providers including but not limited to:
- The RESPO Services are licensed to you, not sold. We grant you a personal, limited, non-transferable, revocable and non-exclusive license to use the RESPO Services to which you have access for your non-commercial use, subject to your compliance with this Agreement. You may not access, copy, modify or distribute any RESPO Service, unless expressly authorized by us or permitted by law. You may not reverse engineer or attempt to extract or otherwise use source code or other data from RESPO Services, unless expressly authorized by us or permitted by law. We and or our licensors own and reserve all other rights, including all right, title and interest in the RESPO Services and associated intellectual property rights.
- RULES OF CONDUCT
When you access or use any RESPO Service, you agree that you will not:
- license, sublicense, sell, resell, rent, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the RESPO Service or any part thereof;
- reproduce, modify or make derivative works based upon the RESPO Service or the audio and visual information, documents, software, graphics, products, and services contained or made available to you in the course of using the Service;
- reverse engineer or access the RESPO Service in order to (i) build a competitive product or service, (ii) build a product using similar ideas, features, functions or graphics of the RESPO Service, or (iii) copy any ideas, features, functions or graphics of the RESPO Service;
- access the RESPO Service by any means other than through the interfaces that are provided by Us;
- violate any law, rule or regulation;
- interfere with or disrupt any RESPO Service or any server or network used to support or provide a RESPO Service, including any hacking or cracking into a RESPO Service;
- use any software or program that damages, interferes with or disrupts a RESPO Service or another’s computer or property, such as denial of service attacks, spamming, hacking, or uploading computer viruses, worms, Trojan horses, cancelbots, spyware, corrupted files and time bombs;
- publish, post, upload or distribute any content, such as a topic, name, screen name, avatar, persona, or other material or information, that we (acting reasonably and objectively) determine is inappropriate, abusive, hateful, harassing, profane, defamatory, threatening, hateful, obscene, sexually explicit, infringing, privacy-invasive, vulgar, offensive, indecent or unlawful;
- post a message for any purpose other than personal communication. Prohibited messages include advertising, spam, chain letters, pyramid schemes and other types of solicitation or commercial activities.
- TERM AND TERMINATION
- This Commercial Terms is binding and effective until terminated by you or us, through 30 days written notice.
- We may terminate your access and use of any RESPO Services if we determine that you have violated these terms or that there has been otherwise unlawful, improper or fraudulent use of RESPO Services associated.
- WARRANTIES AND DISCLAIMER
- RESPO SERVICES ARE LICENSED AND PROVIDED “AS IS.” YOU USE THEM AT YOUR OWN RISK. TO THE FULL EXTENT PERMITTED UNDER APPLICABLE LAW, WE GIVE NO EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD-PARTY RIGHTS, AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR PRACTICE. WE DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE PRODUCT OR RESPOSERVICE; THAT WE SERVICE WILL MEET YOUR REQUIREMENTS; THAT OPERATION OF THE RESPO SERVICE WILL BE UNINTERRUPTED OR FREE FROM ERRORS, BUGS, CORRUPTION, LOSS, INTERFERENCE, HACKING OR VIRUSES, OR THAT RESPO SERVICES WILL INTEROPERATE OR BE COMPATIBLE WITH ANY OTHER SOFTWARE.
- You warrant to and in favour of us that:
- you have the legal capacity to agree to and be bound by these Commercial Terms; and
- these Commercial Terms constitute a contract valid and binding on you and are enforceable against you.
- Each of the warranties given by you will:
- be a separate warranty and will in no way be limited or restricted by inference from the terms of any other warranty or by any other words in these Commercial Terms;
- continue and remain in force irrespective of whether your account is active, suspended or cancelled; and
- be deemed to be material.
- LIMITATION OF LIABILITY
- We will not, under any circumstances, be liable to you for any costs, claims, damages (including, without limitation, indirect, extrinsic, special, penal, punitive, exemplary or consequential loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts which you may sustain or suffer (or with which you may be threatened) as the result of, whether directly or indirectly, any act or omission in the course of or in connection with the implementation of these Commercial Terms or in the course of the discharge or exercise by the parties or their employees, agents, professional advisors or delegates of their obligations or rights in terms of this Commercial Terms or the termination of these terms for any reason, in excess of the amount recoverable under our professional indemnity insurance policy.
- Respo shall not be liable for any errors, inaccuracies or omissions in regard to the information and materials provided on the Application.
- Respo shall not be held liable for occasions where the emergency response alert is triggered in error.
- Respo shall not be liable for occasions where the emergency response alert is triggered due to abuse or excessively frequent requests via the Application. Such abuse may result in the temporary or permanent suspension of the Your access to the Application. Respo, in its sole discretion, will determine abuse or excessive usage of the Application. Respo shall make a reasonable effort to notify You prior to such suspension.
- You acknowledge that Respo will not be held liable for the manner in which the Responder provides assistance, the time it takes for the Responder to assist or the consequences of delayed assistance by the Responder.
- The Service shall only be effective within the borders of the Republic of South Africa, and Respo shall not be liable for any damages relating to the availability/non-availability of an operator, and/or the connection to an operator during a call
- NO CONSEQUENTIAL LOSSES
Under no circumstances whatsoever shall either of us be liable for any indirect, extrinsic, special, penal, punitive, exemplary or consequential loss or damage of any kind whatsoever or howsoever caused (whether arising under contract, delict or otherwise and whether the loss or damage was actually foreseen or reasonably foreseeable), including but not limited to any loss of commercial opportunities or loss of profits, and whether as a result of negligent (including grossly negligent) acts or omissions of such party or its servants, agents or contractors or other persons for whose actions such party may otherwise be liable in law.
You hereby indemnify and hold harmless us (including our shareholders, directors and employees, in whose favour this constitutes a stipulation capable of acceptance in writing at any time) against any claim by any third party for any costs, damages (including, without limitation, indirect, extrinsic, special, penal, punitive or exemplary loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts arising, from accessing and using RESPO Services and or arising from any breach of any of any obligations or duties under these Commercial Terms.
Should a party (“the Defaulting Party”): breach any of the terms and conditions of these commercial terms, then the other party (“the Aggrieved Party”) shall be entitled forthwith where the Defaulting Party has failed to remedy such breach within a period of 14 (fourteen) days after receipt of written notice by the Aggrieved Party requiring it to do so, to claim specific performance or to cancel this Commercial Terms by written notice to that effect given to the Defaulting Party, either of which shall be without prejudice to any other rights which the Aggrieved Party may have at law.
- Other than in respect of those provisions of this Commercial Terms which provide for their own remedies or should such process be unsuccessful, or the outcome is non-binding, either party may refer the matter to arbitration to be held in terms of this clause 15.
- The arbitration shall be held in Pretoria in accordance with the provisions of the Arbitration Foundation of South Africa (“AFSA”) and:
- the arbitration shall be informal; and
- the Arbitrator shall have the discretion to determine the procedure to be adopted at the arbitrational hearing.
- The appointment of the Arbitrator will be agreed upon between the Parties, but failing Commercial Terms between them within a period of 14 (fourteen) days after the arbitration has been requested, any of the Parties shall be entitled to request the President for the time being of the Western Cape Legal Practice Council, whom failing, the chief executive officer/s of the Legal Practice Council, to make the appointment and who, in making his appointment, will have regard to the nature of the dispute.
- The decision of the Arbitrator shall be final and binding and shall not be subject to appeal.
- The Parties acknowledge and agree that the provisions of this clause shall not preclude any of them from proceeding against any of the other of them in any court of competent jurisdiction where relief is being sought on an urgent and interim basis.
- FORCE MAJEURE
- Except for the obligation to pay monies due and owing, neither party shall be liable for any delay or failure in performance due to events outside the defaulting party’s reasonable control, including, without limitation, acts of God, earthquakes, labour disputes, actions of governmental entities (including but not limited to delay caused by customs regulations or a change in customs regulations), riots, war, terrorism, fire, epidemics or other circumstances beyond its reasonable control.
- The obligations and rights of the defaulting party shall be extended for a period equal to the period during which such event prevented such party’s performance, provided that if such period exceeds 60 (sixty) days, then either party shall be entitled to terminate this Commercial Terms immediately on written notice while the party’s performance continues to be prevented.
- No relaxation, indulgence or concession granted by any party to the other(s) in respect of any of its obligations hereunder shall constitute a novation of any part of this Commercial Terms nor otherwise prejudice, derogate from, or affect, any rights which the party granting the relaxation, indulgence or concession may have against the party(ies) in whose favour such grant shall have been made.
- No variation of, or addition or agreed cancellation to this Commercial Terms shall be of any force or effect unless it is reduced to writing and signed by or on behalf of the parties.
- Governing law: These Commercial Terms shall be interpreted and governed in all aspects in accordance to the laws of the Republic of South Africa.
- Jurisdiction: We both consent to the jurisdiction of the High Court in South Africa in respect of any matter flowing from these Commercial Terms.
- Good faith: We both agree to display good faith.
- Address for service: any notice, approval, request, authorisation, direction, or other communication under these terms shall be given in writing, directed to the addresses of found on our Website and the addresses provided to us by you during registration, and shall be deemed to have been delivered and given for all purposes:
- on the delivery date if delivered by email;
- on the delivery date if delivered personally to the Party to whom the same is directed;
- 1 (one) business day after deposit with a commercial overnight carrier with written verification of receipt; or
- 5 (five) business days after the mailing date whether or not actually received, if sent by registered or recorded delivery post or any other means of rapid mail delivery for which a receipt is available to the contact at the address of the Party to whom the same is directed.
ANNEXURE B: BROWSER TERMS