Terms of Use

  1. SCOPE

NBS has created, owns, and operates multiple websites, (each individually referred to hereunder as an “NBS Website” and collectively “NBS Websites”). The NBS Websites allow you (“You” or “Your”) and other NBS software experts, developers, users, and other interested parties (each, a “User” and collectively, “Users”) to participate in a variety of activities, including finding information, purchasing and/or researching NBS and related software and services, obtaining support for NBS software and services, sharing information with NBS and third parties, posting comments, blog, engaging in conversations and activities related to NBS’s products and services. The Websites also include information created and published by NBS and third parties (“User Content”), such as text, images, photographs, graphics, audio and video, data, code, and software (collectively, the NBS Materials and User Content are referred to as “Content”).

 

  1. ACCEPTANCE OF TERMS

Your access and use of the NBS Websites is subject to and governed by these Terms of Use, also referred to as “TOU”, including any additional or different disclaimers, legal notices, agreements, or terms and conditions that may apply to your use of or access to any particular NBS Website, NBS Materials, or User Content. If there is a conflict between the terms in this TOU and any additional legal terms, the additional legal terms shall control. This TOU forms a legally binding agreement between you as a client and NBS. Please note that this TOU does not govern the use of any cloud solutions provided by NBS and for which you are required to enter into a separate agreement.

 

NBS may modify the TOU to reflect changes in NBS’s business, applicable law, or for other reasons deemed necessary by NBS. If the terms of the TOU change, NBS will provide notice, which may include, but is not limited to notice, provided through the Websites. Except where prohibited by law, updates to the TOU will apply once the changes have been posted or notice has otherwise been given. Changes to the TOU will, however, not apply retroactively. If you do not agree to changes made to the TOU, You must discontinue your use of the affected NBS Website, NBS Materials, or User Content.

 

  1. PERMISSIBLE USE OF NBS WEBSITES AND CONTENT

The NBS Websites and NBS Materials are for your non-commercial use, that is, your use must not be intended for or directed towards commercial advantage or monetary compensation. You may not copy, modify, distribute, transmit, display, perform, publish, license, create derivative works from, transfer, rent, lease, or sell the NBS Websites and NBS materials. You may, however, download, store, and display on your computer or other electronic device, solely to view and print NBS materials; provided that: (a) the NBS materials and User Content may only be used for informational, non-commercial purposes and will not be copied or posted on any computer network, or otherwise published, broadcast, or distributed in any manner or media; and (b) the NBS Materials and User Content may not be modified or altered in any way, including any copyright notices.

 

You may not use the NBS Websites in any manner that could damage, restrict, overload, or impair any NBS server, or the network(s) connected to any NBS server, or interfere with any other party’s use and enjoyment of any NBS Website. You may not attempt to gain unauthorized access to any NBS Website, other accounts, computer systems or networks connected to any NBS server, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the NBS Websites.

 

You agree not to use an NBS Website to:

  • publish, upload, post, email, transmit or otherwise make available any User Content that (a) You do not have the right to make available (b) is unlawful, harmful, vulgar, obscene, hateful, or racially, ethnically or otherwise objectionable; (c) infringes any Intellectual Property Rights of any party, (d) includes any unsolicited or unauthorized advertising, promotional materials, surveys, junk mail, spamming, chain letters, or any other form of solicitation, commercial or otherwise, or (e) contains a software virus, Trojan horse, worm, time bomb, cancelbot, corrupted file, or any other computer file or software designed to interrupt, destroy, damage or limit the functionality of any computer hardware, software or other property;
  • defame, harass, abuse, stalk, threaten or violate the legal rights of others such as rights of privacy and publicity or business integrity;
  • impersonate any person or entity, including, but not limited to, an NBS official, NBS employee, or any other third party, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  • forge email headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the NBS Websites;
  • interfere with or disrupt the servers, or networks which support the NBS Websites, or disobey any requirements, procedures, policies or regulations of networks connected to the NBS Websites;
  • violate any applicable local, state, national or international law and any regulations;

 

  1. TERMINATION OF USE

NBS may, in its sole discretion, at any time discontinue providing or limit access to the NBS Websites, any areas of the NBS Websites, or any NBS Materials provided on or through the NBS Websites. You agree that NBS may, in its sole discretion, at any time, terminate or limit your access to, or use of, any or all of the NBS Websites or any NBS Material or User Content. In the event you are in material breach of the TOU, NBS may, at its sole discretion, refuse you any current or future use of an NBS Website without notice. NBS shall not be liable to you or any third party for any such suspension or termination.

 

  1. NBS CONTACT

At NBS’s sole discretion, NBS may contact you with critiques, updates, feedback, status or questions. In no event will any such contact or communication from NBS obligate NBS to provide a timeframe for evaluation, or even provide any additional communication.

 

  1. CONFIDENTIAL INFORMATION

NBS Websites are intended to be public forums, and you agree not to provide NBS or other clients with any confidential or proprietary information that you or the owner of the information do not intend to become public information.

 

You agree not to reproduce any confidential information to which you are provided access through an NBS Website in any form except as authorized at the time of disclosure. Any reproduction of confidential information shall remain the property of NBS or the third party that has prepared such information and shall contain any and all confidential or proprietary notices or legends which appear on the original. You agree to (a) take all reasonable steps (defined below) to keep all confidential information strictly confidential; (b) to use confidential information solely as authorized at the time of disclosure and (c) not to disclose any confidential information to any party without the prior written consent of NBS or the third party that has prepared such information. You do not acquire any rights in confidential information except the limited rights as described herein. In no event shall you use confidential information to create, enhance, modify, rent, lease, loan, sell, distribute or create derivative works based on the NBS Software or NBS Websites, or compete with NBS Software or NBS Websites in whole or in part. As used herein, ‘confidential information’ shall mean all trade secrets, intellectual property rights, and other information NBS or third parties protect against unrestricted disclosure to others which is (i) either labelled confidential and accessed through a restricted or non-public area of an NBS Website or pursuant to software downloads, or (ii) reasonably identifiable as confidential based on the type of information and the manner of its disclosure. As used herein ‘reasonable steps’ means those steps you and/or your company take to protect your own confidential information, which shall not be less than the industry standard of care.

 

  1. INTELLECTUAL PROPERTY RIGHTS

As used herein, ‘Intellectual Property Rights’ means patents of any type, design rights, utility models or other similar invention rights, copyrights, trademarks, service marks, trade secret or confidentiality rights, and any other intangible property rights including applications for any of the foregoing, in any country, arising under statutory or common law or by contract and whether or not perfected, now existing or hereafter filed, issued, or acquired.

 

All Intellectual Proprietary Rights to any NBS Software, the NBS Websites, NBS Materials, and User Content belongs to NBS or the individual or entity that submitted it. Nothing in this TOU shall be deemed to give you the right to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative words from, transfer, or sell any NBS Software, the NBS Websites, any NBS Materials, or any User Content for any reason, unless otherwise expressly permitted by the TOU or by law. You hereby agree to assign and do assign to NBS (and NBS accepts such assignment) any modifications or derivative works of any NBS Software, the NBS Websites, and NBS Materials made by you in contravention of this limitation without remuneration of any kind.

 

Information on requirements for using NBS trademarks can be found by clicking on the “Trademarks” link at the bottom of each web page on NBS websites.

 

YOU AGREE TO COMPLY WITH THE TERMS OF THE ‘NBS COPYRIGHT GUIDELINES’, WHICH CAN BE FOUND BELOW OR BY CLICKING ON ‘Copyright’ LINK AT THE BOTTOM OF EACH WEB PAGE ON NBS WEBSITES.

 

  1. RESPONSIBILITY FOR CONTENT AND LINKS

NBS IS ONLY RESPONSIBLE OR LIABLE FOR THE CONTENT POSTED ON AN NBS WEBSITE TO THE EXTENT REQUIRED BY LAW. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF CONTENT SHALL BE AT YOUR OWN RISK. Any Content, whether publicly posted or privately transmitted, is the sole responsibility of the person or entity providing the Content. NBS does not represent or endorse the accuracy, reliability, completeness, usefulness, non-infringement of intellectual property rights, or quality of any Content provided by third parties on an NBS Website. NBS may remove any Content posted on an NBS Website at NBS’s sole discretion, but, if you believe that material that you hold the copyright on is being infringed upon on any NBS web site, please notify NBS’s Copyright Agent in accordance with the procedure set forth at the following link:

info@nbsgroup.co.za

NBS Websites may contain links to external websites. NBS shall not be responsible for the contents of any linked website, or any changes or updates to such websites. Additionally, NBS shall not be directly or indirectly responsible or liable for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any software, content, goods or services available on or through any such linked website. NBS does not control and/or review the linked web-pages and the information provided by third parties.

 

  1. USE OF NBS AND THIRD PARTY SOFTWARE

Your access and use of any software or related documentation, including developer tools and sample code, and any application program interface information provided on an NBS Website (collectively “Software”) is governed by the software license agreement and related documents and terms (e.g., attachments, exhibits, order form, disclaimers, etc.)/(“License Agreement”) that accompanies such Software. You may not use or install any Software that is accompanied by a License Agreement unless and until you first agree to the terms of the License Agreement. You must not modify, decompile, or reverse engineer any Software, except to the extent expressly permitted by applicable law or the License Agreement.

 

In the event that Software provided through an NBS Website is not accompanied by a License Agreement: the Software may be used solely for your personal, informational, non-commercial purposes; the Software may not be modified or altered in any way; and the Software may not be redistributed.

 

All NBS Software is the copyrighted work of NBS. Unauthorized copying, distribution, modification, public display, or public performance of copyrighted works, including the NBS Software, is an infringement of the copyright holder’s rights. Information on the process for requesting NBS’s permission to use any NBS-owned copyrighted works can be found by clicking on the “Copyright” link at the bottom of each web page on NBS Websites.

 

  1. INDEMNITY

The following applies if You access a Website from outside the South Africa (SA):

You agree to indemnify and hold NBS, its affiliates, subsidiaries, officers, agents, partners, employees, and licensors harmless from any claim or demand, including reasonable attorney’s fees, made by any third party due to or arising out of your user content or your usage of an NBS Website, Your breach of this TOU, any additional legal terms, or NBSs Privacy Statement, your unauthorized use of any NBS-owned Intellectual Property, or Your alleged violation of any other rights of a third party.

 

The following applies if you access a website from within SA:

You agree to indemnify and hold NBS, its affiliates, subsidiaries, officers, agents, partners, employees, and licensors harmless from any claim or demand, including reasonable attorney’s fees, made by any third party against any of the aforesaid entities or persons due to or arising out of your culpable breach of this TOU, any additional legal terms or NBS’s Copyright or Privacy Statements.

  1. EXCLUSION OF WARRANTIES

NBS Websites and Content are being provided to you “AS IS”. To the fullest extent allowable by law, NBS does not guarantee or warrant any features or qualities of any NBS Website or Content, or give any undertaking with regard to any other quality. Statements and explanations on NBS Websites and Content in promotional material or on NBS Website and/or documentation are made for explanatory purposes only; they are not meant to constitute any guarantee or warranty of certain features. No warranty or undertaking shall be implied by a User from any published NBS description of or advertisement except to the extent NBS has expressly confirmed such warranty or undertaking in writing. Warranties are validly given only with the express written confirmation of NBSs management.

 

  1. LIMITATION OF LIABILITY

NBS will not be liable or responsible in any way for any user content posted on or linked from an NBS Website, including, but not limited to, any errors or omissions in content, or for any losses or damage of any kind incurred as a result of the use of or reliance on any Content or other material accessed on or through any NBS Website and made available by a third party.

 

The following applies if you access an NBS Website from outside South Africa:

TO THE EXTENT ALLOWABLE BY APPLICABLE LAW, NBS AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS ARE NOT LIABLE TO ANY USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF NBS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ARISING OUT OF OR RESULTING FROM: (i) THE USE OR THE INABILITY TO USE AN NBS WEBSITE, NBS SOFTWARE, OR NBS MATERIALS; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES ARISING OUT OF YOUR USE OR INABILITY TO USE ANY NBS SOFTWARE, NBS MATERIALS OR SERVICES PURCHASED OR OBTAINED DURING TRANSACTIONS CONDUCTED ON AN NBS WEBSITE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS, MESSAGES, OR CONDUCT OF ANY THIRD PARTY ON AN NBS WEBSITE; OR (v) ANY OTHER MATTER RELATING TO AN NBS WEBSITE OR NBS MATERIALS. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, THESE LIMITATIONS SHALL NOT APPLY IN CASE OF INTENT OR GROSS NEGLIGENCE BY NBS AND IN CASE OF NBSS STATUTORY LIABILITY FOR PERSONAL INJURY AND DEFECTIVE PRODUCTS.

 

The following applies if you access an NBS Website from within the South Africa:

  • IRRESPECTIVE OF THE LEGAL REASONS, NBS AND NBS’S AFFIALIATES AND SUBSIDIARIES SHALL ONLY BE LIABLE IN THE CASES SET OUT BELOW:
  • ANY MANDATORY LIABILITY UNDER APPLICABLE PRODUCT LIABILITY LAWS;
  • GROSS NEGLIGENCE AND WILFUL MISCONDUCT;
  • SLIGHT NEGLIGENT BREACH OF A SIGNIFICANT CONTRACTUAL OBLIGATION (AN OBLIGATION WHOSE COMPLETION ALLOWS FOR A PROPER PERFORMANCE OF THIS TOU AND IN WHOSE COMPLIANCE WITH YOU CAN GENERALLY TRUST). IN THIS CASE, NBS’S OR ITS AFFILIATES’ OR SUBSIDIARIES’ LIABILITY SHALL BE LIMITED TO SUCH DAMAGES WHICH ARE TYPICAL FOR THIS TYPE OF AGREEMENT AND PREDICTABLE AT THE POINT IN TIME OF THESE TO ENTERING INTO FORCE.

 

IN ALL OTHER CASES, NEITHER NBS NOR ITS AFFILIATES, SUBSIDIARIES, EMPLOYEES, AGENTS AND SUBCONTRACTORS SHALL BE LIABLE FOR ANY KIND OF DAMAGES OR CLAIMS HERE UNDER.

  1. APPLICABLE LAW

The following applies if you access an NBS Website from outside the South Africa:

South African law will govern this TOU without giving effect to any principles of conflicts of laws. You also agree to comply with all applicable export control laws as set forth under the ‘EXPORT CONTROL’ Section below which are applicable to the transmission of data on the Internet, including, but, not limited to laws governing the use of encryption and laws governing the transmission of data across international boundaries, into prohibited countries, and containing personally identifiable information.

 

The following applies if you access an NBS Website from within the South Africa:

The laws of South Africa will govern this TOU without giving effect to any principles of conflicts of laws. To the extent possible under applicable law, venue for all disputes in connection with this TOU shall be Johannesburg, South Africa.

  1. WAIVER AND SEVERABILITY

The failure of NBS to exercise or enforce any right or provision of this TOU shall not constitute a waiver of such right or provision. To the extent that any provision in this TOU shall be found to be invalid or unenforceable, such provision shall be modified in such a manner so as to make this TOU as modified, legal and enforceable under applicable laws and the balance of the provisions of this TOU shall not be affected thereby.

 

  1. ENTIRE AGREEMENT

The TOU represents the entire arrangement between the Parties in respect of its subject matter and supersedes all prior agreements, understandings or arrangements (both oral and written) relating to its subject matter. No collateral agreements have been made.

 

  1. EXPORT CONTROL

Due to technical uncertainties preventing verification of the identity and ultimate point of access by any person attempting to access or use an NBS Website, Your access of an NBS Website, including the presentment of any authorized user ID and password, constitutes Your express representation that (1) the person attempting access thereunder is not a national of any such sanctioned country or group or a specially designated national, and (2) is not included on such denied parties list, 3) has not been prohibited from participating in South African export transactions; 4) such use is not restricted, Users shall be fully liable and subject to prosecution to the full extent of the law for any violations of this paragraph.

 

The following applies if you access an NBS Website from outside South Africa:

You are doing so at your own risk, and you remain fully responsible and liable for familiarity and compliance with these Terms of Use as well as with the laws, regulations, directives, codes, and rules of South Africa, and the country within which you reside, including applicable import and export compliance laws and regulations, as well those of the jurisdiction from which You are accessing an NBS Website, and any other applicable jurisdiction which may be involved in the access, transmission, routing, receipt, disclosure, storage or use of information on an NBS Website.

 

The following applies if you access an NBS Website from within the South Africa:

You agree that your use of an NBS website or any content will be in compliance with South African export control laws and executive orders. The information provided on and through an NBS Website may be deemed in some cases to be controlled technology and subject to the export control restrictions of South Africa and other jurisdictions.

 

IT IS YOUR OBLIGATION TO VERIFY AND COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS OF SOUTH AFRICA AND OF THE COUNTRY FROM WHICH YOU ARE ACCESSING AN NBS WEBSITE.