Erroneous Beliefs

Multi IT and Telephony Solutions can not be held responsible or liable for any omissions changes and non sequitur communications whether written or verbal in any or all solution presentations, product sales or service offerings.

Project responsibility

Multi IT & Telephony Solutions and the Client acknowledge that the success of any and all undertakings, services and projects are the joint responsibility of both parties. Failure by either party to fulfil its obligations may impact the other’s ability to meet its obligations on the Project. Multi IT & Telephony Solutions and the Client recognise they must both use all reasonable endeavours to meet agreed deadlines in order to fulfil the specified undertaking. Multi IT & Telephony Solutions may appoint sub-contractors to assist in meeting its obligations on projects, services and undertakings. Multi IT & Telephony Solutions will agree with the Client its needs for appropriate involvement of Client personnel, reasonable working accommodation, communications and access to equipment.

Confidentiality

During the Project the Client is likely to have access to confidential information of The Multi IT and Telephony Solutions, including (but not limited to) The Multi IT and Telephony Solutions past, present and future research, development, business activities, products, services and technical knowledge. Similarly, Multi IT and Telephony Solutions is likely to have access to confidential information of the Client.

Accordingly, each party (“the Recipient”) agrees and undertakes in favour of the other party (“the Protected Party”) that the confidential information of the Protected Party may be used by the recipient only in connection with the Project and will be kept in the strictest confidence and will not be disclosed to any third party except with the prior signed written approval of the Protected Party or pursuant to an order, directive or subpoena issued by any competent court or authority. The Client agrees that the Memorandum of Agreement (including its annexes) constitutes confidential information of Multi IT & Telephony Solutions as contemplated in this paragraph.

Intellectual property rights

Multi IT and Telephony Solutions will retain the intellectual property rights and copyright of any work performed by its personnel, save for all such work as is paid for wholly and exclusively by the Client, and may retain such copies of outputs and deliverables as are necessary for its reference purposes. Multi IT and Telephony Solutions may re-use concepts and other outputs of the Project provided confidential information of the Client is safeguarded.

Remedies and liabilities

Multi IT and Telephony Solutions objective is to work with the Client to achieve the business objectives of the Project, service offering or product. If, in doing so, the Client suffers damages resulting from an act or omission of a Multi IT and Telephony Solutions memeber or employee, Multi IT and Telephony Solutions would recognise this as its responsibility, up to but not exceeding the amount of fees received from the Client for that phase of work.

The Client agrees that Multi IT and Telephony Solutions shall be given a reasonable opportunity to remedy any failure or shortcoming in the delivery of the services / deliverables to the Client notified to Multi IT and Telephony Solutions within six months of delivery. Multi IT and Telephony Solutions undertakes, at its expense, to use all reasonable efforts to implement such remedy as soon as reasonably possible after any such failure is reported to Multi IT and Telephony Solutions. Subject to the financial limits set forth above, the Client agrees that this provision is the exclusive remedy available to the Client in the event of any failure or shortcoming in the project, service offering or product.

Multi IT and Telephony Solutions shall not be liable for any indirect or consequential loss or damage of any kind under any circumstances including negligence (whether arising under contract, common law or otherwise) including but not limited to loss of profits, loss or corruption of data, loss of operation time or loss of contracts, whether caused by its members, employees, agents or others for whom in law it may be liable.

Multi IT and Telephony Solutions liability under above paragraphs is in lieu of and to the exclusion of any warranty or term of any kind relating to the condition, performance, merchantability or fitness for purpose of the services or any deliverables.

Force majeure

Multi IT and Telephony Solutions will not be liable for any delay in performing or failure to perform its obligations if such failure or delay is as a result of causes outside its reasonable control.

Quality assurance

The Client agrees, if so requested by Multi IT and Telephony Solutions, to allow representatives of any organisation responsible for certifying standards of work access to the Client’s premises and to co-operate, so far as is reasonable, with such representatives.

Termination of agreement

The Client may terminate or restrict Multi IT and Telephony Solutions services with a written notice giving a calendar months notice, in which case the Client will be liable for all work done by Multi IT and Telephony Solutions standard billing rates which may be higher than proposed rates contracted for the Project or Service, since proposed rates will have included assumptions on the volume of work and levels of staffing at various stages. The Client will also be liable for any cancellation charges incurred by Multi IT and Telephony Solutions. Multi IT and Telephony Solutions may terminate its participation in the project if its fees remain unpaid for sixty (60) days or if the Client commits significant or repeated breach of agreement.

In the event that any proposed change of scope is as a result of circumstances beyond the Client’s control and the cost implication of the change of scope is, in the opinion of the Client, material, the Client may forthwith terminate or restrict Multi IT and Telephony Solutions services in which event the Client will be liable for all work done at the proposed rates contracted for the project or service.

Payment

The economics of Multi IT and Telephony Solutions proposal are based on timeous payment of invoices to balance expenditures on salaries and office costs. As a consequence, all invoices for fees and expenses will be payable monthly on presentation or as scheduled in the Memorandum of Agreement or Master Services Agreement. Any sum which remains outstanding beyond ten (10) days will bear interest from the date of presentation until paid in full. This interest will be at the then current Standard Bank Prime Rate compounded monthly.