Updated 15 September 2023
Introduction and Legal Terms
At Contract Communicator Systems SA (Pty) Ltd (“Contract Communicator”) we offer contract and project management software for the construction industry (the “Services”). By accessing or using our application, C-COM or our platform, https://app.ccom.cloud or any related software (collectively, “the Platform”) you agree that you have read, understood, and agree to be bound to the terms and conditions contained herein (“Terms”). All rights in and to the content of the Platform always remain expressly reserved by Contract Communicator.
These Terms explain the conditions applicable to how you will use the Platform. Please read these Terms carefully before using the Platform or our Services. We will assume you have read and understood these Terms if you continue to access or make use of our Platform.
Please pay specific attention to the BOLD paragraphs of these Terms. These paragraphs limit the risk or liability of Contract Communicator, constitute an assumption of risk or liability by you, impose an obligation on you to indemnify Contract Communicator or is an acknowledgement of any fact by you.
The terms "user", “you" and “your” are used interchangeably in these Terms and accordingly refer to all clients accessing the Platform for any reason whatsoever. Accordingly, the terms “us”, “our” or “we” refers to Contract Communicator or its possession.
Our Platform offers you the ability to manage all your ongoing projects in one convenient place and utilize our various products.
Our core product offering includes the following products:
Risks - Provides a basis for risk identification, management, and reporting.
Events - Allows reporting of adverse or unplanned events likely to incur delay or cost.
Early Warnings - Facilitates raising of Early Warnings.
Instructions - Enables the project manager to issue instructions to the contractor and track consequential cost and time impact.
Compensation Events – Facilitates administration of compensation events in compliance with the NEC conditions of contract.
Daily Diary – Facilitates compilation, sending and review of daily diaries.
Additional Add-On Services:
Additional Seat - For project plans with limited seats you pay a monthly fee per additional seat for the project.
Additional Contract - For project plans with limited contracts you pay a monthly fee per additional active contract exceeding your project plan’s limit.
Bespoke contracts facility - Turn on bespoke contracts facility to enable support for bespoke conditions of contract for the project. Any number of bespoke contracts can be added to the project once the bespoke contracts facility is enabled (plan’s maximum number of contracts allowance applies).
Authorisation workflows facility - Turn on authorization workflows facility to enforce your corporate policy and/or delegations of authority for contractual acceptances of cost or time changes. Project managers or delegates initiate acceptances, but these acceptances are only executed if authorization is obtained from relevant persons.
Custom schemas facility - Pay a monthly fee to utilize custom schemas on your project.
Support - In addition to the self-help documentation and videos, we offer live chat and email assistance for active users on C-COM.
Training – Virtual group training session with a Contract Communicator product specialist to onboard new users.
Contract setup - We can setup contracts for your project on your behalf instead of you doing it yourself using the self-admin facilities. Our helpdesk will send you a list of required information and complete the setup of a contract for you.
Recording offline items - We record contractual correspondence exchanged prior to C-COM’s implementation.
Custom schemas: We setup a custom schema for you with additional, removed or renamed fields for describing items like Risks, Early Warnings or Instructions. Once we’ve built a custom schema you can use it on any projects with custom schemas facility enabled.
Bespoke contracts: If you need to manage a contract based on bespoke conditions, we can develop support. Once we’ve built support for your bespoke conditions you can setup contracts based on these conditions on any projects with bespoke contracts facility enabled.
Advisory - We consult with you to design and execute a digital contract management strategy.
Any and all Services and the associated payment terms are at all times subject to the Master Service Agreement (“MSA”) entered between a client and Contract Communicator. In any circumstance where there may be a conflict between these Terms and the MSA, the provisions of the MSA will prevail.
Payment for Services
C-COM is licensed per project. We offer three packages: Basic; Standard and Enterprise.
General Payment Terms
On the 25thday of each calendar month during the subscription period and in advance, we will provide you with an invoice for:
the subscription fee and/or add-ons selected for each project on C-COM, which fees shall be charged in advance; and
the supporting service fee and/or any other applicable costs which will be charged in arrears if you have requested any supporting services or incurred other applicable costs during the month immediately preceding the date of the Invoice.
All invoices are payable within a period of 30 (thirty) days after presentation. Invoices must be paid via electronic funds transfer (EFT) into a bank account nominated by Contract Communicator for that purpose in the relevant invoice.
VAT and any other applicable taxes shall be added to the invoice if such VAT and/or taxes apply.
You understand and agree that Contract Communicator shall be entitled, in our sole discretion, to escalate our fees by a maximum of 5% (five percent) on 1 March of every year during any subscription period.
Refunds And Returns
Unless otherwise required by applicable laws, Contract Communicator does not refund any fee which has been paid for any package. This also means that we will not return any fee already paid where you terminate your use of the Platform before the paid subscription period has lapsed entirely or where your account has been terminated for violating these Terms.
Responsibilities and Warranties
By using the Platform and/or the Services, you warrant that:
you have read and agreed to these Terms and will use the Platform and Services in accordance with them;
you have not made any misrepresentations and the information provided in the registration process about you, your company and/or your status is true, accurate and complete in every aspect;
you are above the age of 18 (eighteen) years old and have the legal capacity to understand, agree with and be bound with these Terms;
you lawfully possess and submit all information to Contract Communicator for the use of the Platform or the Services and warrant that you have the consent of any third party to any contract or project to share such information with Contract Communicator and indemnify Contract Communicator against any third party claims that may arise in this regard;
you will not post, upload, replicate or transmit any abusive content on the Platform that is or could reasonably be considered to be obscene, pornographic, threatening, harassing, defamatory, abusive, racist, sexist,discriminatory, in breach of confidence, or in breach of privacy;
you will not send any unsolicited electronic messages or use any software, routine or device to interfere or attempt to interfere electronically or manually with the operation or functionality of the Platform or the Services including but not limited to uploading or making available files containing corrupt data or viruses via whatever means or deface, alter or interfere with the front end ‘look and feel’ of the Platform or the underlying software code;
you will not infringe the intellectual property or other rights of any third party or the Platform or transmit content that you do not own or do not have the right to publish or distribute;
you will not use the Platform/Services for any commercial purpose otherthan as expressly provided for by Contract Communicator herein;
you will not use the Platform to breach any applicable law or regulation or perform or encourage any illegal activity including (without limitation) promoting or facilitating money laundering or financial crimes; and/or
you will not facilitate or assist any third party to do any of the above.
Failure to comply with clause 4.1 will automatically and immediately be deemed to be a material breach of these Terms, allowing us to manifest our rights in the case of breach, including but not limited to denying you access to the Platform/Services, reporting your actions to an applicable authority, demanding specific performance and/or suing you for damages.
The Platform is only available on compatible devices connected to the internet. It is your responsibility to obtain these devices and any connectivity necessary to usethe Platform.
Without prejudice to any of our other rights (whether at law or otherwise), we reserve the right to deny you access to the Platform/Services where we believe (in our reasonable discretion) that you are in breach of any of these Terms.
We do not guarantee that the Platform/Services, or any portion thereof, will function on any particular hardware or device.
Messages and Advertising
Data Messages between You and Contract Communicator
Data messages, including email messages, you send to us will be considered as received only when we acknowledge or responded to these messages.
Data messages we send to you will be regarded as received when the data message enters your email sever inbox and is capable of being retrieved and processed by you.
We reserve the right not to respond to any email or other data message that contains obscene, threatening, defamatory or otherwise illegal, unlawful, or inappropriate content, and to take appropriate action against the sender of such email or data message if necessary.
Messages sent over the internet cannot be guaranteed to be completely secure as they can be intercepted, lost, or corrupted. We are therefore not responsible for the accuracy or safety of any message sent by email or over the internet.
Hyperlinks, Deep Links, Framing
The Platform may include links to other websites ("other sites"). Contract Communicator does not own or endorse these other sites and is not responsible for the information, material, products, or services contained on or accessible through these other sites. Any hyperlinks do not imply any endorsement, agreement on or support of the content or products of these other sites.
We do not own the content on any other site which may be shown on the Platform. Should the owner of any content showcased on the Platform want the content to be removed, please contact us to request the removal of such content.
Your access and use of the other sites remain solely at your own risk and on the terms set by the operator of any other site.
Intellectual Property and Confidentiality
All website layout, website content, material, information, data, software, icons, text, graphics,layouts, images, sound clips, advertisements, video clips, user interface design and layout, trade names, logos, trademarks, designs, copyright and/or service marks, together with the underlying software code, (“the intellectual property”) are owned (or co-owned or licenced, as the case may be) by Contract Communicator, itsshareholders, associates and/or partners, whether directly or indirectly, andas such, are protected from infringement by domestic and internationallegislation and treaties.
All rights to any intellectual property provided by you to the Platform will remain with you, but for which you have provided us with a non-exclusive, non-transferable licenceto use such intellectual property to provide you with our Services.
Subject to the rights afforded to you in these Terms, all other rights to all intellectual propertyon the Platform and contained within the Services are expressly reserved. You may not copy, download, print, modify, alter, publish, broadcast, distribute, sell, or transfer any intellectual property, editorial content, graphics or other material or the underlying software code whether in whole or in part, without the written consent of Contract Communicator first being granted, which consent may be refused at the discretion of Contract Communicator. No modification of any intellectual property or graphics is permitted. Should you breach these provisions, Contract Communicator and/or the rightful intellectual property rights owner may launch legal proceedings against you for a breach of contract, resulting in a claim of damages against you.
We reserve the right to make improvements or changes to the intellectual property, information, videos, graphics, and other materials on the Platform/Services, or to suspend or terminate the Platform, at any time without notice; provided that any transactions or functions already concluded, will not be affected by such suspension or termination (as the case may be).
Where any intellectual property has been licensed to us or belongs to any third party all rights of use will also be subject to any terms and conditions which that licensor or third party imposes from time to time, and you agree to comply with such third-party terms and conditions.
Subject to adherence to the Terms, we grant to you a personal, non-exclusive, non-assignable and non-transferable license to use and display all content and information on any machine of which you are the primary user. However, nothing contained on the Platform or in these Terms should be construed as granting any licence or right to use any intellectual property without the prior written permission of Contract Communicator first being granted.
All information made available by you to us when using the Platform will be held in strictest confidence and shall never be disclosed, used, or exploited by us unless such information is already made public, or we are required to disclose same by law or court order. Confidentiality under these Terms such survive the termination of our agreement for any reason.
Indemnities, Disclaimers, and Warranties
The Platform and Services, including intellectual property appearing therein, are provided "as is" and "as available". We make no representations or warranties, express or implied, including but not limited to warranties as to the accuracy, correctness, or suitability of either the Platform or the Services.
Contract Communicator, its shareholders, directors, employees, and partners, accept no liability whatsoever for any loss, whether direct or indirect, consequential,or arising from information made available on (or by means of) the Platform or from the Services offered.
Contract Communicator, its shareholders, directors, employees, partners, and affiliates, accept no liability whatsoever for any costs, expenses, fines, or damages, including but not limited to direct or indirect loss or damages, including any economic loss, consequential loss, loss of profits or any form of punitive damages, resulting from the facilitation and offering of the Services, and access to, or use of, the Platform in any manner.
We take reasonable security measures to ensure the safety and integrity of the Platform and to exclude viruses, unlawful monitoring and/or access from the Platform offline. However, we do not warrant or represent that your access to the Platform will be uninterrupted or error-free or that any information, data, content, software,or other material accessible through the Platform will be free of bugs, viruses, worms, trojan horses or other harmful components. Your access to and use of the Platform remains solely at your own risk, and you should take your own precautions accordingly.
You indemnify and hold harmless Contract Communicator, its shareholders, employees, and partners from any demand, action or application or other proceedings, including for attorneys’ fees and related costs such as tracing fees, made by any third party, and arising out of or in connection with your use of the Platform and/or Services offered or concluded through the Platform in any way.
You agree to indemnify, defend, and hold Contract Communicator harmless from any direct or indirect liability, loss, claim and expense (including reasonable legal fees) related to your breach of these Terms.
Negotiation - Should any dispute, disagreement or claim arise between you and Contract Communicator concerning the use of the Platform or the Services, the parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.
Mediation - Should these parties fail to resolve such dispute in the aforesaid manner or within such further period as the parties may agree to in their negotiation, the parties will approach an independent industry expert who shall mediate the discussions between them to find a mutually beneficial solution.
Arbitration - If the dispute is still not resolved after such mediation, the parties will commence and be party to binding and confidential arbitration in terms of the expedited rules of the Arbitration Foundation of Southern Africa (“AFSA”), with an arbitrator selected by Contract Communicator.
Jurisdiction - Notwithstanding the above, both parties' consent to the jurisdiction of an appropriate South African court. Either party may also always use the dispute resolution services of any applicable legislative tribunal or ombud, as provided for in applicable legislation.
No publication - The parties both agree that in no circumstance will either party publicise the dispute on any social media or other public Platforms. The parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim against the infringing party.
Termination of Use
IN ADDITION TO OUR OTHER RIGHTS HEREIN, WE RESERVE THE RIGHT TO RESTRICT AND/OR TERMINATE YOUR USE OF THE PLATFORM IF YOU BREACH ANY OF THESE TERMS, OR FOR ANY OTHER REASON IN OUR SOLE DISCRETION PROVIDED THAT WE GIVE REASONABLE NOTICE TO YOU.
If you wish to terminate your agreement with us and these Terms, you may do so by providing us with a calendar month’s notice of your intention to terminate. Such termination will however not have any effect on the continued and comprehensive functioning or legitimacy of any lawful rights which we may have at the time of said termination.
Notices and Service Address
Each of the parties chooses their service address for the purposes of the giving of any notice, the serving of any process and for any other purposes arising from these Terms as being:
in the case of Contract Communicator, at email@example.com; or
in the case of the Client, at the e-mail, cellphone number, and addresses provided to us.
Each of the parties will be entitled from time to time, by written notice to the other to vary its service address to any other address which is not a post office box or poste restante, provided that the change will become effective only 14 (fourteen) days after service of the notice in question.
Notwithstanding the above, any notice given in writing in English, and actually received by the party to whom the notice is addressed, will be deemed to have been properly given and received, notwithstanding that such notice has not been given in accordance with this clause.
Site owner: ContractCommunicator Systems SA (Pty) Ltd
Legal status: Private Company
Registration number: 2010/011756/07
Description of business: Software Company
Telephone number: +27 11 519 8960
Email address: firstname.lastname@example.org
Platform address: https://app.ccom.cloud
Physical address: 24 Cradock Avenue,Rosebank, Johannesburg, South Africa, 2196
Postal address: Suit 695, Private Bag X29, Gallo Manor, 2052
Relationship Between the Parties - The relationship of the parties, inter se, shall be governed by these Terms and nothing contained herein shall be deemed to constitute a partnership, joint venture, employer/employee agreement, agency agreement, or the like between them. No party shall by the reasons of the actions of the other party incur any personal liability as co-partner to any third party.
Force Majeure - If either party is prevented, whether in whole or in part, or delayed from performing any of its duties, functions or obligations under these Terms,whether timeously or at all, due to an event out of their control (which for the purposes hereof shall mean war, political riots, civil commotions, electrical load-shedding or surges, legal prohibitions or restrictions, epidemics, pandemics, governmental lockdowns, fire, floods or other similar natural disasters), then such failure shall not constitute a breach under these Terms, and the obligation to perform shall be suspended to the extent and during the continuance of such prevention provided that the parties shall use their reasonable commercial endeavours to minimise any delay occasioned
Change Without Notice - The Platform and these Terms are subject to change without notice. These Terms are updated or amended from time to time and will be effective once we upload the amended Terms to the Platform. Your continued access or use of the Platform constitutes your acceptance to be boundby these Terms, as amended. It is your responsibility to read these Terms periodically to ensure you are aware of any changes.
Entire Agreement - This document contains the entire agreement between the parties in relation to the subject matter hereof, unless the parties have entered into the MSA, in which regard the provisions of the MSA will prevail over these Terms. Save as contemplated in clause 12.3, no alteration, cancellation, variation of, or addition hereto will be of any force or effect unless reduced to writing and signed by all the parties to these Terms or their duly authorised representatives.
No Indulgence - No indulgence, leniency or extension of time granted by Contract Communicator shall constitute a waiver of any of Contract Communicator’s rights under these Terms and, accordingly, Contract Communicator shall not be precluded as a consequence of having granted such indulgence, from exercising any rights against the client which may have arisen in the past or which might arise in the future.
Importation of Words - Words importing the singular will include the plural and vice versa. Words importing one gender will include the other genders, and words importing persons will include partnerships, trusts, and bodies corporate, and vice versa.
Headings as Reference - The headings tothe paragraphs in these Terms are inserted for reference purposes only and willnot affect the interpretation of any of the provisions to which they relate.
Governing Law - Your access and/or use of the Platform and/or the Services, any downloaded material from it and the operation of these Terms (including any transaction concluded pursuant thereto) shall be governed by and construed in accordance with the laws of the Republic of South Africa.
Failure to Pay - In the event of a client failing to pay any amount timeously or breaching these Terms, the client shall be liable for all legal costs (on the scale as between attorney and client) (including collection commission) which may be incurred by Contract Communicator in relation to the payment failure or breach.
Severability - Each sentence, paragraph, term, clause and provision of these Terms and any portion thereof shall be considered severable and if for any reason, any such sentence, paragraph, term, clause or provision is held to be invalid, contrary to, or in conflict with any applicable present or future law or regulation or in terms of a final, binding judgment issued by any court, it shall to that extent be deemed not to form part hereof and shall not impair the operation of, or have any effect upon such other sentence, paragraph, term, clause or provision hereof as may otherwise remain valid or intelligible, which shall continue to be given full force and effect and bind the parties hereto.
Prohibited Provision - No term or condition of these Terms is intended to breach any peremptory provisions of any consumer protection legislation and any regulations thereto ("Prohibited Provision"). Any breach of any such Prohibited Provision shall be governed by the provisions of clause 12.10.