1. DEFINITIONS AND INTERPRETATION

In these terms and conditions, unless the context otherwise indicates, the singular includes the plural and vice versa, and - “authorised institutional user” means a person who has been duly authorised by the primary institutional user to access the supplier information on the ECONOMIC INCLUSION INTEGRATOR; “authorised user” means a person who has been duly authorised by the primary user to access supplier information on the ECONOMIC INCLUSION INTEGRATOR; “automated verification” means electronic verification of the key information of the supplier through interfaces between the ECONOMIC INCLUSION INTEGRATOR system and the systems of interfacing institutions; “interfacing institution” means any institution that provides services or functionality to perform electronic verification of information; “key information” means, in relation to a supplier -

"ECONOMIC INCLUSION INTEGRATOR" means the database owned by Thekvest Group and  administered by Thekvest Group or its nominated affiliate, which provides supplier information to a procuring company.  The supplier database is accessible via the Thekvest Group web site or the procuring company's website;

“personal information” means personal information as defined in section 1 of the Protection of Personal Information Act, 2013 (Act No. 4 of 2013) as amended;
“primary institutional user” means a person who is duly authorised by the procuring company to act as representative of the procuring company on the ECONOMIC INCLUSION INTEGRATOR; “primary user” means a person who is duly authorised by the supplier to act as a representative of the supplier on the ECONOMIC INCLUSION INTEGRATOR;

“procuring company” means the host company which procures the use of the ECONOMIC INCLUSION INTEGRATOR for purposes of obtaining and processing supplier information;
“supplier” means a person who is registered as a prospective supplier of goods or services to he procuring company on the ECONOMIC INCLUSION INTEGRATOR;

“supplier information” means key information, personal information and any other information pertaining to the supplier which is necessary for procurement of goods or services by the procuring company;

“validity timeframe” means a twenty-four-hour period for which key information is deemed to be valid, calculated from the time of registration;
"these terms and conditions" means these terms and conditions for the ECONOMIC INCLUSION INTEGRATOR, as may be amended from time to time;
“Thekvest Group” means Thekvest Group (Pty) Limited, a company duly incorporated in terms of the company laws of South Africa;
“user” means -

2. CONDITIONS OF ACCESS TO AND USE OF THE ECONOMIC INCLUSION INTEGRATOR

2.1 User
2.1.1   A user must upon registration as a the ECONOMIC INCLUSION INTEGRATOR (herein called “the INTEGRATOR”) accept these terms and conditions as legally binding on and enforceable against the user.
2.1.2   Registration on the INTEGRATOR is open to only a current and prospective procuring company or supplier and its users.
2.1.3   The access and use of the INTEGRATOR by a user are determined by the category of the registration of the user and the functionality allocated by the INTEGRATOR to that category.
2.1.4   A person may not register on the INTEGRATOR through unauthorised use of the details of another person. The procuring company may take any steps it considers necessary against a person who registers or attempts to register on the INTEGRATOR through unauthorised use of the details of another person.

2.2 Primary user
2.2.1   A primary user who submits an application on the INTEGRATOR to register a supplier or to add an additional person as authorised user or to provide additional supplier information hereby declares that he or she is duly authorised by the supplier to register the supplier on the INTEGRATOR or to provide additional supplier information or add an additional person as authorised user.
2.2.2   A primary user may not register on the INTEGRATOR through unauthorised use of the details of another person. The procuring company and/or the Thekvest Group may take any steps it considers necessary against a person who registers or attempts to register on the INTEGRATOR through unauthorised use of the details of a supplier, including against a primary user who falsely represents himself or herself as duly authorised by the supplier to act as a primary user.
2.2.3   A primary user undertakes to provide the requisite supplier information and any information pertaining to the supplier that may be required by the procuring company. The primary user must ensure that all the requisite supplier information on the INTEGRATOR is complete, up-to-date and accurate.
2.2.4  The procuring company and/or the Thekvest Group shall not be liable for any loss or damage as a result of the provision of inaccurate supplier information on the INTEGRATOR by the primary user or a person purporting to be the primary user.

2.3 Authorised user
2.3.1   By accessing the INTEGRATOR an authorised user added by the primary user on the
INTEGRATOR declares that he or she is duly authorised by the primary user and/or the supplier to access the supplier information on the INTEGRATOR.
2.3.2   The procuring company and/or the Thekvest Group may take any steps it considers necessary against a person who accesses or attempts to access the INTEGRATOR through unauthorised use of the details of a supplier, including against a person who falsely represents himself or herself as duly authorised by the supplier to act as an authorised user.
2.3.3   An authorised user may edit or update the supplier information on the INTEGRATOR to ensure that it is complete, up-to-date and accurate.
2.3.4   If an authorised user has submitted supplier information which is false, misleading or inaccurate, the procuring company and/or the Thekvest Group may, after giving the authorised user an opportunity to be heard, deny the authorised user access to the INTEGRATOR. The procuring company and/or the Thekvest Group shall not be liable for any loss or damage as a result of the provision of inaccurate supplier information on the INTEGRATOR by an authorised user or a person purporting to be an authorised user.

2.4 Supplier
2.4.1   The supplier information on the INTEGRATOR may only be used to enable electronic verification and use of the key information of the supplier by the procuring company and/or the Thekvest Group through interfacing with the procuring company for procurement purposes.
2.4.2   A supplier who has submitted the requisite supplier information on the INTEGRATOR hereby authorises Thekvest Group to disseminate, on request by the procuring company, the key information and other information to the procuring company for procurement purposes.
2.4.3   A supplier hereby authorises the procuring company to use the key information and other relevant information of the supplier from the INTEGRATOR for procurement processes.
2.4.4   The registration of a supplier on the INTEGRATOR has the same effect as paper based registration processes which are carried out through manual submission of the supplier information to the procuring company. Registration as supplier on the INTEGRATOR does not prevent the supplier from registering by submitting the required information and documents to the procuring company manually or by any other manner accepted by the procuring company.
2.4.5   To facilitate the registration of a supplier on the INTEGRATOR other than through manual submission of the supplier information to the procuring company, the procuring company and/or the Thekvest Group may assist the supplier to register on the INTEGRATOR.
2.4.6   The registration of the supplier on the INTEGRATOR does not by any means constitute a guarantee or undertaking that any division of the procuring company will procure goods or services from that supplier. Procuring goods or services from a supplier on the INTEGRATOR is subject to the procurement requirements applicable to the relevant requirements of the procuring company.
2.4.7   If a supplier’s name appears on the Register for Tender Defaulters, established in terms of section 29 of the Prevention and Combating of Corrupt Practices Act, 2004 (Act No. 12 of 2004), the procuring company may, after giving the supplier an opportunity to be heard, suspend the supplier’s access to the INTEGRATOR.
2.4.8   Thekvest Group undertakes to obtain the supplier’s consent in the event of the intended use of the supplier information for purposes other than for dissemination to the procuring company for procurement purposes. 2.4.9 The procuring company and/or the Thekvest Group shall not be liable for any loss or damage as a result of the provision of inaccurate supplier information on the INTEGRATOR by the supplier and by accessing and making use of the INTEGRATOR, the supplier indemnifies the procuring company and the Thekvest Group from any such loss, including any direct or indirect damages.

2.5 Primary institutional user
2.5.1   A primary institutional user who accesses the INTEGRATOR on behalf of the procuring company hereby declares that he or she is duly authorised by the procuring company to act as a representative of the procuring company on the INTEGRATOR, and to add or remove an additional person as an authorised institutional user.
2.5.2   A person may not register on the INTEGRATOR through unauthorised use of the information of the procuring company on the INTEGRATOR.
2.5.3   Thekvest Group may take any steps it considers necessary against any person who accesses or attempts to access the INTEGRATOR, for whatever reason, through unauthorised use of the details of the procuring company, including against a person who falsely represents himself or herself as duly authorised by the procuring company to act as primary institutional user. 
2.5.4   Thekvest Group shall not be liable for any loss or damages as a result of any misuse of the INTEGRATOR by a person who is duly authorised by the procuring company to act as a representative of the procuring company on the INTEGRATOR or by a person who purports to be duly authorised and the procuring company hereby indemnifies the Thekvest Group from any such loss, including direct and indirect damages.

2.6 Authorised institutional user
2.6.1   By accessing the INTEGRATOR an authorised institutional user added by the primary institutional user on the INTEGRATOR declares that he or she is duly authorised by the primary institutional user to access the supplier information.
2.6.2   Thekvest Group may take any steps it considers necessary against an authorised institutional user who accesses or attempts to access the INTEGRATOR, for whatever reason, through unauthorised use of the details the procuring company, including against a person who falsely represents himself or herself as duly authorised by the procuring company to act as an authorised institutional user.
2.6.3   Thekvest Group shall not be liable for any loss or damages as a result of any misuse of the INTEGRATOR by a person who is duly authorised by the procuring company to act as a representative of the procuring company on the INTEGRATOR or by a person who purports to be duly authorised the procuring company hereby indemnifies the Thekvest Group from any such loss, including direct and indirect damages.

2.7 The procuring company
2.7.1   A primary institutional user or an authorised institutional user may not disclose the supplier information to any person unless as instructed by the procuring company and only to the extent permitted by law. 2.7.2   The procuring company must notify Thekvest Group immediately if a person who was previously authorised by the procuring company as a primary institutional user or an authorised institutional user is no longer acting as a representative of the procuring company on the INTEGRATOR.
2.7.3   Thekvest Group shall not be liable for any loss or damage as result of unauthorised disclosure of the supplier information by a primary institutional user or authorised institutional user or by a person purporting to be a primary institutional user or authorised institutional user.
2.7.4   The procuring company undertakes that the information obtained from the INTEGRATOR shall be collected, processed and stored in a manner as required by South African law. The procuring company will take all reasonable steps to protect the information submitted by a supplier on the INTEGRATOR, and will not disclose the information to any person, save for procurement purposes, and also only to the extent permitted or required by law.
2.7.5   The procuring company undertakes to obtain supplier information from the INTEGRATOR and ensure to keep the information up to date within the validity timeframe.

2.8 Username and password
2.8.1   Access to the INTEGRATOR shall be through the use of a username and a password which is unique to each user or supplier.
2.8.2   A user may be periodically requested to change the username and password.
2.8.3   The unique username and password will be designated as the signature of a specific user for identification purposes and for monitoring the information submitted on behalf of the supplier or the procuring company on the INTEGRATOR.
2.8.4   The user must safeguard and keep confidential his or her INTEGRATOR username and password.
2.8.5   Thekvest Group shall not be liable to a supplier or the procuring company for any loss or damage as a result of unauthorised access to supplier information or the information of the procuring company on the INTEGRATOR.
2.8.6   Thekvest Group shall not be liable for any loss or damage as a result of any misuse of supplier information on the INTEGRATOR by any person.

2.9 General terms of use and access
2.9.1 The procuring party, the supplier and the users shall:
    2.9.1.1 Only use the INTEGRATOR for lawful purposes and shall not use the INTEGRATOR in a manner which causes property damage to Thekvest Group or a third party.
    2.9.1.2 Cooperate with any reasonable and lawful request from Thekvest Group.
    2.9.1.3 Advise Thekvest Group immediately of an infringement to any of Thekvest Group's Intellectual Property Rights.
    2.9.1.4 Inform Thekvest Group in writing of any alleged defect to the functionality of the INTEGRATOR immediately after becoming aware of it.
    2.9.1.5 Agree to operate the INTEGRATOR in a proper and professional manner in accordance with these terms and conditions.
2.9.2 By accessing and using the INTEGRATOR, the procuring party, the supplier and the users represent and warrant that:
    2.9.2.1 The information provided on the INTEGRATOR, including personal information, is true and accurate. Should the personal information change for any reason, the procuring party, the supplier and the user undertake to amend such information submitted as soon as possible to reflect the most updated information and personal information.
2.9.3 The procuring company and supplier represent and warrant in favour of the Thekvest Group that:
    2.9.3.1 . The users are duly authorised to access and use the platform on behalf of the procuring company and/or the supplier;
    2.9.3.2 It has conducted all internal requirements to ensure it is authorised to access and use the INTEGRATOR; and
    2.9.3.3 It is not violating any applicable law when providing any information on the INTEGRATOR.

3. CONFIDENTIALITY AND PRIVACY

3.1       A user agrees to access and use the INTEGRATOR in accordance with these terms and conditions.
3.2       A user acknowledges and agrees that the information on the INTEGRATOR will be used solely to facilitate dissemination of supplier information and any information pertaining to the supplier to the procuring company for the purpose of conducting procurement processes.
3.3       Thekvest Group undertakes that the information submitted on the INTEGRATOR shall be collected, processed and stored in a manner as required by South African law. Thekvest Group will take all reasonable steps to protect the information submitted by the procuring company or supplier on the INTEGRATOR, and will not disclose the information to any person, save for the purpose of dissemination to the procuring company for procurement purposes, and also only to the extent permitted or required by law.
3.4       Employees and contractors of Thekvest Group who have access to the INTEGRATOR must keep all the information on the INTEGRATOR confidential and may not disclose the information to any person except as provided in these terms and conditions or as authorised by Thekvest Group.

4. DISCLAIMER

4.1     Use of information on the INTEGRATOR
4.1.1 Thekvest Group shall not be liable for any damage or loss as a result of the dissemination by Thekvest Group, through interface with interfacing institutions, of the key information of the supplier to the procuring company or any other information pertaining to the supplier for procurement purposes.
4.1.2 Thekvest Group does not warrant that it will review any information, including personal information, provided on the INTEGRATOR, for purposes of establishing the accuracy of such information.

4.2 Security
  4.2.1   No express or implied warranty is given by Thekvest Group that any files, downloads or applications available via the INTEGRATOR are free from defect, or any viruses, or other data or code which may corrupt or affect the use, operation or access to the computer or computer network or system of a user, supplier or the procuring company.
  4.2.2    Thekvest Group shall not be liable for any loss or damage as a result of any technical error on the INTEGRATOR which negatively affects the computer or computer network or system of a user, supplier or the procuring company.
  4.2.3 The procuring company, the supplier and the users acknowledge and agree that the INTEGRATOR is provided "as is". Thekvest Group makes no other expressed warranties, express or implied, of whatsoever nature, including but not limited to warranties of title, fitness for a particular purpose or merchantability.

4.3 Accessibility of the INTEGRATOR
4.3.1  Thekvest Group makes no express or implied representation or gives no express or implied warranty or guarantee that the INTEGRATOR is accessible at all times.  A user, supplier or the procuring company acknowledges that the INTEGRATOR may not be accessible due to maintenance activities or due to circumstances beyond the reasonable control of Thekvest Group, including at least virus infection, unauthorised access or hacking, power failure or a fault with a telecommunications network, a problem with third party computer network or any other instance of force majeure beyond Thekvest Group’s reasonable control.
4.3.2   A supplier acknowledges and undertakes that when the SAT is not accessible, the supplier will, if he or she wishes to participate in any procurement process of the procuring company, submit all the required information and documents to the procuring company manually or any other manner accepted by Company Name.
4.3.3   the procuring company acknowledges and accepts that if the INTEGRATOR is not accessible, the procuring company must verify manually with interfacing institutions the key information of the supplier for procurement purposes.

4.4 Termination
4.4.1   Thekvest Group may, after giving the user, supplier or the procuring company an opportunity to be heard, deny, suspend or terminate the access of a user, supplier or the procuring company to INTEGRATOR that is in breach of these terms and conditions.
4.4.2   In the event of denial, suspension and termination of the access of a user, supplier or the procuring company to the INTEGRATOR in terms of paragraph 4.4.1, the submission and verification of key information as envisaged in paragraphs 4.3.3 apply.

4.5 Indemnity and Limitation of Liability
4.5.1 The procuring company, supplier and users hereby indemnify the Thekvest Group and keep it indemnified from and loss, claim, action, damage, and expense (including attorneys fees on a client and attorney basis), whether direct or indict, arising from or in connection with a breach by the procuring company, supplier and/or user of these terms and conditions.
4.5.2 Notwithstanding anything to the contrary in these terms and conditions, the Thekvest Group shall not be held liable for any indirect, special or consequential damage arising from any act or omission arising from these terms and conditions.
4.5.3 Notwithstanding anything to the contrary in these terms and conditions, any claim against the Thekvest Group must be instated within 6 months of the cause of action arising from such claim, failing which such claim against the Thekvest Group shall by agreement between the parties prescribe.

5. INTELLECTUAL PROPERTY RIGHTS

5.1      All intellectual property rights in all materials and content made available through the INTEGRATOR vest solely in and to Thekvest Group and are protected by law. No modification to or development of the INTEGRATOR made as a result of any input provided by the procuring company, the supplier or a user shall provide such party with any rights of whatsoever nature to and in the INTEGRATOR. For avoidance of doubt, any modification and/or development as a result thereof shall vest solely in the Thekvest Group.
5.2      A user, supplier or the procuring company undertakes not to do anything that may infringe intellectual property rights, referred to in paragraph 5.1, including at least unauthorised copying, reproduction, modification, retransmission, distribution, dissemination, sale, publication or other circulation or exploitation of such material, and undertakes to comply with all laws applicable to any intellectual property rights.
5.3      A user, supplier or the procuring company undertakes not to use the INTEGRATOR in any manner that will infringe the intellectual property rights of Thekvest Group.

6.  THE INTEGRATOR’S INTERFACE WITH WEB SITES OF KEY INSTITUTIONS

The INTEGRATOR interfaces with websites of interfacing institutions to enable the procuring company to conduct electronic verification of the key information of a supplier. Usage by the procuring company of key information of the supplier which is obtained through interface with the website of an interfacing institution is at the sole discretion of the procuring company.
Thekvest Group makes no representation and gives no warranty or guarantee as to accuracy, appropriateness of, or any other aspects relating to, the website of an interfacing institution. Thekvest Group does not control the website of an interfacing institution and shall not be liable for any loss or damage as a result of the use by the procuring company of the information obtained from that website.

7. SECURITY

7.1       Thekvest Group shall take all reasonable steps to secure the content of the INTEGRATOR and the information provided by or collected from a user, supplier or the procuring company from unauthorised access and disclosure.
7.2       A user, supplier or the procuring company undertakes not to deliver or attempt to deliver, whether intentionally or negligently, any damaging code, including at least computer viruses, to the INTEGRATOR or the server or computer network that supports the INTEGRATOR.
7.3       A user, supplier or the procuring company may not develop, distribute, or use any device to breach or overcome the security system of the INTEGRATOR, or interfere with data or services of the INTEGRATOR in a manner which causes the data or services to be modified, destroyed or otherwise ineffective.
7.4       Thekvest Group may take any steps it considers necessary, in addition to any remedy available elsewhere in these terms and conditions, to preserve the security of the INTEGRATOR, its server and computer network, including at least instituting criminal or civil proceedings against the responsible person.

8.UPDATING OF THE TERMS AND CONDITIONS

8.1       Thekvest Group may from time to time change, modify, add to or remove any or all of these terms and conditions. Changes to these terms and conditions will take effect when published on the INTEGRATOR or such other date indicated on the website. A user, supplier, the procuring company must periodically check these terms and conditions for any changes or updates.
8.2       A new version of the terms and conditions will be displayed on the INTEGRATOR together with the effective date of the new version. A user, supplier, the procuring company must each time it
accesses the INTEGRATOR determine whether any amendments have been made to these terms and conditions. By accessing the INTEGRATOR, the user, supplier and the procuring company is bound by the latest version of these terms and conditions.

9. SEVERABILITY

If any provision of these terms and conditions is held by a court to be invalid, unlawful or unenforceable, that provision will be severable from the remaining provisions of these terms and conditions which will continue to apply and be enforced. If any provision so held to be invalid, unlawful, or unenforceable, is capable of amendment to render it valid, lawful or enforceable, Thekvest Group may amend it to rectify the defect.

10. BREACH

If a user, supplier or the procuring company does not comply with any of these terms and conditions, Thekvest Group must, in addition to any other remedy under these terms and conditions, take any steps it considers necessary to protect its proprietary and other interests in the content on the INTEGRATOR, including at least-
  (i)     claiming specific performance under these terms and conditions;
  (ii)    directing or causing to be done whatever may be necessary to remedy the breach;
  (iii)  after giving the user, supplier and the procuring company an opportunity to be heard, suspend, or terminate access to and use of the INTEGRATOR; and/or
  (iv) claiming damages.

11.APPLICABLE LAW

These terms and conditions including all matters arising from or in connection therewith are governed by, and are to be interpreted and enforced in, accordance with South African law.

12. INFORMATION ABOUT THE INTEGRATOR

12.1    The INTEGRATOR website address where the INTEGRATOR resides is: http://www.ei-integrator.co.za. If you require any information from Thekvest Group regarding the use and the content of the INTEGRATOR, please direct such a request on the Contact Us link. 12.2    Contact details of INTEGRATOR web application owner:
Email address: admin@thekvestgroup.co.za
Published date 2023/01/25