STANDARD TERMS AND CONDITIONS FOR CONNECTIVITY

INTRODUCTION

1.

This agreement is comprised of these terms and the subscription order form to which these terms are attached, whether physically or by electronic means ("the order form").

2.

Trusc Technologies (Pty) Ltd ("also referred to as TRUSC") shall use its reasonable endeavours to provide the subscriber whose details are set out in the order form ("the subscriber") with access to the Internet by means of the computer infrastructure which is owned and/or controlled by TRUSC ("the TRUSC network") which, when the subscriber's personal computer is connected thereto, will give the subscriber access to the Internet by means of the technology selected in the order form and nay other extra service selected in the order form (collectively "the service"), on these terms.

CONCLUSION OF THIS AGREEMENT

3.

This agreement will come into force between TRUSC and the subscriber on the first day that the following have been fulfilled ("the commencement date"):

3.1

the subscriber has furnished TRUSC with this agreement duly signed by the subscriber (either by hand or by electronic signature) or, where this agreement is being entered into by means of the electronic order form displayed on the TRUSC website indicating his or her acceptance to these terms, and

3.2

TRUSC has provided the subscriber or the subscriber's nominated dealer with a word, device, sign or combination of words, devices or signs ("log-in ID") which, when keyed in by the subscriber or the subscriber's nominated dealer, will entitle the subscriber to gain access to the TRUSC network, and

3.3

TRUSC has advised the subscriber that this agreement has been accepted by TRUSC.

PROVISION OF SERVICE

4.

TRUSC shall use its reasonable endeavours to provide the service to the subscriber on a continuous, uninterrupted, and error free basis, subject to the terms and conditions set out herein.

5.

The subscriber shall be solely responsible for provisioning, configuring and maintaining all equipment which may be required in order for the subscriber to receive the service, as may be specified by TRUSC from time to time in its sole discretion, including, without limitation, all computer hardware equipment, telecommunication equipment and modems. The subscriber shall further be liable for all telecommunications costs and other costs which TRUSC may incur in connecting the subscriber to a point of presence on the TRUSC network, and in maintaining or operating such connection.

6.

Notwithstanding any provision of this agreement, the subscriber acknowledges that it is aware of the limitations of the service and that service quality and coverage is dependant on a number of factors, including but not limited to the Internet, the TRUSC network and the networks of its service providers, including Telkom, and that the service may from time to time be adversely affected by a number of different causes. Accordingly, TRUSC does not provide any warranties or accept any liability in respect of the functionality or continuous operation or provision of the TRUSC network or the service, and TRUSC shall not be liable for any damages of any kind in respect of any interruption in the provision of the service.

7.

TRUSC shall be entitled to alter the subscriber's login ID ("user name") from time to time, and the subscriber hereby indemnifies TRUSC against any loss or liability, which may arise from such alterations.

8.

TRUSC may from time to time suspend the service in the event of a technical failure, modification, maintenance, upgrade or improvement of either the service or the equipment by means of which the service is provided and shall provide prior notice thereof to the subscriber where it is reasonably practicable in the circumstances. TRUSC shall use its reasonable endeavours to restore the operation of the TRUSC network as the case may be, as soon as is reasonably possible.

9.

TRUSC may also from time to time suspend the service without notice to the subscriber if the subscriber fails to comply with any term of this agreement.

10.

Notwithstanding any suspension of the service, the subscriber shall remain liable for all charges due hereunder throughout the period of the suspension.

FREE DIAL UP TRIAL PERIOD

11.

Where a subscriber has selected in the order form to receive the service by means of a unlimited single user monthly dial-up account, TRUSC shall grant such subscriber a single 30 (thirty) day trial period to utilise the service on these terms. Accordingly, the subscriber may on notice to TRUSC by the 20th day of the month of the free trial period, terminate this agreement. The trial period and right of termination referred to in this clause may only be exercised by a subscriber who has never before, in terms of this or any other agreement with TRUSC, exercised a right of termination pursuant to a trial period.

SUPPORT SERVICE

12.

In the event that the subscriber encounters a problem in the provision of the service, TRUSC shall use its reasonable endeavours to ensure that the subscriber or the subscriber's nominated dealer may contact TRUSC at support@trusc.co.za or by telephone, where suitably qualified TRUSC personnel shall use reasonable endeavours to render such online or telephonic support service to the subscriber or the subscriber's nominated dealer pertaining to the identification and, if possible, solution of problems encountered by the subscriber in the provision of the service. In the event that the subscriber requires further support services, which TRUSC agrees to provide, the subscriber shall pay TRUSC for such additional services at TRUSC's hourly rate, together with all other amount, which may be charged by TRUSC, in respect of such services, and shall comply with such terms as TRUSC may specify from time to time. TRUSC however does not give any warranty, guarantee or any other similar undertaking that it will be able to solve or rectify all or any such problems.

PAYMENT

13.

The subscriber shall pay to TRUSC the monthly subscription charges specified in the order form ("subscription charges") and all other charges which may be due to TRUSC in terms of this agreement, plus value added tax thereon, as follows:

13.1

where the subscriber has selected in the order form to receive the service by means of unlimited single user dial-up access or LAN / business dial on demand access, the subscriber shall pay the subscription charge monthly in advance (on or before the first day of each month), provided that where the subscriber has selected unlimited single user 6 (six) month access, or unlimited single user 1 (one) year access, the subscriber shall pay the specified subscription charge on or before the commencement date;

13.2

where the subscriber has selected in the order form to receive the service by means of limited single user dial-up access, the subscriber shall pay:

13.2.1

the monthly subscription charge or charges monthly in advance (on or before the first day of each month); and

13.2.2

monthly in arrears (on or before the last day of each month) the per hour charge specified in the order form in respect of the subscriber's utilisation of the service, which per hour usage charge shall be based on the number of hours, or part thereof, spent by the subscriber in receiving the service in that month;

13.3

where the subscriber has selected in the order form to receive the service by means of any technology other than dial-up technology, whether leased line or otherwise, the subscriber shall pay:

13.3.1

the initial port fee specified in the order form on or before the commencement date;

13.3.2

monthly in arrears (on or before the last day of each month), the monthly subscription charge which relates to the amount of bandwidth (per megabyte or part thereof) utilised by the subscriber in receiving the service in any month. For the sake of clarity, should the subscriber in any month utilise a total amount of bandwidth which is:

13.3.2.1

less than or equal to the upper MB limit for low use as specified in the order form, the subscriber shall in respect of that month pay the monthly subscription charge specified in the order form in respect of low use;

13.3.2.2

in excess of the lower MB limit specified in the order form for medium use, but less than or equal to the upper MB limited specified in the order form for medium use, the subscriber shall in respect of that month pay the monthly subscription charge specified in the order form in respect of medium use;

13.3.2.3

in excess of the upper MB limit specified in the order form in respect of medium use, the subscriber shall in respect of that month pay the monthly subscription charge specified in the order form in respect of unlimited use;

13.4

where the subscriber has selected in the order form to receive any extra services, the subscriber shall pay the subscription charges set out in the order form in respect of such extra services monthly in advance (on or before the first day of each month).

14.

Notwithstanding in this agreement shall oblige TRUSC to ensure that the subscriber is able to access the service for any specific period of time, or to utilise any specific amount of bandwidth, in any one month. Furthermore, the charges referred to in 13.1, 13.2.1, 13.3.1 and 13.4 shall be payable monthly irrespective of the time spent or bandwidth utilised by the subscriber in receiving the service each month. The actual amount of time spent, or megabytes utilised, by the subscriber in receiving the service in any month shall be calculated, monitored and determined by TRUSC in its sole discretion and, in the event of any dispute in regard to such time spent or megabytes utilised, same shall be determined and proved by a certificate signed by a duly authorised representative of TRUSC, whose appointment, qualification and authority need not be proved.

15.

TRUSC shall be entitled to elect to increase the subscription charges due by the subscriber in the event that:

15.1

any increase by S.A. Telkom Limited ("Telkom") of its tariffs, fees or charges, increases the cost to TRUSC of the provision of the service to the subscriber, in which case the additional cost of such provision of the service shall be passed on to the subscriber who shall be liable to pay the increased subscription charges; or

15.2

TRUSC in its sole discretion elects to increase or decrease such charges, provided that TRUSC shall, subject to 38 give the subscriber 30 (thirty) days notice of any such increase or decrease in the subscription charges. The amended subscription charges shall take effect on the date specified in the notice, and the subscriber shall be bound to pay such amended subscription charges.

16.

The subscription charges in respect of the first month of this agreement or part thereof shall be paid by the subscriber to TRUSC on or before the commencement date, provided that, in respect of a trial period contemplated in 11, the subscription charge in respect of the trial period shall be paid by the subscriber on expiry of the trial period, unless the subscriber has terminated this agreement in accordance with clause 11.

17.

In the event that the subscriber has selected in the order form to pay the monthly subscription charges by means of a monthly direct debit order (drawn against the subscriber's banking account, the details of which are specified in the order form) or by credit card in favour of TRUSC, the subscriber shall sign all forms and do all such things that may be necessary to ensure that the monthly subscription charges are received in TRUSC's bank account on or before the due date for such payment. The subscriber further agrees that, by furnishing his or her bank or credit card details, he or she consents to TRUSC deducting the amount of the monthly subscription charges, and all other charges, which may become due to TRUSC under this agreement, from the banking or credit card account so specified.

18.

In the event that the subscriber has selected in the order form to make payment of the subscription charges by means of any other method of payment, the subscriber shall ensure that payment of such monthly subscription charges have been received by TRUSC on or before the due date therefore.

19.

All payments due in terms hereof shall be paid free of exchange or bank charges, and without deduction or set-off.

20. The subscriber shall not be entitled during the currency of this agreement to withhold payment of any amount due to TRUSC in terms hereof, by reason of any alleged breach by TRUSC. Furthermore, the subscriber shall not be entitled to any set-off, discount, refund, reduction, or any other credit in respect of any unavailability of the service.

21.

The subscriber shall, on demand, pay to TRUSC all costs and expenses incurred by TRUSC in enforcing any term of this agreement, including without limitation any bank charges and all legal charges on an attorney and own client basis.

22.

In the event that the subscriber's bank dishonours any payment offered by the subscriber to TRUSC, TRUSC shall be entitled to claim from the subscriber, over and above the dishonoured payment, as well as all charges and other legal charges in regard thereto, a reasonable administration fee, which the customer shall be liable to pay to TRUSC on demand.

23.

In the event that the subscriber fails to pay any amount which may become due by the subscriber to TRUSC in terms of this agreement on the due date of such payment, then, without prejudice to any of the rights which TRUSC may have, TRUSC shall be entitled to:

23.1

charge interest on any such amount not paid on its due date at the maximum interest rate permissible in law from time to time from the due date until date of payment; and/or

23.2

to take all such further steps, without notice to the subscriber, as may be necessary to recover such monies from the subscriber; and/or

23.3

to suspend the service until such time as the subscriber has fulfilled his or her obligation in terms of this agreement, and/or

23.4

recover forthwith from the subscriber all costs of and damages suffered by TRUSC thereby; and/or

23.5

terminate this agreement in accordance with 35.

CERTIFICATE OF INDEBTEDNESS

24.

The amount of the subscriber's indebtedness to TRUSC from time to time and the fact that such indebtedness is due and payable shall be determined and proved by a certificate signed by a duly authorised representative of TRUSC, whose appointment, qualification and authority need not be proved. The certificate shall be binding on the subscriber, be prima facie proof of the amount due, owing and payable by the subscriber to TRUSC and shall be deemed to be a liquid document for the purpose of obtaining provisional sentence and/or any other judgement against the subscriber.

SECURITY

25.

The subscriber is exclusively responsible for ensuring that any transaction to which the subscriber is a party, and any information passing between the subscriber and any other person, will conform with generally accepted encryption standards and are adequately encrypted, and the subscriber hereby indemnifies TRUSC against any loss or liability suffered by TRUSC, or any claims made against TRUSC, arising from any compromise of encryption of any message or data, or any breach of security which may occur in respect of such transaction and/or information.

26.

In order to ensure the security and reliable operation of the TRUSC network to all subscribers, TRUSC hereby reserves the right to take whatever action TRUSC may deem appropriate in order to preserve the security and reliability of the TRUSC network.

27.

The subscriber acknowledges that he or she is prohibited from utilising the service to compromise the security of or to tamper with the TRUSC network, or any information contained on the TRUSC network or any computer utilised by TRUSC, or any other person.

28.

The subscriber expressly recognises the TRUSC cannot and does not guarantee or warrant that files downloaded or information transmitted by means of the TRUSC Network will be free of infection, and the subscriber shall be solely responsible for implementing measures in respect of protection against infection, accuracy of data input and data output and for maintaining a means external to the TRUSC Network for the reconstruction or retrieval of lost data.

INTERNET ETIQUETTE

29.

The subscriber hereby warrants that it shall conform to generally acceptable Internet etiquette and that it shall abide by TRUSC's operating policies, which may be posted to the TRUSC website and amended by TRUSC from time to time at TRUSC's sole discretion, (and the subscriber hereby indemnifies TRUSC, and holds TRUSC free from liability, in respect of any loss or damage of whatever nature caused as a result of any breach of such warranties) which policies include but are not limited to the guidelines set out below:

29.1

not to engage in any abuse of e-mail or spamming, including but not limited to, the posting or cress-posting of unsolicited articles with the same message (or substantially the same message) to more that 5 (five) or newsgroup recipients that did not request to receive such messages;

29.2

not to post or transmit any message, data, image or programme which is defamatory, or violates any other personality rights;

29.3

not to post or transmit any message, data, image or programme which is offensive, threatening, abusive, harassing, harmful or hateful;

29.4

not to transmit, distribute or store any material in violation of any applicable law or regulation, including without limitation material protected by copyright, trade mark, trade secret or any other intellectual property rights;

29.5

not to post or transmit any message, data, image or programme which violates the intellectual property rights of others;

29.6

not to interfere with use of the Internet by any other TRUSC subscribers or other users;

29.7

not to post or transmit any file which contains viruses or any other destructive features, regardless of whether or not damage is intended by the subscriber;

29.8

not to cancel Usenet post other tan the subscriber's own;

29.9

not to send unsolicited mail messages, including, without limitation, Make-Money-Fast schemes, chain letters, commercial advertising and informational announcements, nor to repeatedly post gratuitous off the topic postings;

29.10

not to gather e-mail addresses and/or names for commercial, political, charity or like purposes;

29.11

not to violate the privacy of any person or to violate the security of any system or network, which shall include but shall not be limited to:

29.11.1

hacking;

29.11.2

unauthorised access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of any system or network, or to breach security or authentication measures without express authorisation of the owner or such system or network;

29.11.3

unauthorised monitoring of data or traffic on any network or system without express authorisation of the owner of such system or network;

29.12

not to violate any law, regulation or tariff that may be in force in South Africa or elsewhere. In this regard, the subscriber undertakes to familiarise himself or herself with, and ensure that he or she is kept continuously aware of, any amendments to such laws, regulations or tariffs which may be in force from time to time and which may have any bearing on the subscriber's access to, or use of, the Internet;

29.13

not to perform any act or omission which is generally unacceptable or offensive to Internet users in general, to the public at large or as may be determined by TRUSC from time to time in its sole and absolute discretion, including but not limited to the hosting or transmitting of pornographic material;

29.14

not to contravene any policy, guidelines or terms and conditions which may be updated and/or published and/or accessible from the file or collection of files established by TRUSC and accessible on the Internet by means of the Uniform Resource Locater ("URL"): www.trusc.co.za ("the TRUSC website") from time to time;

29.15

not to do or permit to be done anything which in TRUSC's opinion tends, has the effect of, or is likely to have the effect of, damaging the name or reputation of TRUSC, and to at all times act with a view to maintaining the reputation and integrity of TRUSC;

29.16

not to do or permit to be done anything which in TRUSC's opinion may have an adverse technical effect on the integrity or functionality of the TRUSC network or the provision by TRUSC of services to any subscriber;

29.17

not to resell or make available to third parties, in any manner whatsoever and whether directly or indirectly, all or any part of the services provided to it by TRUSC, without TRUSC's prior written consent;

29.18

not to give or make available in any way any password, key or code provided by TRUSC to any other person and undertakes to take whatever steps may be necessary to ensure the safe-keeping and confidentiality of such password, key or code, and shall specifically not disclose same to any third party without TRUSC's prior consent;

29.19

not to use any log-in ID for any simultaneous log-in, nor to permit any other person access to, or use of, such log-in ID.

LIABILITY

30.

Notwithstanding anything to the contrary contained in this agreement, TRUSC shall not be liable to the subscriber or any other person (and the subscriber hereby waves all claims against TRUSC and indemnifies TRUSC) in respect of any claim, loss or damage of whatsoever nature caused by or arising from:

30.1

any fact or circumstance beyond the reasonable control of TRUSC;

30.2

any breakdown in any of the service provided by any person which provides services to TRUSC (including, but not limited to, a line failure of Telkom);

30.3

the performance or unavailability of communications networks to which the server of the subscriber or any other person or the TRUSC Network is connected;

30.4

any technical failure in the connectivity services provided by TRUSC to the subscriber or any other person, or a suspension or interruption in performance of any of TRUSC's obligations in terms of this agreement, as a direct or indirect result of any technical problems, including but not limited to denial of access to other websites or information;

30.5

any breach of privacy or security by any person or entity or breach of confidentiality by any person or entity arising from any access obtained by any person or entity to the information, data or content of the subscriber;

30.6

the loss, damage, destruction, theft, contamination or corruption of the data, information or content of the subscriber or any other person;

30.7

the preservation and integrity of any text or any other form of data, information or content of the subscriber or any other person;

30.8

the subscriber's breach of any law or regulation;

30.9

the incorrectness or invalidity of any information obtained by the subscriber in the performance of a transaction initiated, concluded or finalised by means of its website;

30.10

any breach of security in respect of, any unauthorised access to or use of, any information transmitted by means of the TRUSC network, including but not limited credit card details;

30.11

any fact, cause or circumstances whatsoever if TRUSC shall have substantially performed its obligations under this agreement.

31.

Without limiting the generality of the aforegoing, TRUSC shall not be liable for any consequential or incidental loss suffered by the subscriber or any other person, and the subscriber hereby indemnifies and holds TRUSC harmless against any such claim or liability, including but not limited to loss of profits, loss of anticipated business or goodwill.

32.

The subscriber expressly recognises the TRUSC does not operate, control or endorse any information, products or service offered or accessible by means of the Internet, and that any entity that does offer or provide such information, products or service, is not in any way affiliated with TRUSC. TRUSC further does not act as an agent of such entity, nor does TRUSC provide any express or implied warranties or endorsements to the subscriber or any other person whatsoever in respect of such information, products or service. In particular, TRUSC disclaims any liability for and the subscriber hereby indemnifies TRUSC against, any claim or liability which may arise from any information, products or service advertising for sale, associated with or displayed on TRUSC's website or accessible by means of the TRUSC network.

INTELLECTUAL PROPERTY

33.

All trade marks, logos, brands, domain names and other marks ("marks") belonging to TRUSC or held by TRUSC under any licensing agreement with any third parties or developed by TRUSC in respect of this agreement shall remain the sole property of TRUSC and the relevant licensors and the subscriber shall not be entitled to use the marks in any way.

BREACH

34.

If the subscriber breaches any provision of this agreement (which shall be determined in TRUSC's sole discretion and which decision shall be final and binding on the subscriber) and fails to remedy such breach within 24 (twenty four) hours after written notice has been given by TRUSC requiring the breach to be remedied, TRUSC shall, without prejudice to its rights, forthwith and without notice be entitled to:

34.1

terminate the subscriber's access to the service; and/or

34.2

terminate this agreement in accordance with 35; and/or

34.3

hold the subscriber to the terms of this agreement and claim specific performance, or claim from the subscriber an additional charge equivalent to twice the monthly subscription charge due by the subscriber in the month in which the breach occurred; and/or

34.4

claim such damages as TRUSC may have suffered or may suffer in the future arising from such breach; and/or

34.5

claim from the subscriber all costs expenses incurred as a result of or in connection with the breach, including but not limited to bandwidth costs, administration costs, downtime costs, CPU cycle costs and legal costs on an attorney and own client scale; and/or

34.6

notify all persons who may be adversely affected by the breach or the conduct of the subscriber, of the personal and public information of the subscriber; and/or

34.7

in the event that the breach has an adverse technical effect on the TRUSC network, require the subscriber to take such steps as may be necessary to rectify the situation at the cost of the subscriber.

TERMINATION

35.

This agreement may be terminated:

35.1

forthwith by TRUSC in terms of clauses 23.5 or 34.2; or

35.2

by either party on the giving of 2 (two) calendar month's notice, provided that where the subscriber elects to terminate the agreement, the termination shall only be effective where TRUSC notifies the subscriber that the agreement shall be so terminated;

35.3

all termination notices must reach TRUSC by no later than the 20th day of month for the termination or notice period to become effective in the following month.

36.

On termination of this agreement for any reason whatsoever:

36.1

TRUSC will not be required to refund to the subscriber any pre-payments which may have been made to TRUSC prior to the date of termination;

36.2

all outstanding balances shall be valid and shall require to be settled by the subscriber forthwith on the date of termination;

36.3

TRUSC shall be entitled to recover all bank charges and legal costs including all costs on the attorney and own client scale.

DOMICILIUM AND NOTICES

37.

The subscriber hereby chooses domicilium citandi et executandi ("domicilium") for the purposes of the serving of any process and for any other purpose arising from this agreement at the physical address specified in the order form. The subscriber shall be entitled from time to time on written notice to TRUSC to vary its domicilium to any other address within the Republic of South Africa, which is not a post office box or poste restante.

38.

Any notice required or permitted to be given in terms of this agreement shall be valid and effective only if written and transmitted by hand, post, facsimile or e-mail, or, in respect of any notice to be given by TRUSC, if posted to the TRUSC website.

GENERAL

39.

The subscriber shall not be entitled to cede any of his/her rights nor delegate any of his/her obligations hereunder. TRUSC shall be entitled to cede and transfer or delegate to any third party all or any of its rights or obligations under this agreement.

40.

This agreement sets out the whole of the agreement between TRUSC and the subscriber in regard to the subject matter thereof, and there are no other agreements, guarantees or representations, either verbal or in writing, in regard thereto upon which the subscriber shall be binding unless recorded in writing and signed by the parties.

41.

TRUSC shall not be bound by any express or implied term, representation, warranty, promise or the like not recorder herein.

42.

No extension of time or indulgence, which TRUSC may grant to the subscriber, shall constitute a waiver of any of the rights of TRUSC, who shall be thereby precluded from exercising any rights against the subscriber which may have arisen in the past or which might arise in the future.

43.

The subscriber hereby irrevocably consents to the jurisdiction of the Magistrate's Court in the Republic of South Africa in respect of any proceedings that may be initiated by TRUSC arising of the agreement, provided that TRUSC shall be entitled, in its sole discretion, to institute such proceedings in the High Court of South Africa and, in such event, the subscriber consents to the jurisdiction of the said court.

44.

This agreement shall be governed by and interpreted according to the laws of the Republic of South Africa and, in the event of any conflict between or inconsistency in the laws applicable in the various provinces of the Republic of South Africa, the law as applied and interpreted in the Province of the Western Cape shall prevail.