1. USERS

1.1 You may simply browse the Services (a “Visitor‘), or you may become a member of OPs Restaurant Programme (“Member“) through OP’s Site. Certain areas of the Site are restricted for Members only.

1.2 In the event you join the Restaurant Programme (“Programme”) or otherwise provide OP with information on the Site or Services, you agree to only provide OP with true, accurate, current and complete information.

1.3 If we believe or suspect that your information is not true, accurate, current or complete, we may deny or terminate your access to the Site or Services (or any portion thereof).

1.4 Visitors are not required to provide us with information, but if you do so, you agree that any such information will be true, accurate, current and complete information. Visitors agree not to attempt to access Member areas of the Services.

2. MEMBERSHIP

2.1 To become a Member, we require your name, mailing address, email address and other related information (collectively, your “Membership Information“). Please note that some of this Membership Information may be provided by third parties who purchase a membership for you.

2.2 To access your Membership online, you must provide your email address select a password (your “Account Credentials“), which you may not transfer to or share with any third parties.

2.3 If someone accesses our Site or Services using your Account Credentials, we will rely on those Account Credentials and will assume that it is really you or your representative who is accessing the Site and Services. You are solely responsible for any and all use of your Account Credentials and all activities that occur under or in connection with your Membership.

2.4 Without limiting any rights which we may otherwise have, we reserve the right to take any and all action, as it deems necessary or reasonable, to ensure the security of the Site and your Account Credentials, including without limitation terminating your Membership, changing your password, or requesting additional information to authorize activities related to your Membership.

2.5 You agree to be responsible for any act or omission of any users that access the Site or Services under your Account Credentials that, if undertaken by you, would be deemed a violation of these Terms of Use.

2.6 In no event and under no circumstances will OP be held liable to you for any liabilities or damages resulting from or arising out of (i) any action or inaction of OP under this provision, (ii) any compromise of the confidentiality of your Account Credentials, and (iii) any unauthorized access to or use of your Account Credentials. Please notify us immediately if you become aware that your Account Credentials are being used without authorization.

3. PAYMENT

3.1 To become a Member, pay for another’s Membership or to make a  donation to OP, you will need to provide OP with the information necessary to process the applicable payment from you.

3.2 You may make such payment via credit card or any other manner then available on the Site.

3.3 By submitting your payment information to us, you authorize us to charge the applicable payment method at our convenience but within thirty (30) days of such authorization. You represent that you will not use any credit card or other form of payment unless you have all necessary authorization to do so. We assume that because our payment options all require a valid credit card, that only persons age 18 or over are making such donations or paying for Membership.

3.4 We will not be liable in the event your children or others acting with or without your permission use your credit card or other means of payment to make purchases on the Site (and to the extent your minor children make any such purchases, you hereby represent and warrant that they are authorized to do so); however you may report any unauthorized use to us, and we will use reasonable measures within our control to help prevent future unauthorized use of your card.

3.5 Your membership and/or donations may be tax deductible as charitable contributions, but you should consult your own tax advisor. We do not provide tax, legal or other professional advice.

4. OWNERSHIP

4.1 You understand and acknowledge that the software, code, proprietary methods and systems used to provide the Services (“Our Technology“) are: (i) copyrighted by us and/or our licensors under South African and international copyright laws; (ii) subject to other intellectual property and proprietary rights and laws; and (iii) owned by us or our licensors.

4.2 Our Technology may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors.

4.3 You must abide by all copyright notices, information, or restrictions contained in or attached to any of Our Technology.

4.4 Nothing in these Terms of Use grants you any right to receive delivery of a copy of Our Technology or to obtain access to Our Technology except as generally and ordinarily permitted through the Site or App according to these Terms of Use.

4.5 Nothing in these Terms of Use will be deemed to grant, by implication, estoppel or otherwise, a license to Our Technology.

4.6 Certain of the names, logos, and other materials displayed on the Services constitute trademarks, tradenames, service marks or logos (“Marks“) of OP or other entities.

4.7 You are not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.

4.8 Any use of third party software provided in connection with the Services will be governed by such third parties’ licenses and not by these Terms of Use.

5. RULES REGARDING INFORMATION AND OTHER CONTENT

5.1 When you access the Services, you obtain access to various kinds of information and materials, all of which we call “Content.”

5.2 You are entirely responsible for each individual item of Content that you post on the Site and the App and, as between you and us, you retain ownership and any intellectual property rights in the Content you post.

5.3 You grant us a non-exclusive, royalty-free, fully paid, fully sublicenseable, worldwide license, under any and all of your copyright and other intellectual property rights related to that Content.

5.4 You agree that any such Content or any derivative works thereof, except for any personally identifiable information you submit related to your Membership, may be disseminated, distributed, publicly displayed,   reproduced, used, sublicensed, posted, or published by us, and searched, displayed, printed or otherwise used or exploited by our customers.

5.5 To the extent you include personally identifiable information in forums on the Site and the App, we will not be liable for such disclosure.

5.6 You agree not to revise Content posted by others, and you represent and warrant that you will not post or use any Content in any manner that:

• • • Infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others;

• • • Violates the privacy, publicity, or other rights of third parties or any other law, statute, ordinance or regulation;

• • • Is false or inaccurate or becomes false or inaccurate at any time;

• • • Is discriminatory, unlawful, tortious, obscene, fraudulent, defamatory, harmful, threatening, pornographic, indecent, vulgar, harassing, discourteous, hateful, abusive or racially, ethnically, religiously, sexually or otherwise offensive, as determined by us in our sole discretion;

• • • Discloses or provides information protected under any law, agreement or fiduciary relationship, including but not limited to proprietary or confidential information of others;

• • • Misrepresents your identity in any way;

• • • Contains any viruses, Trojan horses, spyware. malware, worms, time bombs, cancelbots, or other disabling devices or other harmful component intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;

• • • Advocates or encourages any illegal activity; or

• • • Has the potential to create liability for us or cause us to violate the requirements of or to lose the services, in whole or in part, of our Internet service providers or other suppliers.

• • • Though we strive to enforce these rules with all of our users, you may be exposed through the Site to Content that violates our policies or is otherwise offensive.

• • • You access the Site and Services at your own risk. We may, but are not obligated to, remove Content from the Site or the App for any reason, including if we determine or suspect that such Content violates these Terms of Use. We are merely acting as a passive conduit for such distribution and we take no responsibility for your exposure to Content on or through the Services whether it violates our content policies or not.

6. GENERAL RULES OF USER CONDUCT

It is our goal to make access to our Services a good experience for all of our users. You agree not to, and represent and warrant that you will not:

6.1 Use, reproduce, duplicate, copy, sell, resell or exploit: (a) any portion of the Services; (b) your use of the Services, or (c) your access to the Services, in each case for any purpose other than for which the Services are being provided to you;

6.2 Conduct or promote any illegal activities while using the  Services;

6.3 Upload, distribute or print anything that may be harmful to minors;

6.4 Attempt to reverse engineer or jeopardize the correct functioning of the Site or the App, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that  enables or underlies the Site or the App;

6.5 Attempt to gain access to secured portions of the Services to which you do not possess access rights;

6.6 Upload or transmit any form of virus, worm, Trojan horse, or other malicious code;

6.7 Use the Services to generate unsolicited email advertisements or spam;

6.8 Use the Services to stalk, harass or harm another individual;

6.9 Use any high volume automatic, electronic or manual process to access, search or harvest information from the Services (including without limitation robots, spiders or scripts);

6.10 Interfere in any way with the proper functioning of the Services or interfere with or disrupt any servers or networks connected to the Services, or   disobey any requirements, procedures, policies or regulations of networks      connected to the Site or Services;

6.11 Use any robot, spider, other automatic device, or manual process to extract, “screen scrape,” monitor, “mine,” or copy any static or dynamic web page on the Site, the App, or the Content contained on any such web page for commercial use without our prior express written permission;

6.12 Impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity; or

6.13 Mirror or frame the Site, the App, or any Content, place pop-up windows over its pages, or otherwise affect the display of its pages.

7. FACEBOOK

7.1 In using certain Services, you authorize us to act on your behalf to access and interact with Facebook to retrieve information from, and submit information to, Facebook at your request.

7.2 We will not collect your username and password to Facebook, and we will instead store the unique authorization code (or a “token”) provided to us by Facebook to access it on your behalf.

7.3 You can revoke our access to Facebook at any time by amending the appropriate settings from within your account settings on Facebook.

7.4 You should note that Facebook may change or amend its guidelines and our access to Facebook at any time, and we cannot guarantee that our Services will always include a connection to Facebook.

8. FEEDBACK

8.1 In the event that you provide us any ideas, thoughts, criticisms, suggested improvements or other feedback related to the Site or the Services (collectively “Feedback“), you agree we may use the Feedback to modify our Services and that you will not be due any compensation, including any royalty related to the product or service that incorporates your Feedback.

8.2 You grant to us a worldwide, royalty-free, fully paid, perpetual, irrevocable license to use, reproduce, modify, translate, distribute, perform, display, import, sell, offer for sale, make, have made and otherwise exploit the Feedback in any form, media, or technology, whether now known or hereafter developed, and to allow others to do the same. This is true whether you provide the Feedback on the Site, the App or through any other method of communication with us, unless we have entered into a separate agreement with you that provides otherwise.

9. MODIFICATIONS TO THE SITE OR SERVICES

9.1 We reserve the right to modify or discontinue the Services with or without notice to you.

9.2 We will not be liable to you or any third party should we exercise our right to modify or discontinue the Services.

9.3 If you object to any such changes, your sole recourse will be to cease access to the Services. Continued access to the Services following notice of any such changes will indicate your acknowledgement of such changes and satisfaction with the Services as so modified.

9.4 You agree that we, in our sole discretion, may immediately terminate your access to the Services at any time, for any reason, in our sole discretion.

9.5 You agree that we will not be liable to you or any third party for any termination of your access to the Services.

10. PRIVACY

10.1 We know that your privacy is important. For this reason, we have created a privacy policy that describes our collection, use and disclosure practices regarding any personal information that you provide to us.

10.2 The security of your personal information is important to us. While there is no such thing as “perfect security” on the Internet, we will take reasonable steps to help ensure the safety of your personal information.

10.3 However, you understand and agree that such steps do not guarantee that the Services are invulnerable to all security breaches or immune from viruses, security threats or other vulnerabilities.

10.4 OP reserves the right to cooperate with local, provincial and national authorities in investigations of improper or unlawful activities and this may require the disclosure of your personal information.

10.5 We may also report to other organizations about improper or unlawful user activities and this reporting may include disclosure of personal information relating to those individuals conducting such improper or unlawful activities.

11. THIRD PARTY CONTENT AND OTHER WEBSITES

11.1 Content from other users, suppliers, advertisers, and other third parties may be made available to you through the Services. Because we do not control such content, you agree that we are not responsible for any such content.

11.2 We do not make any guarantees about the accuracy, currency, suitability, or quality of the information in such content, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content made available by other users, advertisers, and other third parties or violation of any third party rights related to such content.

11.3 The Services may contain links to websites not operated by us. We are not responsible for the content, products, materials, or practices (including privacy practices) of such websites.

11.4 You understand that by using the Services you may be exposed to third-party websites that you find offensive, indecent or otherwise objectionable. We make no warranty, representation, endorsement, or guarantee regarding, and accept no responsibility for, the quality, content, nature or reliability of third party websites, products or services accessible by hyperlink or otherwise from the Services. We provide these links for your convenience only and we do not control such websites. Our inclusion of links to such websites does not imply any endorsement of the materials on such third party websites or any association with their operators.

11.5 The Services may contain links to websites that are operated by us but which operate under different terms of use. It is your responsibility to review the privacy policies and terms of use of any other website you visit.

11.6 You agree that in not event will be liable to you in connection with any websites, content, materials or practices of any third party.

12. WAIVER OF WARRANTIES

12.1 This Site, the App, and all content and services included on or otherwise made available to you through this Site and the App are provided by OP “with all faults” and on and “as is” and “as available” basis, unless otherwise specified in writing. OP makes not representations or warranties of any kind, whether express or implied, as to the operation of this Site,    the App or the Content or Services included on, or otherwise made available to you through this Site of App, unless otherwise specified in writing. You expressly agree that your use of this Site and the App is at your sole risk.

12.2 We make no warranty that the Services will meet your requirements, or    that the Services will be uninterrupted, timely, secure, or error free; nor do we make any warranty as to the results that may be obtained from the use         of the Services, or that defects in the Site or Services will be corrected.

12.3 You understand and agree that you will be solely responsible for any damage to your computer or loss of data that results from the download of any material and/or Content. No advice or information, whether oral or written, obtained by you from us through the Services, or otherwise will create any warranty, representation or guarantee not expressly stated in these Terms of Use.

13. LIMITATION OF LIABILITY

13.1 You acknowledge and agree that we are only willing to provide access to the Services if you agree to certain limitations of our liability to you and to third parties.

13.2 You understand that to the extent permitted under applicable law, in no event will we or our employees, directors, subsidiaries, agents or        licensors be liable for any direct, indirect or incidental damages,   including but not limited to damages for loss of income, profits, goodwill,   use, data, lost opportunities or business interruptions or other intangible      loss, even if such parties were advised or, knew of or should have known of the possibility of such damages arising out of or related to your use of or access to or the inability to use or to access the Services, regardless of whether such damages are based on contract, delict, warranty, statute or otherwise.

13.3 We will not be liable for any damages arising from transactions between you and third parties or for any information appearing on third party websites or any other website linked to our Site or App.

13.4 If you are dissatisfied with any portion of the Services, your sole exclusive remedy is to discontinue use of the Services.

13.5 Our total liability to you for all claims arising from or related to the Services is limited, in aggregate, to the greater of (i) the total amount of your   donations in the three (3) months prior to the date of the event giving rise to your liability and (ii) R1000,00 (one thousand rand).

13.6 Some of the above limitations and waivers may not apply to you. To the extent that we may not, due to an applicable law, waive any implied warranty or limit our liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.

13.7 Without limiting the aforegoing, under no circumstances will be our our     licensors be held liable for any delay or failure in performance resulting   directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including but not limited to internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labour disputes, riots, civil disturbances, shortage of labour or materials, fires, floods, storms, explosions, government action, orders of domestic or foreign courts or tribunals, or non-performance of third parties.

14. INDEMNIFICATION

You agree to indemnify OP, our subsidiaries, affiliates, officers, directors, co-branders and other partners, employees, consultants and agents, from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from: (i) your use of the Services, including any Content you submit thereto (except to the extent prohibited by law); (ii) your violation of these Terms of Use; (iii) your violation of any rights of any other person or entity; (iv) your Membership; or (v) any viruses, Trojan horses, worms, time bombs, spyware, malware, cancelbots or other similar harmful or deleterious programming routines input by you into the Services.

15. COPYRIGHT VIOLATIONS

We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide us with the following information:

15.1 An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

15.2 A description of the copyrighted work that you claim has been infringed;

15.3 A description of where the material that you claim is infringing is located on the Services;

15.4 Your address, telephone number, and email address;

15.5 A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

15.6 A statement by you, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

16. ELECTRONIC COMMUNICATIONS

16.1 We can only give you the benefits of our service by conducting business through the Internet, and therefore we need you to consent to our giving you Communications electronically.

16.2 This Section informs you of your rights when receiving Communications from us electronically.

16.3 For contractual purposes, you (i) consent to receive communications from us in an electronic form; and (ii) agree that all terms and conditions, agreements, notices, documents, disclosures, and other communications (“Communications“) that we provide to you electronically satisfy any legal requirement that such Communications would satisfy if it were in writing.

16.4 Your consent to receive Communications and do business electronically, and our agreement to do so, applies to all of your interactions and transactions with us.

16.5 The foregoing does not affect your non-waivable rights.

16.6 You may also receive a copy of these Terms of Use by accessing this Site or the App.

16.7 You may withdraw your consent to receive Communications electronically by contacting us in the manner described below. If you withdraw your consent, from that time forward, you must stop using the Services. The withdrawal of your consent will not affect the legal validity and enforceability of any obligations or any electronic Communications provided or business transacted between us prior to the time you withdraw your consent.

16.8 Please keep us informed of any changes in your email or mailing address so that you continue to receive all Communications without interruption.

17. MOBILE CHARGES MAY APPLY

By using the App, you acknowledge and agree that standard carrier charges may apply and that depending on your internet service contract, your internet service provider may impose data and/or other charges when you use the App, and that any and all such charges will solely be your responsibility.

18. APP UPDATE

18.1 OP may from time to time, in its sole discretion, develop and provide updates for the App, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Updates may also modify or delete certain features or functionality.

18.2 Portions of the App may not properly operate if you do not install all Updates, so we encourage you to promptly install all Updates. To that end, based on your mobile device settings, either (a) the Updates may automatically download and install or (b) you may receive notice of or be prompted to download and install.

18.3 For clarity, all Updates are part of the App and subject to these Terms.

18.4 You agree that OP has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality, and OP does not guarantee that the App is compatible with any particular operating system, browser, mobile device, or other software or equipment.

19. JURISDICTION

The Terms of Use and the relationship between you and OP will be governed by the laws of South Africa. Any legal action, arbitration, mediation or other dispute resolution process arising out of or relating to the Terms of Use, or your use of the Services or App shall be brought in any competent court, tribunal or accredited mediator in South Africa.

20. GENERAL TERMS

20.1 You are responsible for compliance with all applicable laws.

20.2 You may not transfer, assign or delegate your right and/or duties under these Terms of Use to anyone else and any attempted assignment or delegation is void.

20.3 You acknowledge that we have the right hereunder to seek an interdict, if necessary, to stop or prevent a breach of your obligations hereunder.

20.4 The paragraph headings in these Terms of Use, shown in boldface type, are included only to help make these Terms of Use easier to read and have no binding effect.

20.5 Any delay or failure by us to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. No waiver by us will have effect unless such waiver is set forth in writing, signed by us; nor will any such waiver of any breach or default constitute a waiver of any subsequent breach or default.

20.6 These Terms of Use constitute the complete and exclusive agreement between you and us with respect to the subject matter hereof, and supersedes all prior oral or written understandings, communications or agreements. If for any reason a court of competent jurisdiction finds any   provision of these Terms of Use, or portion thereof, to be unenforceable, that provision of the Terms of Use will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of these Terms of Use will continue in full force and effect.

21. CONTACTING US

If you have any questions or concerns about our Services, your Membership, or anything else, please give us a call on or send an e-mail to info@oceanpledge.co.za.