Introduction
These Terms and Conditions outline the use and management of the Digital Safety Files (DSF) System and
Application across various operational contexts. The Subscribing Company is empowered to utilize the DSF
System for any business operations including offices, factories, branches, and any projects or sites.
This document details the usage rights, responsibilities, financial obligations, and the broader applications of
the DSF System to ensure optimal and compliant use across unlimited sites.
Extended System Use
General Usage: The subscription includes unlimited access to use the DSF System and App
across all the Subscribing Company’s operations, enhancing business efficiency and
compliance.
Additional Modules: The Subscribing Company can request new modules or system
integrations to tailor the DSF System and App to specific needs. These additions will be
subject to separate quotations and incur additional costs.
Applicable Contractual Conditions
- These Standard Terms of Service (“these Terms”) and specific conditions contained in documents
referred to in the Proposal or herein shall form the only agreement between the Parties and the
Subscribing Company states that no representations or other warranties other than those
contained herein have induced it to accept the Proposal. - Acceptance of the Proposal includes acceptance of these Terms.
- In the event of any conflict between any specific provisions contained in the Proposal and these
Terms, the provisions of the Proposal shall take precedence. - Subscribing to DSF shall constitute a valid and binding agreement between the Parties.
Acceptance shall either be by completing the DSF Onboarding Form or by means of an official order, placed on DSF by the Subscribing Company for the rendering of the Services. The
provisions of the order shall be in accordance with the provisions of these Terms, unless otherwise
agreed to in writing by DSF. In such an event, such provisions of the order shall take precedence.
Documentation and Agreement Requirements:
- Health and Safety Compliance: The Subscribing Company must for any projects or
sites obtain the Client Health and Safety Specifications and ensure that they comply
with these specifications and make the necessary changes to your DSF to ensure
compliance. - Subscribing Company’s Acceptance and Sign-Off: The Project/Site Client Health and
Safety Specifications must be reviewed, accepted, and formally signed off by the
Subscribing Company’s responsible person, as defined under Sections 16(1) or 16(2)
of the Occupational Health and Safety Act. This sign-off will confirm the Subscribing
Company’s understanding and commitment to comply with the specified safety
requirements when working on Project/Site Subscribing Company projects. For each
project/site the signed Client Health and Safety Specifications must be uploaded to
that site’s DSF to ensure it’s available on all sites. - Principal Subscribing Company Appointment and Mandatary Agreement: For each
project site, the Subscribing Company is required to sign a Principal Subscribing
Company Appointment and Mandatory Agreement, which the Project/Site
Subscribing Company must provide to the Subscribing Company. This document
outlines the specific responsibilities and obligations of the principal Subscribing
Company, ensuring compliance with the Project/Site Subscribing Company’s
comprehensive health and safety regulations. - Availability and Accessibility: Each agreement must be uploaded to the DSF System
for the respective site and will be accessible through a unique QR Code poster
generated for that site. It is a legal requirement to have site-specific safety files
available on site; thus, each QR Code poster, which is unique to its specific site, must
be printed and prominently displayed at the site during any work on Project/Site
Subscribing Company sites. This arrangement ensures that site-specific safety information is readily accessible on-site. All such documents, including the
Project/Site Client Health and Safety Specifications and the Principal Subscribing
Company Appointment and Mandatary Agreement, will be accessible to the
Subscribing Company through the DSF system. The Subscribing Company is required
to ensure that these documents are kept up to date and are adhered to throughout the
duration of their projects.
Ongoing Development and Updates
- Obligation to Update: As the DSF System is continuously under development, DSF is
committed to continuously refining and enhancing the system to meet evolving legal
requirements, industry standards, or specific operational needs. The Subscribing
Company will be informed of any changes or updates to the system. Compliance with
the newly updated requirements is mandatory for all subscribing companies once they
are notified of these changes. - Feedback for Continuous Improvement: In order to ensure the DSF System meets the
practical needs of its users and aligns with industry best practices, DSF highly values
feedback from the Subscribing Company. We encourage the Subscribing Company to
provide regular feedback on their experience with the system, including any
challenges encountered or enhancements desired. This input is crucial for guiding our
ongoing development and refinement efforts. DSF is committed to incorporating this
feedback to continually improve the system and better serve our users.
Document Management and Subscribing Company Responsibilities:
- Provision of Generic Documents:
a. Generic Templates Provided: DSF will supply the Subscribing Company with generic
document templates related to their scope of work, tools, and equipment. These documents
are designed to serve as a starting point to aid the Subscribing Company in achieving
compliance with safety standards.
b. Subscribing Company Review and Customization: The Subscribing Company is required to thoroughly review all document templates provided through the DSF system and
make necessary modifications to ensure that the documents accurately reflect their specific
operational and safety requirements. Upon making these changes, the Subscribing
Company must accept these documents as their own.
- Ongoing Document Maintenance:
a. Subscribing Company’s Liability for Updates: The Subscribing Company is solely
responsible for keeping all their documents current and accurate on the DSF system. This
includes updating documents when there are changes such as new employees, expiration of
existing documents, or new tools and equipment.
b. System Notifications and Guidance: The DSF system will assist by sending notifications and
listing expiring documents on the Action Plan to Compliance to remind the Subscribing
Company of upcoming renewals. However, DSF cannot be held liable for any discrepancies
due to incorrect dates initially selected during the setup or system errors such as bugs or
glitches. - Site-Specific Documentation and Compliance:
a. Creation of New Sites: The Subscribing Company is responsible for adding new sites on
the DSF system, which will trigger the generation of Site-Specific DSF documentation. The
Subscribing Company must review, customize, and sign off on all new documents and
appointments generated for each new site.
b. Task Management: The addition of a new site will also trigger tasks for each person
responsible based on their site-specific appointments and the equipment allocated to the
site. It is the Subscribing Company’s responsibility to ensure these tasks are conducted
daily as required, ensuring they are suitable and effective in meeting legal and operational
safety requirements.
c. Additional Measures and System Modifications: If the existing measures in the DSF system
are insufficient, the Subscribing Company must take additional steps to comply with
safety regulations. The Subscribing Company may request modifications or additions to
the DSF system, which DSF will review based on necessity and appropriateness. Until such
system updates are made, the Subscribing Company must find alternative methods to
ensure compliance. - Limitation of DSF Liability:
Exclusion of Liability: DSF cannot be held liable for any shortfalls that arise due to the
Subscribing Company’s failure to update or accurately maintain their safety documents
or perform required tasks. DSF’s liability is limited to providing the system and its basic
framework, and it does not extend to errors made by the Subscribing Company in
document management or compliance practices.
Pricing, Invoicing and Payment:
- All pricing provided in the Proposal is Value Added Tax (VAT) exclusive. Where applicable, VAT will
be added to all invoices as required by South African Tax Law. - Services will be invoiced in accordance with the Payment Terms detailed in the “Related Conditions”
section of the Proposal. - Invoices will typically be issued on the last day of each month, payable within 7 days.
- All amounts due will be payable by electronic bank transfer to the account specified by DSF in writing.
- Interest at the South African prime lending rate plus 2% per year, calculated monthly in arrears, will
be charged to all outstanding amounts after the agreed payment date. - If the Subscribing Company’s account remains unpaid or no written agreement is concluded to
settle the arrears, DSF shall, without prejudice to any of its other rights, suspend the Services, and the
suspension will stay in place until the Subscribing Company has paid all arrear amounts plus
interest.
Term and Termination
- The Effective Date and Initial Term of this agreement is the date detailed in the “Related Conditions”
section of the Proposal. - Following the Initial Term, the service will continue on a month-to-month basis, unless ended by
either Party with at least 1 calendar month written notice. - In the event that the Subscribing Company is not satisfied with the performance of DSF, then the
Subscribing Company should inform DSF of their dissatisfaction and allow DSF the opportunity to
rectify the situation. If the Subscribing Company remains unsatisfied for a period of 14 days after
notification to DSF, then the Subscribing Company shall be entitled to cancel the Agreement with
1 calendar month written notice, without prejudice to any of its rights. - In event that the Subscribing Company breaches any of the provisions of the Agreement resulted
from this Proposal and remains in breach for period of 14 days after notification by DSF to rectify the
breach, then DSF shall be entitled to cancel the Agreement with 1 calendar month written notice,
without prejudice to any of its rights.
Use of Software (Modules or Solutions Provided and licensed by DSF to the Subscribing Company).
- Where software or systems (3 rd Party or DSF Proprietary), the Subscribing Company shall use
such Software or System only for the purposes for which it is intended. - The Subscribing Company shall not nor permit anyone else to reverse engineer, decompile,
modify, tamper with, amend, enhance, copy, sell, lease, license, sub-license or otherwise deal with
the Software or any part, variation, modification, release, or enhancement thereof or have any
software or any program written or developed for it based on the Software. - All rights of whatever nature in and to the Software and all upgrades, updates, modifications, and
variations thereto from time to time, shall vest in DSF or the 3 rd Party and no rights in and to the
Software, its upgrades, updates, modifications and variations thereto are granted or assigned to the
Subscribing Company. - The Subscribing Company shall not, at any time in any way, question or dispute the ownership of
the Software and undertake not to infringe or prejudice any rights of DSF or the 3 rd Party in and to the
Software.
Confidentiality
- DSF shall process all Subscribing Company information in the strictest confidence in accordance
with the Protection of Personal Information Act 4 of 2013 and may not use any Subscribing
Company Information for any other purpose than its use in the course of and for the purpose of
providing the Services, unless specifically authorized in writing by the Subscribing Company. - DSF commits to take all reasonable measures possible to protect all the Subscribing Company’s
confidential information (“Information”), both technically (ensuring the standard security and data
protection technology is used and up to date) and through standard operating procedures (the way
the information is handled). In particular, DSF undertakes to:
a. protect the Subscribing Company’s Information from disclosure to anyone other than its
employees, representatives, consultants, partners and/or agents who have a strict need to know the Information, or any part thereof. DSF shall ensure that such employees,
representatives, consultants and/or advisers shall maintain the Information in strict
confidence and secrecy;
b. use the same degree of care as it uses with its own valuable proprietary information,
however, in no case below the due diligence of a reasonable businessman;
c. not use the Information for any purpose other than the performance of its obligations. In no
event may DSF reveal any Information to any third party without the express written consent
of the Subscribing Company;
d. notify the Subscribing Company immediately upon becoming aware of any unauthorised
disclosure or use of the Information; and
e. return all the original Information and all copies and reproductions (including in electronic
form) thereof to the Subscribing Company upon termination of the agreement. - DSF, however, does not accept any liability for the loss or leakage of any information due to events
beyond DSF’s reasonable control.
DSF System Terms and Conditions for Data Storage and Retention:
- Data Storage: All data within the DSF System, including safety files and other
relevant documentation, is hosted and stored on Amazon Web Services (AWS). This
platform provides robust and secure storage solutions that adhere to industry
standards. - Data Backups and Responsibility: While DSF ensures the integrity and availability of
data stored on AWS, the Subscribing Company is encouraged to perform their own
backups if they wish to maintain additional copies of their safety files and data. This
proactive measure is recommended to further safeguard their information. - Retention of Safety Files: It is the responsibility of the Subscribing Company to retain
all safety files for a minimum of five years. DSF will also maintain copies of all data
and safety files for at least this duration to comply with legal and regulatory
requirements. - Liability for Data Loss: In the unlikely event of a data loss from AWS that results in
the irretrievable loss of data, DSF will not be held liable. The Subscribing Company
acknowledges that system failures can occur and agrees to this limitation of liability. - Use of Data: Should DSF wish to use any data stored within the DSF System for
purposes other than those explicitly agreed upon, DSF will first inform the
Subscribing Company and seek their permission before using or sharing the data. This
ensures transparency and respect for the privacy and ownership of data.
Failure and/or Unavailability of Services
- The Services offered to the Subscribing Company by DSF are based on “best effort”. DSF commits
to offering a professional service and to do everything reasonable to restore any Services as soon as
possible, should it become unavailable for any reason, but cannot be held liable for anything based on
the unavailability of any Services. - Except as expressly provided here under, DSF shall not be liable to the Subscribing Company for
failure to perform any obligation because of any act of nature, government restrictions or
prohibitions or any other Government act or omission, any act or default of any supplier, industrial
disputes, strikes, lockdowns or work stoppages of any kind or any other similar or dissimilar cause, in
so far as these were beyond DSF’s control. - Considering the above disclosures, the Subscribing Company agrees that it will not be allowed to:
a. withhold any amounts due and owing to DSF; or
b. deduct any monies, or
c. allege a breach of contract
in respect of any temporary unavailability of the Services, except and to the degree that DSF is
grossly negligent in causing such unavailability, or failure.
Indemnities and Limitation of Liability
- DSF does not accept liability for any indirect, incidental, consequential or special loss or damage of
any nature whatsoever, while DSF’s liability for direct damages is limited in aggregate to fees paid
during the previous 12-month period. - The limitations on liability herein specified will apply regardless of the form of action, whether in
contract, tort, strict liability or otherwise, and whether damages were foreseeable or not.
Arbitration and governing law
- The Parties agree that, save to the extent that these Terms provide otherwise, any dispute, question
or difference arising at any time between them in regard to any matter arising out of, or the rights
and duties of any Party to, or the interpretation of, or the termination of, or any matter arising out of
the termination of, or the rectification of this agreement shall be finally resolved in accordance with
the Rules of the Arbitration Foundation of Southern Africa in Johannesburg by a single arbitrator
appointed by the Foundation. There shall be no right of appeal and the decision of the arbitrator shall
be final and binding upon the Parties. - This agreement will in all respects be governed by and construed under the laws of the Republic of
South Africa.
Miscellaneous
- The failure of either Party at any time to enforce a provision or right in terms hereof shall not be
construed to be a waiver of such a provision or right. - If any provision in this agreement is held invalid or unenforceable, such provision shall be severable
from and shall not have any effect on the validity or the enforceability of the remaining provisions of
the agreement. - The Subscribing Company shall not be entitled to cede, delegate, assign or transfer any of its
rights or obligations in terms of this agreement to any third party, without the prior written consent
of DSF. - No amendment, variation or consensual termination of any terms or conditions of this agreement
shall be of any force and effect unless reduced to writing and signed by both Parties hereto. - The Parties hereby choose as their domicilia citandi et executandi the addresses set out in the
Proposal and agree that all notices and processes arising out of or in connection with this agreement
may be served on them at that address. - Any notice required in terms of this agreement shall be in writing and shall, until the contrary is
proven by the addressee, be deemed to be received by the addressee on the day of delivery when
personally delivered to the other Party, or 7 (seven) days after it has been dispatched by pre-paid
