Service Terms of Use

Date of Issue: 01 March 2022

Revision 2

1 GENERAL

This Service Terms of Use replaces all previous Service Terms of Use and is effective from the date of issue as reflected above. Please read this Service Terms of Use hereafter carefully before purchasing and using our Service.

THIS SERVICE TERMS OF USE MUST BE READ WITH THE PRIVACY POLICY, AND BY ACCEPTING THE SERVICE TERMS OF USE, INDICATES THE CLIENT’S CONSENT ALSO OF THE PRIVACY POLICY.

This Service Terms of Use forms the Service Agreement between Battle Bear (Pty) Ltd (hereafter “Battle Bear”) and the Client.

Subject to all the terms and conditions set forth herein, Battle Bear shall provide the Service as outlined in the Service Invoice and the Service Package selected by the Client and is made subject to this Service Terms of Use and executed by both Parties hereto.

By purchasing and using the Battle Bear Service, the Client agrees to be bound by this Service Terms of Use. If the Client disagrees with any part of this Service Terms of Use, then the Client must stop making use of the Battle Bear Service.

2 INTERPRETATION

In this Service Terms of Use, unless clearly inconsistent with or otherwise indicated by the context, the following expressions bear the meanings set out hereunder:

“Service Agreement” means the agreement set out in this Service Terms of Use together with the Digital Marketing Service Package selected,
“Client” means the person or entity to whom and/or on whose behalf Battle Bear supplies the Services,
“Data message” means a data message as defined by the Electronic Communications and Transactions Act No. 25 of 2002, including but not limited to an email message,
“Day/s” means monthly calendar days and includes Saturdays, Sundays and Public Holidays,
“Electronic signature” shall mean an electronic signature as defined by the Electronic Communications and Transactions Act No. 25 of 2002,
“Personal Data” means personal data as defined in the Protection of Personal Information Act No.4 of 2013,
“Proposal” means any written document, including but not limited to a guide, proposal, estimate or quote expressly or implicitly accepted by the Client describing the Services or containing additional specific terms and conditions applicable to the Services;
“Services” means all services designed, developed or procured or supplied by Battle Bear;
“Strategy” means an activity plan based on a funnel with its activity forecasts to achieve the desired return on ad spend (ROAS)
“Third Party Services” means Services provided by persons or entities other than Battle Bear that are procured by Battle Bear for the benefit of the Client.

Any reference to the singular includes the plural and vice versa, any reference to natural persons includes legal persons and vice versa and any reference to gender include the other gender.

The section headings inserted into this Terms of Use have been inserted for convenience only and shall not be taken into account in its interpretation.

This Service Agreement shall be governed by, construed, and interpreted in accordance with the laws of South Africa, the contra proferentem rule whereby an ambiguity may be interpreted against the party responsible for its drafting shall be excluded from the interpretation hereof.

Nothing in this Service Agreement shall be construed as creating any agency, partnership, or a joint venture relationship between the parties, and neither party shall be capable of binding the other to any obligation, as may be expressly contemplated and provided for herein.

The Client must be at least 18 years of age to use the Service, and by using the Service the Client agrees to this Service Agreement, and the Client warrants and represents to Battle Bear that the Client is at least 18 years of age.

3 SERVICE

Battle Bear provides the following digital marketing services to the client, Digital Advertising Service, Email Marketing Service and Social Media Service, which is based on what the Client selected from the Service Packages. The Service Invoice will also specify which Service Packages was selected by the Client.

Battle Bear and the Client acknowledge and agree that their relationship shall at all times be governed by the principle of good faith and undertake to exercise their responsibilities towards each other with an appropriate degree of professionalism, transparency, mutual respect and consideration.

The Client acknowledges and agrees that nothing in this Service Agreement shall be construed as creating any agency, partnership or joint venture relationship between the parties and neither party shall be capable of binding the other to any obligation save as may be expressly contemplated and provided for herein.

Battle Bear will consult with the Client concerning its requirements and Battle Bear will determine the method, details, and means of performing the Service.

3.1 APPOINTMENT

The Client hereby appoints Battle Bear as the Client’s digital marketing service provider, where the parties agree to accept such appointment to provide the Service as outlined in the Service Packages, and Services Invoice.

3.2 AUTHORISATION

The Client hereby authorises Battle Bear to act on behalf of the Client in connection with the provision of the Service. Such authority includes, but is not limited to, ordering the Service from third parties.

The Client acknowledges and agrees that the Service may be dependent on timely receipt of certain information, content, and materials.

The Client agrees to comply with all reasonable requests from Battle Bear where necessary for the performance of the Service as outlined in this Service Agreement and the Service Package selected by the Client.

For the avoidance of doubt, the Client grants Battle Bear all the rights necessary to facilitate the provision of the Service to the Client hereunder.

3.3 DURATION

The Service Agreement between the Parties in respect of the Services Package selected shall commence based on the full payment of the Service Invoice, signed Service Agreement and agreed Project Plan unless agreed and stated otherwise.

Battle Bear shall render the Service Package selected to the Client for an Initial Term of three (3) months, based on the Project Plan, whereafter the Client transfers automatically over to a month-to-month basis. The initial term excludes the Setup stage of the Service Package.

The month-to-month Term of this Service Agreement shall be extended automatically for the next term of thirty (30) days unless the Client notifies Battle Bear in writing at least thirty (30) days before the expiry of the Term that the Client will no longer be making use of the Battle Bear Service beyond the expiry of the Term.

3.4 PROVISION OF MATERIALS, INFORMATION & CONTENT

The Client shall provide Battle Bear with the materials and information based on the Service Package selected and any other information which Battle Bear may reasonably require or request from the Client to facilitate or enable the provision of the Service by Battle Bear and Battle Bear shall not be liable for any service delays or service interruptions occasioned by the Client’s non-compliance with the provisions of this clause.

The Client hereby indemnifies and holds Battle Bear harmless against all liabilities, costs, and expenses which Battle Bear may incur because of any claim:

for breach of any third party Intellectual Property Rights arising from the use by Battle Bear of any intellectual property, including specifications, written materials, data, tables supplied to Battle Bear by the Client or any person acting on the Client’s behalf, and
arising because of any content posted by the Client or any third party to any social media and or search platform, website or utilising any mail or other form of communication service that is managed or maintained by Battle Bear for the Client.

3.5 THE CLIENT’S OBLIGATIONS

The Client must provide Battle Bear with:

Full details of all the Client’s social media platforms that it is presently utilising or which it may have utilised in the past. In this regard, the Client must provide Battle Bear with the Client’s login details and access passwords as well as any URL’s required to gain access to such platforms and the Client shall also be obliged to make Battle Bear a manager of any of such platforms, should this be necessary for Battle Bear to be able to render the required services herein,
The Client’s corporate identity as well as any identities applicable to any of its brands together with any specific documents that will assist Battle Bear in gaining an insight into and an understanding of the Client’s various corporate identities, which shall include but not be limited to a colour breakdown for each identity, font particulars and any or all the Client’s slogans or logos in high resolution for each identity,
Information or details with regards to what the Client stands for, the nature and extent of the services or products that the Client provides, what is the Client’s brand essence and what is the Client’s target market. Such information or details can be submitted to Battle Bear either in the online customer persona system, a document or via email and same shall then assist Battle Bear in it’s strategy and project development and content curation for the Service that Battle Bear will be recommending that the Client implements in terms hereof,
Stock photographs/images of the brands owned by the Client or over which the Client has acquired the right to use. Such photographs/images shall be utilised by Battle Bear to populate the various social media platforms,
Full information of any events that have already been organised or which are planned related to the Client in any manner whatsoever so that such information can be integrated into the social media platforms as and when required.

Once Battle Bear has finalised and presented its social media strategies, content, planners, and adverts for the Client, then the Client shall be obliged to approve and sign off on same before Battle Bear implements same,

The Client shall be presented with a Service Invoice monthly from Battle Bear and obliged to pay for the next Term of Service. Such fee shall be due and payable by the Client to Battle Bear monthly in advance on or before the last day of the initial campaign starting date for the duration over which such services are being rendered.

The Client shall furthermore be obliged to pay any additional costs, fees or charges that may be imposed by any social media or search platform or any other internet service provider about the Service being rendered by Battle Bear on behalf of the Client, which costs, fees and/or charges shall be due and payable by the Client to the Third Party Service Provider as required.

The Client must implement recommendations that may involve modifying social media pages, web pages, configuring web server, site navigation or content management system, uploading tracking pixels or conversion API. The Client acknowledges and agrees that Battle Bear shall not be responsible or liable for any of the foregoing, or any impact caused by the Client’s actions. If required Battle Bear can do this at an extra fee.

3.6 BATTLE BEAR’S OBLIGATIONS

When rendering the Service to the Client in terms hereof, Battle Bear shall attend to:

Accounts Setup: This process is required during the initial stage to set up and connect all social media and search platforms with auxiliary platforms,
Project Plan: The project plan is a collaborative process and focuses on the following objectives, preparation, setup, strategy, content curation, content implementation, monthly reporting,
Strategy development: This is the process of developing strategies for the Service that fit in with the Client, its corporate identity and/or its various brands,
Strategy session: This is a collaborative session where a consultant presents the Service Strategies that are developed based on the information provided by the Client,
Content curation: This is the process of developing content for the Service that flows from the Service strategies that have been developed herein,
Content implementation: This is the process of rolling out the approved and signed off content on the various social media and or search platforms,
Service Management: This is the monitoring the performance of the various social media and search platforms,
Service Reporting: Battle Bear shall prepare a monthly report, in writing, detailing the performance results of the Service Battle Bear has undertaken during the month,
Service Training: Battle Bear offers Service training to the Client on the specific platforms that Battle Bear is managing. This service will be at an additional charge,
Crisis Management: When there are issues on the platforms that need to be attended to, Battle Bear will contact the Client appointed company representative or project manager and notify them of the problem,
Media Management: Battle Bear shall respond to or engage with fans/followers as and when required.

3.7 CHALLENGES THAT MAY IMPACT THE SERVICE

The Client agrees that Battle Bear has made the Client aware that the following issues may negatively impact the Service being provided by Battle Bear inter alia:

Client Accounts Availability: If the Client’s social media and or search platform accounts are not being made available on time or do not remain available, it may harm the Service provided,
Late payment: Late payment could cause systems to be disconnected by third parties, which will require time to set up and be reconfigured, resulting in a loss in performance and extra fees,
Client Content: The late or insufficient provision of the Client content could delay the Service implementation,
Abusive users: At times there may be an abusive user who does not agree with the brand or what is being stated. These users will either be removed or dealt with;
Internet Failure: If there is major internet downtime throughout the country or in any other manner whatsoever for whatever reasons, then Battle Bear may not or will not have access to the social media and or search platforms,
Power Failures: Loadshedding impacts access to systems and platforms from the provider and customer point of view directly,
Lead Magnet Failure: The Client is unable to provide lead magnet/s that are free of charge to be utilised in the campaigns advertisement, or the lead magnet is unable to attract the necessary interest from prospects to convert into leads,
Call to Action: If during any campaign there is an error with a domain or URL the Client supplied and Battle Bear is not informed thereof, then users will be directed to a faulty URL,
Advert Price Increase: When there is a higher demand for particular demographics the price of the CPC may increase, lowering the overall results compared with the planned budget,
Social Media Platforms: If the Client is new to this Service or new to the social media platforms, the Client can only expect a positive engagement after three (3) months this also depends on the advertising budget or the desirability of products or services on offer,
Database: Clients are required to provide their databases for social media and email marketing purposes. By engaging Battle Bear, the Client is confirming that its database has been legitimately obtained and, where applicable, all email addresses have opted in for communications as per the POPI Act. Any third party mailer subscription fees will be charged directly to the Client. Battle Bear cannot be held liable for the thoughts and communications expressed by Clients,
Graphic design: Battle Bear will design up to three new concepts if the original concept is not accepted. Should all three designs not be acceptable, the client and Battle Bear agree to obtain outside mediation to determine whether Battle Bear has missed the brief or whether the Client is being unreasonable. The mediator will be agreed to by both parties. This cost will be split by both parties.
Additional Requirements: The Client website or social media and search platforms do not comply with industry best practices which could limit the effectiveness of online advertising or are not in compliance with statutory requirements such as the POPI Act or international regulations.

4 MODIFICATION

Battle Bear shall be entitled to charge for any additional modifications or changes beyond the Service Invoice, incurred by Battle Bear in the performance of this Service Agreement.

If the Client requests any additional customisation or modifications that are additional to the Service Invoice, Battle Bear will consider the changes and advise the Client accordingly, and if the Client insists to continue with the implementation of the modification or change, Battle Bear will provide a quotation for the work to be done, whereupon the Client shall approve the change, and do the payment before the customisation will commence.

The Client acknowledges that Battle Bear will not be held responsible for the underperforming Service, due to the change which Battle Bear advised against.

5 THIRD PARTY SERVICE

Battle Bear shall be authorised to act as the Client’s agent in dealing with certain types of third party services, such as the management of digital advertising campaigns.

The Client acknowledges and agrees that Services may be provided to the Client via third party vendors and/or partners.

The Client acknowledges and agrees that Battle Bear cannot accept any responsibility or liability for the performance, policies, or actions of third party networks including, but not limited to, search engines, display networks and social media networks. Third-party networks may drop listings, suspend accounts, impose additional requirements, change terms and conditions, or undertake other actions, which may impact the Service, at their discretion. The Client agrees that Battle Bear shall not be responsible or liable for any of the foregoing.

6 ACCESS

Where the Client provides Battle Bear with access credentials to the Client’s accounts with third parties, or authorises Battle Bear to create any such accounts, including but not limited to social media and search platforms and the like, the Client acknowledges and agrees that Battle Bear shall be authorised to operate and transact on such accounts as an agent for and on behalf of the Client.

If the Client does not have the required social media and search platforms already set up and available when this Service Agreement is concluded, Battle Bear will set it up as outlined in the Service Package for an additional fee.

7 INTELLECTUAL PROPERTY RIGHTS

Subject to the provisions of this Service Agreement, all original content and intellectual property developed specifically for the Client during the provision of the Services by Battle Bear shall vest entirely with the Client on receipt of full payment for the Service. Battle Bear may, however, reuse any know-how, skills, tools, methods, and experience that its personnel gather during the performance of the Services hereunder and such reuse shall not be deemed to violate this Service Agreement.

Where Battle Bear incorporates the intellectual property of any third party into any materials developed for the Client, Battle Bear shall ensure that it has all necessary permissions and consents required to enable it to do so. Ownership of any such third party intellectual property shall not pass to the Client and Battle Bear shall ensure that the Client shall be licensed to make use of any such third party intellectual property on terms and conditions to be disclosed to the Client by Battle Bear.

The Client agrees to indemnify Battle Bear in respect of any failure on the Client’s part to comply with the terms of this Service Agreement or to abide by the terms of any specific licences granted to it in respect of any such third party intellectual property.

8 SERVICE FEES

All invoices shall be payable in advance by the Client on presentation of the Service Invoice unless otherwise agreed to by the parties in writing and all payments shall be made without any deduction, set-off or exchange.

VAT is not charged currently because Battle Bear is in the process of obtaining VAT registration in South Africa.

8.1 SETUP FEES

Battle Bear will charge the Client a one-time setup fee to initiate the Service as selected on the Service Invoice.

If the Client discontinues the Service for one (1) month or longer, an additional Setup fee could apply.

8.2 ACCOUNT MANAGEMENT FEES

Battle Bear will charge the account management fee(s) as outlined in the Service Invoice to perform the Service selected by the Client.

The account management fees are charged monthly based on a Service Invoice and paid in advance by the Client for the Service. The account management fees shall be paid on or before the initial campaign start date outlined in the Project Plan and the Service Invoice.

The Service will only continue based on full payment based on the monthly presentation and payment of Service Invoice.

8.3 RETAINER FEES

Retainer fees shall be due and payable irrespective of whether the Client makes full use of Battle Bear’s retained resources or services.

Battle Bear may, in its sole discretion, agree to apply a temporary service credit to the Client’s account for unutilised retained services that have been paid for by the Client, provided that any such service credit shall not exceed 50% of the value of the unutilised services and provided further that any such service credit shall expire within the month following the month to which the credit relates and shall not be rolled over into any further month or used as a basis for calculating any further service credits.

9 LIABILITY

The Client acknowledges and agrees that it is in a position to identify and evaluate the potential impact, benefits and risks associated with or arising out of Service including insofar as they relate to its activities and stakeholders.

Where the Client has expressly requested and authorised Battle Bear in writing to procure and arrange, at the Client’s own approved expense, professional indemnity, or project insurance to cover and insure against any claims that may be made against Battle Bear by the Client in respect of the Services and for where the Client has made payment in full of the costs of any such insurance before the commencement of the Services.

Battle Bear shall not be liable to the Client in respect of any claim for any damages or loss including special, exemplary, indirect, incidental, consequential, punitive or tort damages arising out of, or in connection with this Service Agreement or the Services.

Under no circumstances and in no event shall Battle Bear be liable to the Client, nor any third party to whom the Client may cede any of its rights where authorised to do so in terms of this Service Agreement, in respect of any claim made against Battle Bear or arising out of the Service or any act or omission of Battle Bear other than a claim for an insured event or circumstance expressly contemplated and provided for by the insurance cover and where such cover is procured at the request and expense of the Client. Battle Bear’s liability to the Client or any third party in respect of any claim arising as a result of any insured event or circumstance shall not exceed the maximum aggregate amount or amount per claim that may be successfully claimed by Battle Bear in terms of any such cover.

On the request of the Client, Battle Bear shall furnish the Client with a copy or summary of its insurance policy document, if requested to procure, and it shall always remain the responsibility of the Client to ensure that the terms and extent of any such cover held or procured by Battle Bear are sufficient in its nature and extent and is on terms satisfactory to the Client.

Battle Bear shall have no liability to the Client or any other person arising from any act or omission of a third party service provider. Battle Bear’s sole and exclusive responsibility concerning third party services shall be to act with reasonable diligence and care in selecting third party service providers and in responsibly managing the Client’s account with any such third party where applicable.

The Client acknowledges and agrees that under no circumstances shall Battle Bear be liable to the Client for any other claims including any claims for consequential or indirect damages or loss, including loss of customers, business or loss of profits.

10 NON-SOLICITATION

The Client shall not during the currency of this Service Agreement, nor within a Term of twelve months following its termination, without the prior written consent of Battle Bear, hire or engage, nor offer to hire or engage, directly or indirectly, whether as an employee, consultant, independent contractor or in any other capacity, any person who was at any time during the Term of this Service Agreement an employee or contractor of Battle Bear engaged directly or indirectly in the provision of the Services to the Client.

Where the Client breaches this clause, or where a related person to the Client within the meaning of section 2 of the Companies Act takes any action that would constitute a breach if taken by the Client, the Client shall be liable to make payment of an amount to Battle Bear that is equal to the gross remuneration that the relevant employee or contractor would have received if he or she had been employed on a full-time basis for three months by Battle Bear at his or her last remuneration level.

11 CONFIDENTIALITY AND DATA PROTECTION

Each party (the “Restricted Party”) shall, and shall ensure that every other member of its personnel shall keep confidential and shall not use for its own purposes, nor disclose any information of a confidential nature about the other party or its business (including but not limited to Client information, trade secrets and information of commercial value) which becomes known to the Restricted Party unless such information is already in the public domain otherwise than because of a breach by the Restricted Party of its obligations. Disclosure is, however, permitted to the extent that any such disclosure is:

required by law,
requested by the Restricted Party’s professional advisers or a regulatory body to whose jurisdiction or rules the Restricted Party is subject or about a prospective investment by or in the Restricted Party,
to the Restricted Party’s employees, agents or professional advisers where it is reasonably necessary or desirable to enable the Restricted Party to comply with this Service Agreement provided that before the disclosure takes place the Restricted Party makes such employees, agents or professional advisers aware of its obligations of confidentiality under this Service Agreement and at all times procures compliance by such employees and agents therewith, or
made with the prior written consent of the other party.

The Parties agree not to disclose to any unauthorised person any Personal Data of a data subject that is processed by either party in terms of this Service Agreement and to comply in all respects with the provisions of any applicable data protection legislation to which they may be or become subject.

Each party agrees that the provisions of this section shall survive the termination of this Service Agreement, however arising.

12 TRANSFER OF RIGHTS AND OBLIGATIONS

The Client shall not cede, assign, or transfer any of its rights or obligations in terms of this Service Agreement without the prior consent in writing of Battle Bear.

13 DISPUTE RESOLUTION

Should any dispute, disagreement or claim arise between the parties concerning this Service Agreement, the parties shall endeavour to resolve same by negotiation by the respective project managers, in the first instance, and thereafter by a senior executive of each party.

The parties hereby consent to the non-exclusive jurisdiction of the Magistrates’ Court for any claim up to the value of R1 million.

Battle Bear shall be entitled to the award of legal costs in any litigation arising in terms of this Service Agreement on the scale of attorney and client.

14 TERMINATION

Either party may terminate this Service Agreement by providing the other party with written notice at least thirty (30) days before the end of the Term, except during the first two (2) months of the Initial Term.

The Service Agreement may be terminated by a party if the other party materially breaches the Service Agreement and does not remedy such breach within fifteen (15) days following written notice thereof from the non-breaching party.

Either Battle Bear or the Client shall have the right to terminate this Service Agreement by written notice if any of the following events occurs with respect to the other (the “Defaulting Party”):

the Defaulting Party is in material breach of any of its obligations hereunder and in the case of a remediable breach fails to remedy within 15 Working Days of receipt of a notice requiring that the breach be remedied,
any resolution is passed, or order made for the winding-up or administration of the Defaulting Party otherwise than for the purposes of a reconstruction or amalgamation,
a receiver is appointed over any of the assets of the Defaulting Party, or any arrangement or composition is made with the creditors of the Defaulting Party, or
the Defaulting Party ceases or threatens to cease to continue business or suspends payment of all or substantially all of its debts or is unable to pay its debts as they fall due.

Upon termination of this Service Agreement, Battle Bear may remove any tracking codes or pixels and the like installed by Battle Bear in connection with the Service.

The provisions of the Service Agreement, which expressly or by implication are intended to survive termination or expiration, will survive and continue to bind the parties.

Once the Service Agreement is terminated, the Client is responsible to cancel Battle Bear’s access to the Client’s social media and search platforms, immediately after the Service Agreement is terminated.

15 FORCE MAJEURE

Battle Bear shall have no liability to the Client in respect of anything which, apart from this provision, may constitute a breach of this Service Agreement arising because of Force Majeure, which for the purposes of this Service Agreement shall mean and include any circumstances beyond the reasonable control of Battle Bear including, but not limited to, acts of God, fire, flood, acts or regulations of any governmental or supra-national authority, war or national emergency, accident, riots, civil commotion strikes, lockouts, labour strikes, or breakdown or interruption of power, communication or transportation services.

16 NOTICES

All communications and reporting otherwise specifically provided for elsewhere in this Service Agreement, any notice or other document to be given under this Service Agreement shall be given in writing and shall:

if delivered by courier service be deemed to have been duly received by the addressee on the date of delivery,
if posted by prepaid registered post be deemed to have been received by the addressee on the 8th day following the date of such posting, or
if sent by electronic mail to a correct address for the addressee, be deemed, until the contrary is proved by the addressee, to have been received within 1 hour of sending where transmitted during the hours of 08h00 – 16h00 of any business day or at noon on the following business day where transmitted outside of such business hours.

Notwithstanding anything to the contrary contained in this Service Agreement, a written notice or communication received by one of the parties from the other, including communication by way of electronic mail, shall constitute adequate written notice or communication to such party.

17 WAIVER

Failure or delay by either party to exercise or enforce any right conferred upon it by this Service Agreement shall not be deemed to be a waiver of any such right or any other right hereunder.

18 WARRANTIES

Each of Battle Bear and the Client warrants that it is legally entitled to enter into this Service Agreement, that the performance of its obligations under this Service Agreement will not in any way constitute an infringement of any other person’s rights including the intellectual property rights of any third party, that the persons signing or accepting this Service Agreement on behalf of it are duly authorised to do so, and that its entry into and performance of this Service Agreement does not and will not violate any agreement to which it is a party or is binding on it.

Each party’s undertakings set out in this Service Agreement shall be the full extent of its obligation to the other party concerning its performance or non-performance under this Service Agreement. Accordingly, except as aforesaid, all warranties, conditions, or representations, expressed, implied, statutory or otherwise and whether arising under this Service Agreement or under any prior agreement or in oral or written statements made by or on behalf of either party in the course of negotiations with the other party or its representatives are hereby excluded, insofar as the same are capable of exclusion by law.

The Client acknowledges and agrees that no warranty, condition, undertaking, term, or otherwise is given or to be implied as to the suitability of any services supplied by Battle Bear for the Client for any particular purpose including compliance with any legal obligation to which the Client may be subject, or for use under any specific conditions, notwithstanding that any such purpose or conditions may be known or made known to Battle Bear and all such warranties, conditions, undertakings and terms are hereby expressly excluded.

19 CHANGES

Battle Bear reserves the right, at its sole discretion, to modify or replace this Service Terms of Use or any other terms, policies, or procedures at any time.

By continuing to access or use the Battle Bear website and service after those revisions become effective, the Client agrees to be bound by the revised terms. If the Client does not agree to the new terms, the use of the website and services should cease.

20 ENTIRE AGREEMENT

This Service Agreement is the entire understanding between the parties relating to this Service Terms of Use and supersedes all prior or coexistent understandings, whether on the website, written or oral.

No change, modification or amendment to this Service Agreement will be effective or binding unless signed by the Client and Battle Bear’s duly authorised officer.

The waiver by either party of any breach or failure to enforce any of the Service Terms of Use of this Service Agreement at any time shall not in any way affect, limit, or waive such party’s right thereafter to enforce and compel strict compliance with every term of use of this Service Agreement.

Except as explicitly set forth herein, none of the provisions of this Service Agreement will be for the benefit of or enforceable by any third party.

If any term of this Service Agreement is held invalid, illegal, or unenforceable for any reason, the remainder of the provision shall continue in full force and effect.

The parties have executed this Service Agreement, with full knowledge of its content and significance and intend to be legally bound by the collective terms hereof effective from the date of acceptance and signature.

21 CONTACT US

If there is any question about these Service Terms, please contact Battle Bear by sending an email to [email protected] or using the Contact Us page. Our address is www.battlebearmarketing.com 13A Oxford Rd, Bedford Gardens, 2007, South Africa.