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terms_of_subcontractor_service [2025/10/14 01:09] – [Terms of Subcontractor Service] thesaintterms_of_subcontractor_service [2025/10/14 01:11] (current) – [16. Local Tech Engagement (REVISED RESTRAINT CLAUSE)] thesaint
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   * No client data may be kept, shared, or used outside SupportCALL-authorized purposes.   * No client data may be kept, shared, or used outside SupportCALL-authorized purposes.
  
-===== 11. Governing Law (REVISED DYNAMIC CLAUSE) =====+===== 11. Governing Law =====
 **11.1.** These Terms of Use shall be governed by and construed in accordance with the laws of the **SupportCALL entity** that is the contracting party and that issues the instruction for the services.\\ **11.1.** These Terms of Use shall be governed by and construed in accordance with the laws of the **SupportCALL entity** that is the contracting party and that issues the instruction for the services.\\
 **11.2.** If the contracting party is **SupportCALL (Pty) Ltd** (South Africa), the governing law will be the laws of **South Africa**.\\ **11.2.** If the contracting party is **SupportCALL (Pty) Ltd** (South Africa), the governing law will be the laws of **South Africa**.\\
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 **11.4.** By entering into this Agreement, you irrevocably submit to the exclusive jurisdiction of the Courts of the applicable Governing Law jurisdiction. **11.4.** By entering into this Agreement, you irrevocably submit to the exclusive jurisdiction of the Courts of the applicable Governing Law jurisdiction.
  
-===== 12. Liability and Indemnification (REVISED & STRENGTHENED) =====+===== 12. Liability and Indemnification =====
 **12.1. Subcontractor Liability:** The Subcontractor is solely liable for any and all loss, damage, injury, or expense arising from the performance of services under this Agreement, including liability arising from the Subcontractor's **(a) negligence or wilful misconduct**, **(b) breach of contract**, **(c) errors, omissions, or delays**, or **(d) breach of any statutory or common law duty (including consumer guarantees)**.\\ **12.1. Subcontractor Liability:** The Subcontractor is solely liable for any and all loss, damage, injury, or expense arising from the performance of services under this Agreement, including liability arising from the Subcontractor's **(a) negligence or wilful misconduct**, **(b) breach of contract**, **(c) errors, omissions, or delays**, or **(d) breach of any statutory or common law duty (including consumer guarantees)**.\\
 **12.2. Indemnification:** Subcontractor agrees to indemnify, defend, and hold SupportCALL harmless against any and all claims, demands, liabilities, costs, or damages (including legal costs on a full indemnity basis) incurred by SupportCALL arising from or in connection with the Subcontractor's performance of services, including third-party claims by end-users or clients.\\ **12.2. Indemnification:** Subcontractor agrees to indemnify, defend, and hold SupportCALL harmless against any and all claims, demands, liabilities, costs, or damages (including legal costs on a full indemnity basis) incurred by SupportCALL arising from or in connection with the Subcontractor's performance of services, including third-party claims by end-users or clients.\\
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   * **The arbitration will be governed by the laws determined under Clause 11.**   * **The arbitration will be governed by the laws determined under Clause 11.**
  
-===== 14. Modification of Terms (REVISED FOR AUDITABLE NOTICE) =====+===== 14. Modification of Terms =====
 **14.1.** SupportCALL reserves the right to modify these Terms of Service from time to time to reflect changes in our business practices or legal and regulatory requirements.\\ **14.1.** SupportCALL reserves the right to modify these Terms of Service from time to time to reflect changes in our business practices or legal and regulatory requirements.\\
 **14.2. Minor Changes:** For minor, non-material changes (e.g., correcting typos, adding contact information, or changes not affecting the core rights and obligations of the Subcontractor), the revised Terms will be effective immediately upon posting on the Ticket System.\\ **14.2. Minor Changes:** For minor, non-material changes (e.g., correcting typos, adding contact information, or changes not affecting the core rights and obligations of the Subcontractor), the revised Terms will be effective immediately upon posting on the Ticket System.\\
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   * SupportCALL may terminate immediately for serious breaches (including failure to maintain insurance, breach of Confidentiality, or gross negligence).   * SupportCALL may terminate immediately for serious breaches (including failure to maintain insurance, breach of Confidentiality, or gross negligence).
  
-===== 16. Local Tech Engagement (REVISED RESTRAINT CLAUSE) =====+===== 16. Local Tech Engagement =====
 **16.1. Prohibition on Bypassing SupportCALL:** The Subcontractor may under no circumstances engage directly with **SupportCALL's clients, end-users, or referral sources** outside of the SupportCALL Ticket System or agreed channels, both during the term of this Agreement and thereafter.\\ **16.1. Prohibition on Bypassing SupportCALL:** The Subcontractor may under no circumstances engage directly with **SupportCALL's clients, end-users, or referral sources** outside of the SupportCALL Ticket System or agreed channels, both during the term of this Agreement and thereafter.\\
 **16.2. Post-Termination Non-Solicitation (Restrictive Covenant):** If this Agreement ends, the Subcontractor, or anyone associated with them, may not contact, solicit, or conduct business directly with any **SupportCALL Staff, clients, or end-users** who were clients of SupportCALL during the **12 months** immediately prior to termination.\\ **16.2. Post-Termination Non-Solicitation (Restrictive Covenant):** If this Agreement ends, the Subcontractor, or anyone associated with them, may not contact, solicit, or conduct business directly with any **SupportCALL Staff, clients, or end-users** who were clients of SupportCALL during the **12 months** immediately prior to termination.\\
terms_of_subcontractor_service.1760404185.txt.gz · Last modified: by thesaint