Terms of Service & Operational Agreement

1. Parties, Corporate Identity & Acceptance

This Master Commercial Agreement ("Agreement") constitutes a legally binding contract between:

• TVB Network (Pty) Ltd, a proprietary limited technology company incorporated under the laws of the Republic of South Africa with Registration Number 2022/697770/07, having its principal business address in Johannesburg, Gauteng ("TVB Network", "Licensor", "we", "us", or "our"); and
• The legal entity, mining house, joint venture, concession holder, or commercial contractor registering for, deploying, or utilizing the platform ("Client", "Licensee", "Concessionaire", or "you").

By creating an account, authenticating via Centralized TVB SSO, activating a monthly subscription, or deploying MineCore telemetry modules across shafts, weighbridges, or dispatch centers, you warrant that you are authorized to bind the Client to these terms.

2. Statutory Safety & MHSA Operational Immunity

The mining sector is governed by rigorous statutory standards under the Mine Health and Safety Act 29 of 1996 (MHSA), the Mineral and Petroleum Resources Development Act 28 of 2002 (MPRDA), and Department of Mineral Resources and Energy (DMRE) directives.

Under this Agreement, the Client explicitly acknowledges and covenants that:

• No Statutory Substitution: MineCore digital shift logs, automated hazard logs, and pre-start inspection rosters are administrative aids and do not relieve the Client's appointed Mine Manager (Section 3/4) or Safety Officers of their statutory obligations.
• Section 54 & 55 Stoppage Orders: TVB Network shall have zero liability, financial or otherwise, for any statutory work stoppages, closure directives, production halts, or compliance notices issued by DMRE Principal Inspectors under Sections 54, 55, or 56 of the MHSA.
• Underground & Shaft Incident Immunity: TVB Network (Pty) Ltd, its directors, developers, and contractors are completely immune and discharged from any claims relating to rockbursts, fall of ground (FOG), methane or gas ignitions, mud-rushes, hoist or winder malfunctions, transport collisions, or slope failures.

3. Telemetry, Sensor Feeds & Weighbridge Disclaimers

MineCore interfaces with third-party edge devices, weighbridge serial scales, pit telemetry, and GPS hardware:

• Advisory Nature: All dashboard metrics (tonnage extracted, estimated grade, crusher availability, OEE) are estimates generated from Client-supplied sensor data or manual ledger entries.
• Sensor Calibration: The Client is solely responsible for certifying, calibrating, and maintaining hardware telemetry devices in accordance with South African National Accreditation System (SANAS) guidelines.
• Network Latency Underground: Mining shafts frequently experience underground packet loss, RF attenuation, and transmission latency. TVB Network does not warrant that real-time telemetry will be uninterrupted, instant, or free from communication delays.

4. Intellectual Property & Protection under Cybercrimes Act

All intellectual property rights in and to MineCore — including database architectures, Google BigQuery functional sharding models, API endpoints, REST controllers, mathematical algorithms, CSS layouts, and trademarks — belong exclusively to TVB Network (Pty) Ltd.

5. Limitation of Liability & Absolute Financial Cap

To the maximum extent permissible under the statutory laws of the Republic of South Africa:

• Zero Consequential or Indirect Damages: In no event shall TVB Network (Pty) Ltd, its shareholders, directors, officers, employees, or developers be liable for any lost profits, lost ore production, mineral loss, downtime, concession forfeiture, commercial delay penalties, loss of goodwill, or punitive damages.
• Monetary Liability Cap: TVB Network's maximum aggregate financial liability arising out of or related to this Agreement, whether in contract, delict (including negligence), breach of statutory duty, or otherwise, is strictly capped at the total license fees paid by the Client in the three (3) months immediately preceding the event giving rise to liability.
• "AS IS" Basis: The platform is provided without warranties of any kind, whether express, implied, or statutory, including merchantability or fitness for a particular mining concession.

6. Client Indemnification Obligations

The Client agrees to defend, indemnify, and hold harmless TVB Network (Pty) Ltd, its directors, affiliates, engineers, and agents against any and all claims, demands, liabilities, damages, fines, and legal expenses (including attorney-and-own-client fees) arising from:

• Any underground accident, personal injury, occupational disease, or fatality occurring on the Client's mining premises;
• DMRE administrative fines, statutory inquiries, or Section 54/55 stoppage directives;
• Labour disputes, union arbitration, or CCMA proceedings arising from the enforcement of the platform's statutory disciplinary penalty matrix;
• Breach of POPIA or unauthorized sharing of worker health records caused by Client operator error or credential mismanagement.

7. POPIA Operator Agreement (Act 4 of 2013)

In terms of Sections 19, 20, and 21 of the Protection of Personal Information Act (POPIA Act 4 of 2013):

• Responsible Party vs Operator: The Client acts as the Responsible Party, determining the lawful purpose for collecting worker identities, lamp-room biometric records, and medical screening dates. TVB Network acts exclusively as an Operator processing records upon the Client's instructions.
• Tenant Isolation: Worker telemetry and personnel files are functionally partitioned in dedicated isolated database shards (`biz_clientId`) with zero cross-tenant contamination.
• Data Subject Requests: The Client is responsible for addressing worker requests for deletion or objection under Section 11 and 24 of POPIA.

8. Commercial Billing, Paystack Gateway & Account Deletion

Platform subscriptions are billed in South African Rand (ZAR) via authorized gateways including Paystack, PayFast, and verified EFT:

• Billing Cycles: Monthly subscriptions renew automatically unless cancelled via the administrative dashboard prior to the billing cutoff.
• Value-Added Tax (VAT): Subscriptions are subject to statutory South African Value-Added Tax (VAT) at the prevailing rate of 15%.
• 30-Day Statutory Account Deletion Request: When an enterprise concession requests account deletion, the system initiates a statutory 30-day cooling-off hold. Concession data is archived securely for 30 days before irreversible database purge, enabling audit retrieval during regulatory investigations.

9. Governing Law, Dispute Resolution & Severability

This Agreement is governed by and construed in accordance with the statutory laws of the Republic of South Africa.

• High Court Jurisdiction: The parties consent to the non-exclusive jurisdiction of the High Court of South Africa (Gauteng Local Division, Johannesburg) for any legal proceedings or urgent interdicts.
• Arbitration: In the event of commercial dispute, the parties may elect to refer the matter to expedited arbitration under the Rules of the Arbitration Foundation of Southern Africa (AFSA) seated in Sandton, Johannesburg.
• Severability: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed and the remaining terms shall continue in full force and effect.

10. Legal Notices & Corporate Communications

All formal legal notices, statutory inquiries, or contractual communications must be served in writing to: