EEIP TERMS & CONDITIONS
Through the Amazon Web Services Equity Equivalent Investment Program (the AWS EEIP), AWS will support Black owned EMEs and QSEs, in the Information and Communications Technology ICT sector, who would like to be at the forefront of the digital revolution by becoming cloud computing experts AWS is committed to contributing positively to South Africa and would like to partner with Small and Medium Enterprises (who share the same passion and commitment to local development. In order to qualify for selection to the AWS EEIP, aspiring participants must submit their entries on or before the closing date of the call for applications.
2. What is the AWS EEIP?
AWS EEIP will see over R 365 million invested in the development of 100 B lack owned EMEs and QSEs within the ICT sector, supporting them in becoming cloud computing experts within the AWS Partner Network (APN). Each selected participant will go through an 18–24-month partner enablement and acceleration program AWS EEIP will provide training and education and support the development of these businesses technical expertise in cloud computing These businesses will also receive business enablement support as well as funding to help take their business to the next stage of growth As these businesses their knowledge, experience and technical requirements, they will move up a tier in the APN, becoming Validated AWS Partners.
3. Terms and Conditions
These terms and conditions explain the parties' rights and duties under the AWS EEIP application. By applying for selection to the AWS EEIP, an applicant will be deemed to have read and agreed to be legally bound by these terms and conditions.
3.1. Application Opening and Closing Dates
The application process opens on Thursday 20 July 2023 and will close on Thursday 10 August 2023 at 23 h 00. All applications, fully completed as required, must be received by 23 h 00 on Thursday 10 August 2023. AWS reserves the right to extend the closing date of the application process.
While AWS may provide assistance and advice to successful applicants, AWS cannot guarantee that the applicant’s business will be commercially successful. By applying to the AWS EEIP, the applicant agrees to indemnify and hold AWS and their shareholders and affiliates, their respective directors, agents, representatives, and advisors (“Indemnified Parties”) harmless from any loss or damage that the applicant or any other person suffers because of the applicant’s application to or participation in the AWS EEIP.
3.3. Eligibility Criteria
3.3.1. Applications are open to South African businesses who meet the criteria set out below:
18.104.22.168. EMEs or QSEs as defined in the Amended Information and Communications Technology Sector Codes, issued under the B BBEE Act (“AICT Sector Codes”);
22.214.171.124. 100 Black Owned;
126.96.36.199. Meet all 3 Ownership criteria (namely economic interest, voting rights and net value points) based on the Flow Through Principles, in accordance with the terms of the AICT Sector Codes;
188.8.131.52. Hold a valid B BBEE Level 1 contributor certificate or affidavit at the date of application; and
184.108.40.206. Not have taken part in or be guilty of any of the prohibited activities listed below, or any Fronting practices, as defined in the Broad Based Black Economic Empowerment Amendment Act, 2013.
3.3.2. AWS reserves the right to amend the Eligibility Criteria.
3.3.3. The applicant agrees that AWS has the absolute discretion to decide if any applicant’s action constitute a prohibited action In the event that AWS has determined that an applicant’s action constitutes a prohibited action, AWS may, at its discretion, terminate the applicant’s application remove the applicant’s access to the Application Portal and take appropriate legal action against the applicant AWS may also immediately remove any content that it reasonably believes is Prohibited Content, without notice to the applicant.
3.3.4. At AWS sole discretion, preference will be given to applicants who meet any of the following criteria:
220.127.116.11. applicants who had/have revenue of at least R 2 000 000 in their last completed or current financial year;
18.104.22.168. applicants who are at least 30 Black female owned in accordance with the terms of the AICT Sector Codes; and
22.214.171.124. applicants who are at least 51% Black Designated Group owned in accordance with the terms of the AICT Sector Codes.
3.3.5. AWS reserve the right, at its sole discretion, without having to give any reason, to immediately remove any applicant or disqualify any applicant if the applicant fails to comply with these terms and conditions. In such event the applicant hereby agrees to refund/return, at AWS ’demand, any amounts/benefits paid/provided to the applicant by AWS.
3.4. Due Diligence
3.4.1. AWS and/or its advisers will be conducting due diligence on each applicant, during all phases of the application process, as well as ad hoc due diligence and verification audits (without limitation to, criminal, financial, and other checks of the applicant and its directors), at any time during the applicant s participation in AWS EEIP.
3.4.2. By applying for selection to the AWS EEIP, the applicant consents to the above-mentioned due diligence and verification audits being conducted on the applicant.
3.4.3. If any due diligence or verification audit, reveals (at AWS discretion) that an applicant has breached any of the Program rules, terms and conditions, and/or any agreement between the applicant and AWS, in relation to the AWS EEIP, at any time between and including the date of application and if applicable, the course of their participation in AWS EEIP, AWS may terminate the applicants participation in the Program and/or any agreement related thereto, with immediate effect, and without liability to the parties.
3.4.4. The following persons (natural or legal) may not apply for selection to the AWS EEIP, even if they meet the other eligibility criteria:
126.96.36.199. any employee of the Government (national or provincial), any Government department, municipality, or State-Owned Enterprise;
188.8.131.52. anyone with an adverse finding against them or their company by the B BBEE Commission;
184.108.40.206. any person owned and/or controlled (directly or indirectly) by a company that would not itself be eligible to participate in the AWS EEIP;
220.127.116.11. an EME or QSE (who would otherwise be eligible to participate) who is part of a group of companies which includes a Generic Enterprise
18.104.22.168. an EME or QSE (who would otherwise be eligible to participate) who is currently a participant under a third-party Equity Equivalent Investment program within the ICT sector; and
22.214.171.124. the spouse, life partner, siblings, children, or parents of any of the persons named above.
3.4.5. Any of the following may result in your disqualification as an applicant to or participant in the AWS EEIP:
126.96.36.199. failure to comply with or remain compliant with the eligibility criteria set out above and in any other published program documentation;
188.8.131.52. breach of any of the terms and conditions;
184.108.40.206. breach of warranties made in relation to application to the AWS EEIP;
220.127.116.11. submission of multiple applications to participate in the AWS EEIP, by the same applicant;
18.104.22.168. any act or deemed act of Fronting;
22.214.171.124. the posting of Prohibited Content on the Application Portal;
126.96.36.199. fraud dishonesty or misrepresentation in relation to an application to the AWS EEIP, including but not limited to a failure to disclose any change in circumstances which may have an effect on the applicant’s eligibility for participation or selection, occurring between the date of application and the date of contracting to the AWS EEIP;
188.8.131.52. plagiarism and/or collusion between applicants, or applicants and third parties.
3.5.1. The application adjudication process will be undertaken in four Phases, as set out below:
184.108.40.206. Phase One: Screening for eligibility, completeness of the application and program fit followed by short-listing for technical screening;
220.127.116.11. Phase Two: Technical screening to assess current processes followed by short-listing for final adjudication;
18.104.22.168. Phase Three: Submission of background check information and proof of completion of the requisite accreditations. Further details will be communicated to short listed applicants.
22.214.171.124. Phase Four: final presentation to the selection panel further details will be communicated to short listed applicants.
3.5.2. Successful applicants under each Phase will be notified by email.
3.5.3. AWS will select qualifying applicants from the shortlist, to participate in the AWS EEIP Program for 18-24 months of intense development/incubation The AWS EEIP Program will provide financial and in-kind support to enable the successful applicants to accelerate their business AWS reserves the right to select or not to select any applicants.
3.6. Warranties and Indemnities
3.6.1. The applicant hereby warrants that:
126.96.36.199. there are no actions, suits or proceedings pending or threatened, before or by any judicial, administrative or union body, any arbiter or any governmental authority, against or affecting the applicant or its directors;
188.8.131.52. no bankruptcy, insolvency or other similar proceeding has occurred or are pending against the Applicant;
184.108.40.206. all information provided in the application is true and correct, and shall be true and correct;
220.127.116.11. it nor its representatives will undertake, cause, or permit any act which would violate any applicable anti-corruption law, including the U S Foreign Corrupt Practices Act, and the UK Bribery Act; and
18.104.22.168. it nor its representatives will make, cause, or permit any offer, promise, or payment of money or any other thing of value to any third party, directly or indirectly, to improperly influence the actions of any person, or to obtain any improper advantage in connection with the AWS EEIP.
22.214.171.124. The applicant hereby agrees to defend AWS and the Indemnified Parties against any legal claim or action that may arise in relation to the applicant’s application to the AWS EEIP In the event of any such claim or action the applicant shall be liable to pay all legal costs or expenses (on an attorney and own client scale) in relation to such claim or action At AWS’ discretion, the applicant shall defend AWS and/or the Indemnified Parties against such claims or action, and/or pay any legal costs or expenses (on an attorney and own client scale), or amounts AWS and/or the Indemnified Parties paid or must pay in damages to any person or to settle any claim.
3.7. Data Privacy
3.7.2. AWS acknowledge and undertake to use commercially reasonable efforts to ensure that the applicant’s financial data will be kept strictly confidential.
3.7.3. The applicant acknowledges that and consents to AWS processing (which includes, without limitation, collect, store, update, use, make available or destroy) the application and all the information contained in such application in order to, among other things:
126.96.36.199. comply with legislative, risk and compliance requirements (including without limitation to directives, sanctions and rules), voluntary and involuntary codes of conduct, industry requirements, fulfil reporting requirements, and/or information requests;
188.8.131.52. perform historical, statistical and research purposes;
184.108.40.206. contact deliver documents or notices to the applicant, specifically relating to the AWS EEIP;
220.127.116.11. market related information to the applicant;
18.104.22.168. conduct security or identity verification and due diligence on the applicant;
22.214.171.124. conduct due diligence on the applicant;
126.96.36.199. share the application with any persons selected by AWS to assist with the vetting and adjudication process, who have an obligation to keep the application confidential;
188.8.131.52. share the application with law enforcement and fraud prevention agencies, regulatory authorities, governmental departments, tax authorities and other persons that AWS (under the law) must share information about the application with;
184.108.40.206. process the application outside the borders of South Africa, according to the safeguards and requirements of the law.
AWS will have no liability to the applicant special, incidental, punitive, or indirect damages, or for any economic consequential damages, exemplary or reliance damages, or any lost profits, savings, data, opportunities, benefits or goodwill, even if foreseeable or even if it has been advised of the possibility of such damages
3.9.1. All content, provided by the applicant must be the work of the applicant. For purposes of these terms and conditions content includes but is not limited to any material that is written, visual, audio, etc.
3.9.2. The applicant will be solely responsible to conduct, at the applicant’s cost and prior to applying to participate in the AWS EEIP, all the necessary checks to determine whether the applicant infringes any third-party's rights. The applicant should contact a reputable intellectual property lawyer to assist therewith.
3.9.3. The applicant will, at its own expense, obtain all equipment and services that are necessary to gain access to the Application Portal and application process.
3.9.4. The applicant shall remain responsible for all costs associated with running, managing and undertaking its business, and its application to the AWS EEIP.
3.9.5. The applicant will be fully responsible for any taxes arising from or associated with its application to the AWS EEIP.
3.9.6. Unless stated otherwise, by AWS, no multiple applications will be accepted per applicant.
3.9.7. No extension of time, waiver of requirements or conditions, by AWS shall reduce AWS’ rights or remedies hereunder. No failure or delay by AWS to exercise any right shall operate as a waiver by AWS of its rights or prevent AWS from exercising any rights.
3.9.8. AWS decision is final, and no correspondence will be entered into No appeal of or dispute relating to such decision will be entertained.
3.9.9. AWS has the right to terminate applications, at any time, without any liability or obligation to the applicants, or any related or third party. In the event of termination of the applications process, by AWS, the applicants hereby agree to waive any rights in connection with the application.
3.9.10. AWS reserves the right to change these terms and conditions of application, at any time during the running of the application process. For convenience only, the date on which these terms and conditions were last amended will be recorded. The applicant is responsible to acquaint itself with the most recent terms and conditions.
3.9.11. AWS decisions, in relation to any aspect of the AWS EEIP, will be final and no correspondence will be entered into. The terms and conditions will be applied and interpreted by AWS, and their discretion, and their decision regarding any disputes relating to the meaning and/or content of the terms and conditions will be final and binding.
3.9.12. If any provision of these terms and conditions, to any extent, be invalid or unenforceable, the remainder of the terms and conditions shall not be affected thereby and shall be valid and be enforced to the fullest extent permitted by law.
3.9.13. Where any dates or time need to be calculated in terms of the terms and conditions, the international standard time GMT+ 2 will be used.
3.9.14. The application process will be governed by the laws of the Republic of South Africa.
3.9.15. The applicant acknowledges and agree that AWS are not committed to any course of action as a result of the applications process and/or its receipt of applications in response to it. In particular, AWS reserve the right, at its sole and full discretion to:
220.127.116.11.1. amend modify, adjust, remove or add to these terms and conditions;
18.104.22.168.2. use any information provided to it in response to the call for applications to draft the scope of requirements for inclusion in subsequent processes;
22.214.171.124.3. take no further action whatsoever, if it so decides;
126.96.36.199.4. terminate the application process at any time;
188.8.131.52.5. change the dates of the application process and adjudication;
184.108.40.206.6. not invite Applicants for further participation in any subsequent processes; and;
220.127.116.11.7. not bind itself to accept any or all of the Applications.
18.104.22.168.8. AWS will not reimburse any applicant for any preparatory costs or costs for other work performed in connection with the application process and each applicant hereby absolves AWS from any liability in relation to an applicant s preparatory costs and cost for other work performed in connection with the application process.
4. Definitions and Interpretation
4.1. In the event of any conflict and any disputes arising regarding the above definitions, the definitions as set out in the Memorandum of Agreement entered into between AWS and the Department of Trade, Industry and Competition shall prevail.
4.2. For purposes of the application process, the following definitions will apply:
4.2.1. “100% Black-Owned” means that the applicant is held 100% by Black People, at ownership level, as defined in the B-BBEE Codes and has a B-BBEE rating of Level 1, using the Flow-Through Principle;
4.2.2. “Application Portal” means https://aws.firstdistribution.com/aws-equity-equivalent-investment-program/ ;
4.2.3. “AWS” means Amazon Web Services South Africa Proprietary Limited, a company incorporated in the Republic of South Africa, with registration number 2015/029917/07 and Amazon Web Services South Africa (Pty) Ltd and Amazon Data Services South Africa a company incorporated in the Republic of South Africa, with registration number 2016/282988/07;
4.2.4. “AWS’ EEIP” means the Equity Equivalent Investment Program to be implemented by AWS;
4.2.5. “B-BBEE Commission” means the Broad-Based Black Economic Empowerment Commission established by section 13B of the Broad Based Black Economic Empowerment Act 46 of 2013;
4.2.6. “Black Designated Group” means (a) unemployed Black people not attending and not required by law to attend an educational institution and not awaiting admission to an educational institution; (b) Black people who are youth as defined in the National Youth Commission Act of 1996; (c) Black people who are persons with disabilities as defined in the Code of Good Practice on employment of people with disabilities issued under the Employment Equity Act; (d) Black people living in rural and under developed areas; and (e) Black military veterans who qualifies to be called a military veteran in terms of the Military Veterans Act 18 of 2011;
4.2.7. “Black People” means African, Coloureds and Indian People a) who are citizens of the Republic of South Africa by birth or descent, or b) who became citizens of the Republic of South Africa by naturalisation - i) before 27 April 1994, ii) on or after 27 April 1994 and who would have been entitled to acquire citizenship by naturalisation prior to that date;
4.2.8. “EME” means an Exempted Micro-Enterprise, an entity with an annual turnover of R 10 000 000 or less;
4.2.9. “Flow Through Principle” means that when measuring the rights of the owners of any category of Black people in a measured entity, only the rights held by natural persons are relevant. If the rights of ownership of Black people pass through a juristic person, then the rights of ownership of the Black people in that juristic person are measurable. This principle applies across every tier of ownership in a multitiered chain of ownership until that chain ends with a Black person holding rights of ownership;
4.2.10. Prohibited Content” means content that is derogatory, harmful, offensive, and malicious in nature, including spam; and
4.2.11. “QSE” means a Qualifying Small Enterprise, being any entity with an annual turnover of more than R 10 000 000 but less than R 50 000 000.
4.3. For purposes of the application process, the following definitions will apply:
4.3.1. “100% Black-Owned” means that the applicant is held 100% by Black People, at ownership level, as defined in the B-BBEE Codes and has a B-BBEE rating of Level 1, using the Flow-Through Principle;
4.3.2. “Application Portal” means https://aws.firstdistribution.com/aws-equity-equivalent-investment-program/ ;
4.3.3. “AWS” means Amazon Web Services South Africa Proprietary Limited, a company incorporated in the Republic of South Africa, with registration number 2015/029917/07 and Amazon Web Services South Africa (Pty) Ltd and Amazon Data Services South Africa a company incorporated in the Republic of South Africa, with registration number 2016/282988/07;
4.3.4. “AWS’ EEIP” means the Equity Equivalent Investment Program to be implemented by AWS;
4.3.5. “B-BBEE Commission” means the Broad-Based Black Economic Empowerment Commission established by section 13B of the Broad Based Black Economic Empowerment Act 46 of 2013;
4.3.6. “Black Designated Group” means (a) unemployed Black people not attending and not required by law to attend an educational institution and not awaiting admission to an educational institution; (b) Black people who are youth as defined in the National Youth Commission Act of 1996; (c) Black people who are persons with disabilities as defined in the Code of Good Practice on employment of people with disabilities issued under the Employment Equity Act; (d) Black people living in rural and under developed areas; and (e) Black military veterans who qualifies to be called a military veteran in terms of the Military Veterans Act 18 of 2011.