(“AGREEMENT”)
Read the following agreement
carefully. These are the terms and conditions of the agreement between yourself
and SOL Ecosystem (Pty) Limited as defined below (herein after referred to as “SOLmate”).
This Agreement explains Your rights, obligations and responsibilities, as
well as those of SOLmate. Upon registration for or utilization of any of the Services
and/or Products offered by SOLmate, You agree to and accept the terms of this
Agreement.
1.
RECITALS
1.1.
SOLmate is a registered Financial Services Provider (FSP 52248), Third
Party Payments processor registered with the Payments Association of South Africa,
Nedbank (TPPP), and Registered Credit Provider (NCRCP16037).
1.2.
As a result of
the aforegoing, You will enter into this Agreement
with SOLmate.
1.
DEFINITIONS
1.1.
Unless a contrary intention clearly
appears, the following terms shall have the following meanings assigned to them
and cognate expressions shall have corresponding meanings, namely –
1.1.1.
“Acquiring Bank” means a bank or financial
institution that processes credit or debit card payments on behalf of a
merchant. The acquirer allows merchants to accept credit card payments from the
card-issuing banks within an association.
1.1.2.
“Account” means Your account
and account balance that is linked to Your profile to which these terms and
conditions apply;
1.1.3.
“Agreement” means this
document of “standard terms and conditions” read together with any other
Agreements entered into between the relevant parties (if any), as well as any
Annexures thereto. By registering for or utilising any of the Services or
Products offered by SOLmate you unconditionally signify your consent to the
terms of this Agreement and as such the Agreement becomes legally binding
between You and SOLmate and
further, You warrant that the information you have provided upon registration
is true and correct in all respects.
1.1.4.
“AML” means
Anti-Money Laundering;
1.1.5.
“AMT” means
authenticated mobile PIN and means a Card Not Present bank-PIN-authenticated
mobile transaction.
1.1.6.
“App” means the mobile
application which You utilize to access the Products and Services which will be
rendered and/or utilised on Your instruction;
1.1.7.
“App Store” means Your
device’s application store from which You download the App;
1.1.8.
“ATM” means
Automatic Teller Machine;
1.1.9.
“Card(s)” means
compatible virtual or physical credit, debit, charge and/or cheque card(s) with
a PIN, including prepaid card(s);
1.1.10.
“Card Schemes” means any
major Card Scheme, including but not limited to, Visa, MasterCard, Union Pay
International and American Express;
1.1.11.
“Card Not Present” means a Card
payment transaction processed without the presence of a physical Card, either
by way of a manual entry of Card details or online capture of Card details for
E-commerce transactions, in other words where the physical Card has not been
swiped, dipped or tapped by means of a reader;
1.1.12.
“Card transaction” means any
cash withdrawal, payment, inter-account transfer or deposit transaction made
with the card from or to the customer’s account by using an ATM or other
electronic device, and/or the purchase of goods/services from merchants who
will accept the card;
1.1.13.
“Chargeback” means a
procedure where an Issuing Bank charges a Transaction back to the Acquiring
Bank and subsequently debits You in line with the card Scheme and/or local PASA
rules;
1.1.14.
“Chargeback Fee” means an
administration fee that We charge You for processing a Chargeback;
1.1.15.
“Confidential Information” means all
information and data of whatsoever nature (including the Intellectual
Property), whether tangible, intangible, oral or in writing and in any format
or medium that is obtained or learned by, disclosed to You, or comes to Your knowledge
through Us during the course of or arising out of or in relation to this
Agreement or Your use of the Interface, Products, App and/or the Services, by
whatsoever means, which by its nature or content is or ought reasonably to be
identifiable as confidential or proprietary to Us, or which is provided or
disclosed in confidence, irrespective of whether it appears in written, oral,
electronic or graphical format;
1.1.16.
“CPA” means the
Consumer Protection Act 68 of 2008, as amended, varied, re-enacted, novated or
substituted from time to time;
1.1.17.
“Customer or Card Holder” means the
consumer making a purchase from You (for the avoidance of doubt, You are
referred to in this specific clause as the merchant / retailer) by using the
Service or who has registered with SOLmate and has been issued a card by Us;
1.1.18.
“3D Secure” means an
authentication method approved by a Card Scheme that enables the secure
processing of payment card transactions in E-commerce;
1.1.19.
“Documentation” means
integrated electronic and/or written communication published by Us, describing
the Software’s functionality and intended operation;
1.1.20.
“Dormant account” means an
account that has had no customer-initiated debit or credit transactions for
such a period as We, at its discretion, may determine from time to time;
1.1.21.
“E-commerce” means electronic commerce which includes a
transaction performed by means of electronic media in a
non-face-to-face environment;
1.1.22.
“EFT” means
Electronic Funds Transfer from or to a registered bank account;
1.1.23.
“Effective date” means the date
and time that You download the App, register a profile and agree to the Terms
and Conditions or upon use of any of the Services or Products;
1.1.24.
“FICA” means the
Financial Intelligence Centre Act 38 of 2001, as amended, varied, re-enacted,
novated or substituted from time to time;
1.1.25.
“Intellectual Property” means,
collectively, all and any intellectual property including, any registered or unregistered trademark,
trade name, or service mark, any patent, domain names, designs, copyright,
design right, software application right, topography right, application to
register any of the aforementioned rights, trade secrets, any right in
unpatented know-how, any right of confidence and any other intellectual or
industrial property rights of any nature whatsoever in any part of the world,
including any licence rights and the right to take legal action;
1.1.26.
“Know-How” means all
ideas, designs, documents, diagrams, information, devices, technical and
scientific data, secret and other processes and methods used in connection with
Our business; all available information regarding marketing and promotion of
Our products and services (including the Services); and all and any
modifications or improvements to any of them;
1.1.27.
“KYC” means Know
Your Customer;
1.1.28.
“KYB” means Know
Your Business;
1.1.29.
“Mobile Phone or Smart Device” means a
single mobile phone or tablet with a central processing unit capable of
executing instructions from a software program or via USSD, and which is used, owned
or leased by You;
1.1.30.
“Merchant Device” means a
point-of-sale (POS) device, mobile phone or tablet;
1.1.31.
“Participating Merchant”
means a merchant that is integrated into SOLmate and offers either Cash
Withdrawal Token services and/or Cash deposit services and/or Purchase services;
1.1.32.
“PCI DSS” means Payment
Card Industry Data Storage Standards as stipulated by the respective Card
Schemes;
1.1.33.
“Personal Information” has the meaning ascribed to it in the Protection of Personal Information
Act 4 of 2013 and any applicable law in South Africa and/or in any other
jurisdiction where the Services and/or Products are provided and/or used;
1.1.34.
“PIN” means personal
identification number;
1.1.35.
“POPIA” means the
Protection of Personal Information Act 4 of 2013, as amended, varied,
re-enacted, novated or substituted from time to time;
1.1.36.
“Processing” has the same
meaning as “processing” as defined in POPIA, which for instance will include
(subject to the provisions of POPIA, which may be amended from time to time):
collecting, storing, collating, using, modifying, sending, distributing,
deleting and destroying Personal Information;
1.1.37.
“Product specifications” means specific
features of products offered by us, including but not limited to minimum
deposits, minimum balances and service fees;
1.1.38.
“QR Code” means a Quick
Response Code generated to enable you to process Transactions. It is a
machine-readable code consisting of either an array of black and white squares
or a linked numeric code, typically used for storing URLs or other information.
The QR Code can be a Static QR Code or a Dynamic QR Code. A “Static QR Code”
means a QR code that has a predetermined value or will allow the Customer
to input a value; and a “Dynamic QR Code” means a QR code that is linked
to specific purchases;
1.1.39.
“RICA” means The
Regulation of Interception of Communications and Provision of Communication
Related Information Act as amended from time to time;
1.1.40.
“Selected Merchants” means those
merchants as selected by Us from time to time and with whom We have contracted
to provide VAPs;
1.1.41.
“Services” or “Products” means the provision
of any payment related services or products rendered through any channel, App,
WhatsApp or any other medium through which the Service is rendered and as described
more fully in the clause with heading “Services” of this Agreement;
1.1.42.
“Software” means the
object code of, and Documentation for the Services offered to You;
1.1.43.
“Tap on Phone” means the
functionality on the MPOS application that allows the customer to tap their
card directly on your phone using near-field communication (NFC). Tap on Phone
only accepts contactless payments from Mastercard and Visa Cards;
1.1.44.
“VAPs” means the value-added
products of one or more Selected Merchants;
1.1.45.
“VAS” means the value-added
services of one or more Selected Merchants;
1.1.46.
“Wallet” means a User’s
ring-fenced User account maintained and reconciled to Our virtual master
wallet. The Wallet is unique to each User and contains Personal Information of
the User. The Wallet can be accessed via the App or any other medium through
which the Service is rendered;
1.1.47.
“We” or “Us” or “Our” or “SOLmate” or “Service
Provider” shall mean SOL Ecosystem (Proprietary) Limited (“SOLmate”),
Registration Number: 2020/851425/07, 9A
Keyes Avenue, Rosebank, Johannesburg 2196 with FSP Licence number 52248;
1.1.48.
“You” means the
person, merchant or
retailer who registers, creates a profile on the SOLmate and/or any person who
utilises any of the services offered by SOLmate. ”Your” and “User” shall have
corresponding meanings;
1.1.49.
“Withdrawal Token” means a cash
withdrawal reference number valid at any Participating Merchant teller;
1.1.50.
“USSD” means the USSD
(Unstructured Supplementary Service Data) interface used to access Your wallet;
1.1.51.
“WhatsApp” means the
WhatsApp interface used to access your account, wallet, transact, display a QR
code and/or receive payment as a Merchant.
1.2.
Any reference in this agreement to
the singular also includes the plural or the reference to male also includes
the female.
2.
ACCEPTANCE
2.1.
By registering for the SOLmate
account alternatively by utilising the Services, You agree and
acknowledge that:
2.1.1.
You accept the terms and conditions
of this Agreement;
2.1.2.
No person under the age of 16
(sixteen) may open an account on this platform. To open an account, You must
provide a valid South African identification document, passport, or asylum
papers. No birth certificates will be accepted. By opening an account on this
platform, You represent and warrant that You are at least 16 (sixteen) years of
age or older and that You comply with all applicable laws and regulations.
2.1.3.
You are of sound mind and full
legal capacity.
3.
COMMENCEMENT AND REGISTRATION
3.1.
This Agreement
is effective from the effective date, and will remain in force unless
terminated in accordance with the other terms of this Agreement, or by written
notice.
3.2.
It is specifically agreed that We
may suspend the Service or terminate the Agreement immediately for regulatory
or statutory reasons as well as for any reason considered material by Us.
3.3.
In order to access and/or use the SOLmate
App, Services and/or Wallet, You need to download the App and thereafter register
an account/profile with Us by going through the registration process on the SOLmate
App.
3.4.
This will involve providing Us with
certain personal information, which may include (but is not limited to): Your
name, photograph, mobile number, email address, proof of Identity, proof of
address, last 4 digits of debit/credit card used for top-up, card expiry date
etc.;
3.5.
You must be at least 16 (sixteen)
years of age, of sound mind and have a valid South African ID/Passport; or
Foreign Passport; or Asylum Papers; or Work Permits to use the Service;
3.6.
You hereby agree that said
information may be shared with Our third-party service providers which may include
but is not limited to Home Affairs, SecureCitizen, Experian
and TransUnion to verify the provided information and confirm the validity of
same;
3.7.
You furthermore acknowledge and
agree that you grant SOLmate worldwide permission to use, store, copy, share,
reproduce, and distribute your personal data only as reasonably required to
provide the relevant service.
4.
SERVICES
4.1.
The App, WhatsApp and/or the Interface
enables a User to select one or more of the following Services (including but
not limited to):
4.1.1.
Tap-(to)-pay, tap-on-phone,
tap-on-glass;
4.1.2.
Virtual card issuing;
4.1.3.
Physical card issuing;
4.1.4.
Digital KYC;
4.1.5.
Digital Wallets;
4.1.6.
Cash out and cash in transactions;
4.1.7.
Generation of QR codes;
4.1.8.
Access reports on transaction
history;
RECEIPT OF
PAYMENTS
4.1.9.
You may receive payments subject to
an authorisation process for Card acceptance. An authorisation granted under
any provision of this clause does not constitute evidence or a warranty:
4.1.9.1. that payment
will eventually be made by Us;
4.1.9.2. that the Card
is valid;
4.1.9.3. that the Card
is genuine (i.e. that the Card is not counterfeit); and/or
4.1.9.4. that the
person presenting the Card is the Customer.
4.1.10.
An authorisation is merely an
indication that the relevant account has sufficient funds to meet payment on
the authorisation date and that the card has not been reported lost or stolen
at the time the card was presented for payment.
4.1.11.
You acknowledge and agree that We
will not accept payment for any prohibited industries, prohibited Card Scheme Codes
or other banned products.
4.1.12.
We will only provide acquiring
services in respect of card transactions which are (including but not limited
to):
4.1.12.1.
genuine, signed, correct and valid;
4.1.12.2.
issued by a bank or a card issuer
in its original form;
4.1.12.3.
not rejected by the Point-of-Sale
device;
4.1.12.4.
presented by the cardholder.
4.1.13. SOLmate considers
the following as prohibited industries:
4.1.13.1.
Illegal businesses and activities
according to the laws and regulations governing the S/E (service establishment
or merchant);
4.1.13.2.
Illegal gambling (including casino
chips, gambling services, Internet casino sites, and Bingo);
4.1.13.3.
Illegal lottery Sales;
4.1.13.4.
Collection Agencies (receivable on
Card);
4.1.13.5.
Credit Restoration Services;
4.1.13.6.
Prostitution (including S/Es
involved in prostitution such as unlicensed massage parlours and escort
services);
4.1.13.7.
Unregulated internet adult digital
content.
CARD
ACCEPTANCE & PROCESSING
4.1.14.
You, as a Merchant, can accept and
process all major payment types such as PIN-based credit or debit cards, NFC,
EMV, mag-stripe and mobile wallets.
4.1.15.
All Card transactions where the
physical card is present must be processed as follows:
4.1.15.1.
the Customer must be present when
the transaction is processed;
4.1.15.2.
should the payment request a pin, the
Customer must verify his/her identity by entering his/her valid PIN into the App;
the SOLmate App will instruct you which method is required for Customer
verification;
4.1.15.3.
Tap on Phone transactions may be
processed by the Customer tapping his/her contactless-enabled Mastercard or
Visa Card on your NFC-capable Android mobile device that has the SOLmate App;
4.1.16.
A transaction will be incomplete or
invalid if:
4.1.16.1.
if the chip technology fails during
the transaction; and/or
4.1.16.2.
if the telecommunications are
interrupted during the transaction flow;
4.1.16.3.
the transaction to which it relates
is/or appears to be illegal and/or unenforceable;
4.1.16.4.
the card had expired at the time of
the transaction;
4.1.16.5.
the card is not acceptable to
Nedbank;
4.1.16.6.
the card number is listed on the
current hot-card file;
4.1.16.7.
the Merchant accepts a mutilated,
defaced, blank or illegible card;
4.1.16.8.
it is subject to a chargeback in
terms of the Card Association Rules.
4.1.17.
You may Top-up your wallet
using any of the below methods:
4.1.17.1.
with an EFT Transaction using Your unique
Wallet account number as reference number;
4.1.17.2.
You may Receive payment by
displaying Your QR Code linked to Your Wallet or other unique reference numbers
that are displayed in the App.
4.1.17.3.
Depositing funds using your cell
phone number as reference at participating ATMs.
4.1.18.
We reserve the right to reject or
cancel Your request to Top-Up at any time at Our discretion.
4.1.19.
We may, in Our discretion and
without prior notice to You, set daily and/or monthly limits for Wallet Top-up.
Any such daily limits will appear in WhatsApp or in the App.
4.2.
VIRTUAL AND PHYSICAL CARDS
4.2.1.
AUTHORITY TO DEBIT YOUR CARD
4.2.2.
You hereby authorize Us to debit
your card:
4.2.2.1.
with any and all payments to
merchants made by You using Your card or where we act on any instruction from You.
4.2.2.2.
with any additional fees that may
be charged through ATM’s;
4.2.2.3.
with our standard service fees
stated online as notified to You from time to time, including (without
limitation) card replacement fees and any and all applicable government levies
in respect of the use of the Card or Account;
4.2.2.4.
where funds have been mistakenly
added to Your Card or Account, We may make an adjustment to the balance so that
the correct amount is restored.
4.2.2.5.
the settled transaction amount may
differ from the authorised amount on international currency transactions, due
to the change in the rate of exchange fluctuation over the period between the
authorisation and settlement leg of the transaction.
4.2.3.
We shall not be liable for any
transaction being dishonoured because of insufficient funds as a result of the
debiting of fees.
If the charges or fees incurred from time to time exceed the
remaining balance on the Card or Account from time to time, You agree to pay
any outstanding amount to Us on demand.
4.3.
PRE-PAID PHYSICAL OR VIRTUAL DEBIT
CARD
4.4.
ISSUE OF THE CARD
4.4.1.
All these terms and conditions
(this agreement) shall apply without reservation when the card is dispatched to
You and by accepting and using the card you agree to be bound by this
agreement.
4.4.2.
The card is owned by Us and will
remain Our property at all times and must be returned to Us on request.
4.5.
ACTIVATION OF THE CARD
4.5.1.
You can activate your card via the
relevant channel, WhatsApp, App or other Medium used to sign up for the card.
4.6.
USE OF THE CARD
4.6.1.
You are the only person who may use
the card, and We may request information and documentation from You to verify
your identity. You may not allow any other person to use the card. Unauthorized
use of Your card by a third party is a criminal offence and may be prosecuted
accordingly.
4.6.2.
The card enables You, inter alia,
to effect purchases by electronic means only.
4.6.3.
You may not make purchases,
withdraw amounts and otherwise use the card for transactions that will exceed
the credit balance on Your card and other limits imposed by Us.
4.6.4.
You will be liable for payments
made by the Bank or relevant Card Scheme in respect of the use of Your card.
4.6.5.
Use of the card is at your own risk
and We and/or the Bank / Card Issuer are not responsible for any loss or theft
resulting from the use of the card.
4.6.6.
You may request a refund of a
suspected unauthorized or incorrect debit to Your card. We will investigate Your
request for such a refund, taking into consideration Your recent spending behaviour
and all relevant circumstances related to the transaction. We may request
further information as is reasonably necessary to determine whether You are
entitled to a refund. We may give this information to other companies or people
investigating the matter. If successfully investigated a refund will be made
into your account.
4.6.7.
The card may not be used for any
unlawful purpose, including but not limited to, the purchase of goods or
services prohibited by any law.
4.6.8.
You must at all times comply with
all applicable law including but not limited to legislation to combat money
laundering. In this regard you acknowledge that we and/or the Bank and/or Card
Schemes have certain rights and obligations arising from such legislation.
4.6.9.
We may refuse any particular
transaction at any time that does not satisfy all the relevant conditions as
set out in this agreement, or the execution of which would be unlawful or
otherwise contravene any applicable law, without liability.
4.7.
AUTHORITY TO DEBIT YOUR ACCOUNT
4.7.1.
You hereby authorize us to debit Your
account:
4.7.1.1.
all transactions not authorised by You, but which
have been carried out by means of the card and PIN before we have had the
reasonable opportunity, after the verbal notification by You, to prevent any
further unauthorised transactions;
4.7.1.2.
with any and all payments to
merchants made by You using Your Account or any card or where We or the Bank
act on any instruction from You;
4.7.1.3.
with any additional fees that may
be charged through automated teller machines (ATMs);
4.7.1.4.
with Our standard service fees and
those of the Bank or Card Scheme as notified to You from time to time,
including (without limitation) card replacement fees and any and all applicable
government levies in respect of the use of the card; and/or
4.7.1.5.
where funds have been mistakenly
added to the card or Account, We may make an adjustment to the balance so that
the correct amount is restored.
4.7.2.
We and/or the Bank and/or Card
Scheme shall not be liable for any transaction being dishonored because of
insufficient funds as a result of the debiting of fees.
4.7.3.
If the charges or fees incurred
from time to time exceed the remaining balance on the card from time to time,
you agree to pay any outstanding amount to us on demand.
4.8. INTEREST
You acknowledge that no interest will accrue on any credit or debit
balances in your Account and/or Wallet and/or card.
4.9. TRANSACTION
HISTORY
4.9.1.
Transaction history can be accessed
through Our App, WhatsApp or other channel at Your request.
4.9.2.
If You believe that Your Transaction
history contains an error(s) You must notify Us of the error via e-mail or by
contacting support in the App or channel within 30 (thirty) days of the receipt
of the transaction history, failing which you will have no claim whatsoever in
respect of or arising from such error(s).
4.9.3.
USE OF CARD
4.9.4.
Subject to product specifications, You
shall be entitled to operate the card at an ATM, a point-of-sale device and
ecommerce transactions, with a PIN.
4.9.5.
You shall receive a PIN, a secret
number only known to you which shall be encoded on the card and used as a means
of user identification.
4.9.6.
The card shall be encoded with a
PIN before you are able to withdraw and deposit money and otherwise use the
card at such compatible ATMs, point-of-sale terminals and other electronic
devices as advised from time to time by Us
4.9.7.
You must:
4.9.7.1.
not allow a third party to use the
card and PIN;
4.9.7.2.
always take reasonable steps to
keep the card safe and the PIN secret at all times;
4.9.7.3.
never disclose the PIN to a third
party;
4.9.7.4.
never write down or record the PIN,
anywhere.
4.9.8.
By keeping and/or using the card You
accept all these terms and conditions in respect of the use of the card.
4.9.9.
You may not cede or delegate any of
his rights or obligations in respect of the card or its use.
4.9.10.
The card is valid from the time it
is issued until the account is closed or Your right to use the card is
terminated by Us.
4.9.11.
We are the owners of the card and,
when the account is closed for whatever reason, You must give the card back to Us.
4.9.12.
If the card, physical or virtual:
4.9.12.1.
is lost, stolen or used wrongfully,
including a phone containing a virtual card; or
4.9.12.2.
is used by any person other than yourself,
You must notify Us immediately. You must also notify Us immediately if anyone
obtains knowledge of your PIN or if you have reason to believe or suspect that
this has happened. If you have notified Us verbally, You must confirm your
verbal notification in an email at support@solmate.co.za within 6 (six)
hours from the verbal communication. Delay in notifying us of the loss or theft
will be deemed to be negligence on your part. It is your responsibility to
ensure that every written notice is received by us.
4.10. DEPOSITS
4.10.1.
Subject to product specifications,
there are limits to the number and amounts of deposits that can be made on your
Account or Wallet. SOLmate reserves the
right to update and amend the limits without notice. Any deposit exceeding the
limits will be rejected or frozen and will either not be accepted or We will
request supporting documentation as applicable.
4.11. YOU MAY
TRANSFER FUNDS
4.11.1.
to another User (the Recipient).
4.11.2.
In order to transfer funds to the
Recipient, You must identify the Recipient and the value to be transferred to the
Recipient.
4.12. YOU MAY USE OR
SPEND FUNDS
4.13. We reserve the
right to reject or cancel Your request to purchase at any time at Our sole discretion.
4.14. Daily and/or
monthly maximum redemption amounts apply and may change from time to time
without prior notice to You.
4.15. Services and
the relevant charges may change from time to time without prior notice to You.
4.16. All credit/debit
card Top-up and payment receipts may have at least a two-day delay before the
funds will be available to spend in your Account or Wallet. This may result in funds
that will reflect in Your current balance, but not your available balance.
5.
ANTI-MONEY LAUNDERING, FRAUD,
DISPUTES AND CHARGEBACKS
5.1.
You acknowledge and understand that
We are an accountable institution for adherence to all regulatory and legislative
requirements under this Agreement in terms of the Financial Advisory and
Intermediary Services Act 37 of 2002 and furthermore, an accountable
institution in terms of Financial Intelligence Centre Act 28 of 2001 as amended
by the Financial Intelligence Centre Amendment Act 1 of 2017.
5.2.
You provide Your irrevocable consent
to Us to disclose any information provided by You in terms of this clause to
any Regulated Institution and/or Officer as may be required in terms of
applicable anti-money laundering and counter-terrorist financing legislation
(including FICA) or any other relevant legislation.
5.3.
You shall not use the Services to
commit any of the following acts:
5.3.1.
any act which undermines SOLmate or
Our reputation, privacy, intellectual property and other rights;
5.3.2.
any act which assists in, allegedly
results in, or may actually result in, fraud, money laundering, terrorist
financing or impermissible or illegal trading;
5.3.3.
any act which involves Your use of
an invalid Card or the Card of another person or User without such other
person’s or User’s consent;
5.3.4.
any act which involves Your use of
an invalid bank account or the bank account of another person or User without
such other person’s or User’s consent;
5.3.5.
any act that We or any Bank, EFT
payment network reasonably believes to be an abuse of the card system or a
violation of card association or network rules or any other rules governing or
applicable to such payments network, as may be updated from time to time.
5.4.
In order to prevent Fraud, We may
implement Fraud Prevention measures, as updated from time to time without prior
notice to You. We may require that You supply additional information to verify
that that any payment made through Us is valid and that You have made the
payment. Should You fail to provide Us with the requested information, We
reserve the right to suspend Your profile or Account, until said request has
been complied with to Our satisfaction.
5.5.
Examples of these measures include,
but are not limited to:
5.5.1.
Any debit or credit card payment
over a certain value may require you to verify your details by providing or
uploading copies of ID/Passport as well as a copy of the credit /debit card;
5.5.2.
Any payment deemed or classified as
medium or high risk by Us may be held in suspense until the amounts have been
verified;
5.5.3.
If any payments have been marked as
medium or high risk, We will contact you to provide the necessary information
required to validate the transaction and make the funds available for use;
5.6.
You agree that in the event of a
Dispute of Chargeback (otherwise known as a dispute) request from a financial institution:
5.6.1.
We, may Chargeback by:
5.6.1.1. deducting,
withholding, recouping from, or offsetting against our payments to You or
debiting Your Wallet or account, or We may notify you of your obligation to pay
us, which you must do promptly and fully;
5.6.1.2. Our failure to
demand payment does not waive our Chargeback rights.
5.6.2.
We will withhold the full value of
the Chargeback amount in your Wallet or Account pending investigation.
5.6.3.
Chargebacks may result from the
following (including but not limited to):
5.6.3.1. a Customer
dispute;
5.6.3.2. Transaction
reversal;
5.6.3.3. Unlawful or
suspicious transactions;
5.6.3.4. actual or
suspected lack of authorisation;
5.6.3.5. Transactions
processed outside the terms of the Agreement;
5.6.3.6. reversing a
Charge for which we have not paid You.
5.6.4.
Should the findings illustrate or
indicate any unauthorised activity or fraudulent activity this Agreement may be
terminated immediately.
5.6.5.
You agree that We shall be entitled
to debit the full amount of any Chargeback from your Wallet or Account.
5.6.6.
If We are unable to recover funds
related to a Chargeback for which you are liable, you will pay Us the full
amount of the Chargeback immediately upon demand. You furthermore agree to pay
all costs, expenses and disbursements including, without limitation, sheriff
fees, tracing fees, courier fees, postage, attorneys’ fees on an attorney and
own-client scale, incurred by Us in connection with the collection of all such
amounts from You.
5.7.
Fraud prevention methods, legislation,
Rules, Regulations and processes change from time to time and as a result we
reserve the right to amend or policies and procedures as required without prior
notice to You. You agree to be bound and adhere to same.
6.
PROVISIONS OF THE CONSUMER
PROTECTION ACT, 2008 (“CPA”)
6.1.
The provisions of this Agreement
contain assumptions of risk and/or liability by You. It furthermore limits and
excludes liabilities, obligations and legal responsibilities, which We will
have towards You and other persons. The provisions of this Agreement also limit
and exclude Your rights and remedies against Us and place various risks,
liabilities, obligations and legal responsibilities on You. These provisions
may result in You being responsible for paying additional costs and amounts and
We may also have claims and other rights against You.
6.2.
In particular, amongst others,
please make sure to consider the provisions of the Risk clauses herein below very
carefully, because they have an impact on the risks You carry in making use of
the Software and the Services, and on Our liability to You.
6.3.
To the extent that any Services
provided under this Agreement are governed by the CPA, no provision in this
Agreement is intended to contravene the applicable provisions of the CPA, and
therefore all provisions of this Agreement must be treated as being qualified,
to the extent necessary, to ensure that the applicable provisions of the CPA
are complied with.
7.
GENERAL TERMS RELATING TO WALLETS
OR ACCOUNTS
7.1.
You acknowledge and understand
that:
7.1.1.
Your resignation as a User, and
Your election to deposit and/or transfer funds, does not represent an
investment with Us in any manner whatsoever;
7.1.2.
any transfers or transactions of
money are made at Your own risk and We do not accept any liability for any
loss, damage (whether direct or consequential), or delays experienced in
relation to the receipt of funds, purchase, transfer, cash-out or cash-in;
7.1.3.
We will keep a record of all the transactions
for a period for 5 (Five) years, which record You can access via WhatsApp or
the platform for a period of 3 (Three) months from date of transaction, any
records older than 3 months can be requested at an additional fee; and
7.1.4.
We do not verify the cell phone
number of the Recipient and accordingly will not be held responsible for any
loss incurred by You as a result of any incorrect information provided;
7.1.5.
We do not guarantee the
availability of funds at the Selected Merchant, nor do we guarantee that a
specific denomination will be available when withdrawn by the Recipient at the
selected merchant;
7.2.
All Wallets or Accounts that have
had no activity for 60 days will be deemed dormant and a dormancy fee may be
charged.
8.
APPSTORE TERMS
8.1.
The ways in which You can use the
App, WhatsApp payment platform and any other related Services may also be
controlled by the rules and policies of the App store from which You download
the App. In the event that there exists a conflict between any term, condition,
or provision contained within this Agreement, and in any term, condition, or
provision contained within the relevant App or App store terms, the term,
condition, or provision contained therein shall take preference.
9.
WHATSAPP TERMS AND CONDITIONS
9.1.
The ways in which You can use the
WhatsApp platform is governed and controlled by the rules and policies of WhatsApp
which can be accessed on their website located at https://faq.whatsapp.com/general/security-and-privacy/were-updating-our-terms-and-privacy-policy/?lang=en . In order to
utilise the WhatsApp platform, you must agree to adhere to their terms and
conditions in additions to the terms and conditions set out in this agreement.
10.
OPERATING SYSTEM REQUIREMENTS
10.1. The System/App
requires a smartphone device with internet connection and camera to be
operational.
10.2. The WhatsApp
interface requires a smartphone device with internet connection to be
operational.
10.3. The device
needs to have a valid cell phone number and complies with RICA.
11.
ELECTRONIC TRANSMISSION OF
INFORMATION
11.1. The
transmission of data or information (including communications by e-mail) over
the Internet or other publicly accessible networks may not always be secure,
and is subject to possible loss, interception, or alteration while in transit.
11.2. Accordingly,
We do not assume any liability, without limitation, for any loss or damage You
may experience or costs You may incur as a result of any transmissions over the
Internet or other publicly accessible networks, including but not limited to
transmissions involving the Software, App, Services or e-mail to Us containing
Your Personal Information.
11.3. We will take
commercially reasonable steps to safeguard the privacy of and keep confidential
the information You provide to Us and will treat such information in accordance
with the provisions of this Agreement. Under no circumstance, unless and only
to the least extent required otherwise by applicable law, will the information
You provide to Us create any fiduciary obligations for Us, or result in any
liability for Us in the event that, in spite of Us taking reasonable steps to
prevent it, such information is lost, damaged or destroyed, or accessed or
processed by third parties, without Your or Our consent.
12.
SOFTWARE LICENCE
12.1. We hereby
grant You a personal, non-exclusive, non-transferable, fully paid-up license
(with no right to sub-license, transfer or assign) to install a single instance
of the Software onto a single Mobile Phone, and to use the Software in
conjunction with that Mobile Phone, in the Republic of South Africa, for Your
own internal data processing purposes, strictly upon the terms and subject to
the conditions of this Agreement.
12.2. The Software
and the Services are not automatically supported and the license does entitle
You to any updates, upgrades, new releases or support services for the App, and
We may provide these in Our discretion from time to time. You agree that the
terms of this Agreement shall apply to any updates, upgrades or new releases
provided to You. If You are of the opinion that the Software or the Services
are faulty or misdescribed, please go to support@solmate.co.za or contact support within the app.
12.3. Any return,
exchange or refund relating to the Services will be on the basis of Our return,
exchange and refund policy.
12.4. You undertake
to always use the latest version of WhatsApp or the App. The App Store may
notify You of any upgrades/updates that are available to You. The upgrades and
updates provided are, amongst other things, to ensure that the System is as
secure as possible and as a result We strongly encourage You to install such
upgrades and updates as soon as possible after they are made available by the
App Store. Subject to the remainder of
this Agreement, We shall not be liable for any security / data bugs that You
may experience if You fail to install the latest version of the App.
12.5. If We have to
contact You, for instance in relation to maintenance and support of the
Software or the Services, We will do so by email, via the App Platform or SMS
or telephonically, using the contact details You have provided to Us.
12.6. You can only
transact through the App or WhatsApp in line with the facilities available to
You through Your Wallet or Account.
12.7. All ownership
rights (including Intellectual Property rights) in and to the Software
(including updates, upgrades and new releases) and the System and all other Intellectual
Property, are and shall remain vested in Us, Our licensor(s) or a party
nominated by Us and shall never pass to You. You shall not during or at any
time after expiry or termination of this Agreement, question or dispute Our
ownership of the Software or Intellectual Property. Except as and to the extent
authorised in this Agreement, You shall have no right to use Our Intellectual
Property in any manner whatsoever.
12.8. You may not
duplicate, reverse engineer or reproduce in any way the App and information,
documentation and proprietary products made available via the App or any other
platform without our express prior written consent.
12.9. You may not
make a copy of the Software for back-up purposes. Other than as expressly
provided for herein, You may not in any manner copy or otherwise reproduce the
Software (wholly or partially).
12.10. Except as
expressly set out to the contrary herein, You will not, and will not assist any
third party to, copy, reproduce, transmit, distribute, sell, resell, license,
sub-license, rent, lease, transfer, assign, disclose, de-compile, reverse
compile, reverse engineer, disassemble, modify, publish, create derivative
works from, perform, incorporate into another website, computer program or
product, or in any other way reduce to human-perceivable form or exploit all or
any part of the Software or the Intellectual Property. If You sell any device
on which the Software is installed, you must remove the Software from it.
12.11. You
irrevocably undertake and agree that upon termination for whatever reason of
this Agreement and/or any license granted under this Agreement, You shall:
12.11.1.
immediately cease all use of the
Software and any other Intellectual Property;
12.11.2.
immediately de-install or delete
(as appropriate) every copy (including partial copy) of the Software and any
other Intellectual Property acquired or made by You from wherever it is
installed;
12.11.3.
destroy every copy (including
partial copy) of the Software and any other Intellectual Property acquired or
made by You, by no later than 3 (three) days thereafter.
12.12. Third party
software provided with the Software is licensed to You on its accompanying
license terms, including warranties and remedies. We provide no
warranties regarding the software, operating systems and internet browsers
including, without limitation, warranties relating to the suitability for a
particular purpose, security features or performance. You acknowledge that the
use of third-party software will be at your own risk and you indemnify us
against and hold us harmless from any and all loss or damage that you may suffer
as a result of the use, abuse or possession of third-party software.
12.13. You agree that
any breach by You of any provision of this clause shall be seen as a material
breach of this Agreement.
13. RISKS AND
RESPONSIBILITIES
13.1. You agree to
use the Software and/or Services in accordance with the terms of this Agreement
and to comply at all times with all applicable laws, regulations and
ordinances.
13.2. Except as
regards Your reliance on the Software and the Services to do so, You accept the
risk of sending and receiving funds. In entering into any transaction,
including sending to or receiving funds from any User, You represent that You
have been, are, and will be solely responsible for making Your own independent
appraisal and investigations into the risks of the transaction. You represent
that You have sufficient knowledge, and experience to make Your own evaluation
of the merits and risks of any transaction.
13.3. You are
responsible for complying with applicable law. You must ensure that You are
fully aware of all laws that may apply to You in relation to Your access to and
use of the Software and the Services and to the transactions envisaged in or
related to this Agreement, and agree that You are fully responsible for
complying with such laws.
13.4. You agree that
We are not responsible for determining whether or which laws may apply to Your
transactions, including any tax laws, transfer pricing rules or exchange
control regulations; We are not responsible for ensuring that You comply with
such laws. You are solely responsible for compliance with applicable laws,
including notifying, withholding, collecting, reporting and remitting any taxes
and duties that are payable as a result of Your access to and use of the
Software and the Services and any transactions You may be involved in.
13.5. You are aware
of and accept the risk of operational challenges. No Software is error and risk
free, as a result we may experience cyber-attacks, cyber-security breaches,
unexpected surges in activity, or other operational or technical difficulties
that may cause interruptions in the Service or Your access to the App, and may
even affect Your Wallet or Account. While We will do Our best to minimise the
inconvenience and losses sustained as a result of such circumstances and will
take reasonable steps to guard against them, You accept the risk of transaction
failure resulting from such operational or technical difficulties, including
those resulting from sophisticated attacks. You agree not to hold Us
accountable for any related losses, unless gross negligence can be proven.
13.6. We do not
advise on trading or any other financial activity. Our Services do not include,
and it is not Our intention to give You any form of investment or financial
advice, or professional advice of any kind. You should seek Your own
independent financial advice before opening a Wallet or Account, or entering
into any transactions with Us. You acknowledge that You have been free to
secure independent legal, financial and other advice as to the nature and
effect of the Services and Your making use thereof, and of all of the
provisions of this Agreement and the relevant Exchanges’ terms and conditions,
and that You have either taken such independent advice or dispensed with the
necessity of doing so.
13.7. We must comply
with applicable law. Applicable law, regulation, and/or orders or rulings by
regulatory and other governmental bodies may require Us to freeze transactions,
withdrawals or contributions (or any combination thereof), or provide
information (including Personal Information) regarding Your identity, location
and/or Your Wallet or Account. Further, Our record-keeping and customer
verification procedures are subject to change at any time as required by law,
or industry practices. We must comply with applicable law and regulation and
You accept any inconveniences to You or other consequences resulting from Our
compliance.
13.8. You agree and
acknowledge that we may change or impose new limits on transactions from time
to time as may be required by Applicable law, regulations or industry best
practice.
14.
ATTACKS
14.1. While We will
take all reasonable steps to prevent and mitigate attacks and breaches, there
will sometimes be attacks on the Software or the Services in spite of Us taking
such steps, and in the event of such an attack there may be nothing that We can
reasonably do to prevent its consequences. With respect to the Software, if We
are able to confirm that any funds or that Your Wallet or Account has been
compromised or is under attack, We may immediately halt the provision of the
Services, the functioning of the Software, and any transactions involving Your
Wallet or Account. In the event of such an attack, We shall do Our best to do
what a reasonable person in Our place would have done, considering the
circumstances and what is commercially viable and reasonable.
14.2. No technology
or software is ever perfect or error free, as a result there is no way of Us
preventing all cybersecurity attacks. Accordingly, We make no representation
and do not warrant or guarantee the safety or security of the Software or the
Services and are not liable for any lost value or stolen property, unless and
only to the extent that We wilfully or grossly negligently failed to implement
reasonably security measures.
15.
WARRANTIES AND DISCLAIMERS
15.1. We warrant
that We are the owners of or have valid title to the Software and are entitled
to grant the rights to You as envisaged in this Agreement.
15.2. We do not
warrant that the Services or the Software will be completely free from errors
or that errors will be corrected completely, nor that it will meet Your
requirements, nor that it will operate in all combinations selected for use by
You.
15.3. You
acknowledge that whilst We take reasonable care to exclude then-known viruses,
malware, worms and Trojan horses from the Software, no warranty is given that
the Software is free of viruses, worms or Trojan horses.
15.4. You agree that
We shall not be responsible for any malfunction, non- performance or
degradation of performance of the Software which is caused by or results from,
directly or indirectly, any alteration to, adjustment of, attachment to, or
modification of the Software by anyone other than Us.
15.5. As expressly
provided in this clause14 and except as required by applicable law, the
Services, the Software and the Interface are provided “as- is”.
15.6. You must
ensure that the correct User recipient is selected when you transfer funds to another
User. We will not be responsible for any losses if You fail to correctly select
the User recipient.
15.7. We will also
not be responsible if You insert the incorrect amount for the cashing- out of or
transfer of funds.
15.8. The Wallet or
Account is only intended to be used for payment for goods and/or services as
contemplated expressly in this Agreement, and We accept no liability otherwise.
15.9. You warrant
that You are the lawful owner of the bank card whose details are registered to
You in the App or WhatsApp.
15.10. The warranty
will not extend to defects:
15.10.1.
caused by the actions of you or for
reasons attributable to you;
15.10.2.
if you do not update the App and or
software with updated versions as and when these versions become available; and
15.10.3.
if you do not make use of the App
for an extended period of time, allowing the account to go dormant.
16.
CONFIDENTIALITY
16.1. You shall
treat all Confidential Information as strictly confidential and not use it for
any purpose other than performing Your obligations or exercising Your rights
upon the terms of this Agreement. You shall not disclose Confidential Information
to any person or third-party.
17.
PRIVACY AND USE OF PERSONAL
INFORMATION AND DATA
17.1. This section
sets out how We use and protect any information provided by You when
registering for and making use of the Services via any Interface.
17.2. We are
committed to ensuring that Your privacy is protected. All information requested
will be used within the terms of this Agreement.
17.3. We may collect
the following information, which We may need in order to provide You with the
Services and access to the Software:
17.3.1.
name, surname and ID Number;
17.3.2.
contact information including
cellular number and email address;
17.3.3.
geographic information using GPS
functionality;
17.3.4.
transactional history and any other
related information.
17.3.5.
Bank details for EFT transfers
17.3.6.
Debit/Credit card summary
information to verify card transactions
17.3.7.
We shall process Your Personal
Information in accordance with the conditions for lawful Processing as set out
in the POPI Act.
17.4. We will use Your
Personal Information for legal and compliance purposes: This includes using Personal
Information needed to comply with legal and regulatory duties related to
anti-money laundering and counter-terrorist financing; detection, prevention
and prosecution of fraud and theft as well as preventing illegitimate or
prohibited use of our services or other illegal or wrongful activity. This may
also include establishing, exercising, or defending legal rights and claims of Us
and others, and monitoring and reporting compliance issues. This may further
include using your personal information to validate and authenticate your
identity, and utilizing third parties to help us do so.
17.5. We will inform
you when your information is required to provide the services you request, or
is required by law. In certain cases, such as performing money transfer
services, we may be unable to provide you with our services unless you provide
certain personal information.
17.6. You consent to
Us using the information gathered to: create and administer Your Wallet; creation
of your profile and Account; administering your profile and account; provide
support services to you; provide Services to You; meet legal or other
regulatory obligations imposed on Us; audit usage of Our software and services
(including the Services); understand Your needs and to provide a better
service, and in particular for internal record keeping; transaction
verification and authentication; detect fraud and manage risk; improve Our
internal operations and efficiencies; improve Our products and services; send
You promotional communications about new products, special offers or other
information which We think You may find interesting using the email address
which You have provided; and otherwise perform Our obligations and exercise Our
rights under this Agreement.
17.7. You have the
right to access Your Personal Information and, should the information be
inaccurate, You may request Us to correct Your Personal Information.
17.8. Should you not
wish Your location settings and other information to be disclosed to us, the
Smart Device or software will allow you to turn off the location settings, and
therefore disallow us access to the information.
17.9. To the extent
the relevant provisions of POPIA are in effect in relation to such rights, You
may object to Our Processing of Your Personal Information in accordance with
the provisions of POPIA. If you do so and We are not able to Process Your
Personal Information then We may not be in a position to provide You with the
Services.
17.10. It should also
be noted that if some of the Services provided by Us to You require Us to
Process the Personal Information of someone else, and that person has not
consented to Us doing so, this will affect Our ability to provide the Services
to You and may mean that We are not in a position to provide those Services to
You. Any recipient of your funds must accept the provisions of this Agreement
and, if they have not done so, We will not facilitate transactions between You
and such recipient. For the avoidance of doubt, Our failure to provide the
Services to You in such instances will not be a breach of this Agreement by Us
and will not give rise to liability on Our part.
17.11. You hereby
agree that We may send You information: for the marketing of goods and services
to You, for the marketing of goods and services to You on behalf of third-
party companies, when We believe that these offers may be of interest to You;
and that We may provide de-identified or aggregated information to third-party
companies for the provision of analytical ratings about Your transactional
patterns behaviours and customer care data and information, including call
centre reports and sales assistance information.
17.12. You have the
right to request that We no longer contact You regarding the marketing of goods
and services to You, whether for Our own purposes, or on behalf of third
parties. Such request can be made through the contact details provided in these
terms and conditions and upon receipt of such request, We shall desist in such
direct marketing.
17.13. From time to
time, We may also use Your information to contact You for market research
purposes. You consent to Us contacting You by email or on Your cellular phone
number. However, if You would like Us to refrain from doing so, please let Us
know and We will comply with Your request.
17.14. We may use the
information to customise the Services according to Your interests.
17.15. We may elect
to share Your Personal Information with:
17.15.1.
service providers under contract
with Us where this is necessary for Us to perform Our obligations under this
Agreement;
17.15.2.
parties where We are required to do
so by law, court order, or in compliance with applicable identity verification
or legal reporting obligations, and that, to the extent permitted or required
under applicable law, We may do so even when Your relationship with Us is
terminated or Your Wallet is cancelled; and
17.15.3.
other third parties, provided We
have received Your explicit consent.
17.16. You expressly
consent that We may process and further process your Personal Information to
any of Our group companies, which may be located outside of South Africa for
the above purposes (in which case, We will ensure that the location to which
Your Personal Information is transferred will be a location with at least as
onerous restrictions on the Processing of Personal Information as are
applicable in South Africa ) and that We may disclose Your Personal Information
to any person who provides services to Us or acts as Our agent to whom We have
transferred or propose to transfer any of Our rights and/or duties in respect
of Your Wallet, pursuant to Our performance of this Agreement; and We will
ensure that such persons agree to Our privacy policies in Processing Your
Personal Information. Such policies can be accessed at www.solmate.co.za
17.17. Upon
termination of the Agreement, and upon Your written request, We shall delete or
destroy all of Your Personal Information, unless and to the extent that We are
required by law to retain records of Your Personal Information.
18.
YOUR CONSENT
18.1. You
acknowledge that you accept and provide your irrevocable consent to this “Your
consent” clause, and specifically allow for the collection, storage, Processing
and disclosure of Personal Information as described in this Agreement and for
the purposes of this Agreement. Should You or We terminate use of the Services,
consent is still given to Our retention of the information We have already
collected and for the uses as specified in this Agreement. If You do not
consent to Us Processing your Personal Information, We cannot fulfil the terms
of the Agreement.
19.
NON-PERSONAL INFORMATION
19.1. Notwithstanding
anything contained in this Agreement regarding Your information, the following
information is not regarded as Personal Information for purposes of this
Agreement:
19.1.1.
information which cannot be linked
back to You; and
19.1.2.
non-personal statistical
information i.e. information which has been aggregated and cannot be linked
back to You.
20.
SECURITY
20.1. We are
committed to ensuring that Your information, including Your Personal
Information and Your information relation to payments and receipts, is secure.
In order to prevent unauthorised access or disclosure, We have put in place
suitable physical, electronic and managerial procedures to safeguard and secure
the information We collect. Should you require additional information and/or
details relating to the security provisions We will provide you with same upon reasonable
request by You.
20.2. We confirm
that we have reasonable security safeguards in place to protect your Access
Details and other Personal or confidential Information you gave us via the App
or platform. However, you accept that, while We will take all reasonable steps
to prevent security breaches in respect of the Services, any information sent
over an unsecured link or communication system is susceptible to unlawful
monitoring, interception or access by a third party, for which we will not be
responsible.
20.3. In the event
that an unauthorized person has accessed or acquired Your Personal Information,
We shall notify You as soon as reasonably possible using the contact
information You provided, unless prohibited in terms of applicable law or
relevant authorities. Our notification shall contain sufficient information to
allow You to take protective measures against the potential consequences of the
security breach.
20.4. In no event,
unless and only to the least extent required otherwise by applicable law, will
the information You provide to Us create any fiduciary obligations for Us, or
result in any liability for Us in the event that, in spite of Us taking
reasonable steps to prevent it, such information is lost, damaged or destroyed,
or accessed or processed by third parties, without Your or Our consent.
20.5. The cash-out
shall be by way of point-of-sale withdrawal at Participating Merchant, which
will be subject to the Participating Merchant’s security validation and
policies.
21.
OTHER IMPORTANT INFORMATION
21.1. You are
responsible for maintaining the strict confidentiality of Your Account, Profile,
Physical Card PIN, Wallet’s credentials, including without limitation Your
login details, WhatsApp or App PIN, email, wallet address, Wallet, and of all
activity on Your account.
21.2. We will never
ask You to disclose Your WhatsApp or App or Account Password. You agree to
report any message You receive that asks for Your account details, WhatsApp
password. It is advisable to change Your WhatsApp and/or App Password regularly
(at least every 2 (two) to 3 (three) months) in order to reduce the risk of a
security breach of Your account. Please choose a WhatsApp and/or App Password
that will not be easy to guess or work out, and as far as possible has no
meaning. Do not ever allow anyone to access Your Wallet or to watch You accessing
Your Wallet or Account. You agree to take all steps to ensure that Your login
details are not stored by Your mobile device or cached or otherwise recorded,
and should never use any functionality that allows login details or passwords
to be stored by the computer You are using.
21.3. If You have
any security concerns about your Card, Your Wallet/Account, login details, WhatsApp
and/or App Password, other security feature being lost, stolen,
misappropriated, used without authorization or otherwise compromised, please
change Your Mobile Phone PIN and WhatsApp and/or App Password and contact Us
immediately. Any undue delay in doing so will affect the security of Your
Wallet/Account, and may result in losses as a result.
21.4. You agree to
ensure that Your Mobile Phone or Smart Device is secured with a PIN and e-mail
account(s) are secure and only accessible by You, as Your Phone e-mail address
in WhatsApp and/or App can be used to reset passwords or to communicate
regarding the details and security of Your Wallet, the WhatsApp and/or App and
the Services. If any of the e-mail addresses or Phone number registered with
Your Wallet are compromised, please notify Us and contact Your e-mail service
provider immediately.
21.5. In cases of
theft or fraud, You should contact Us and lodge a case with the South African
Police Services.
21.6. We shall not
be liable for any fraudulent activity initiated through the downloaded copy of WhatsApp
or App.
21.7. Neither We,
nor any third parties provide any warranty or guarantee as to the accuracy,
timeliness, performance, completeness or suitability of the information and
materials found or offered on this section of the System. You acknowledge that
such information and materials may contain inaccuracies or errors and We
expressly exclude liability for any such inaccuracies or errors to the fullest
extent permitted by law.
21.8. Please ensure
that Your Mobile Phone or Smart Device is secured with a PIN or password as
your Wallet may be accessible. Unauthorised access of your Phone may result in
unauthorised transfers which We take no responsibility for.
22.
CLOSURE OF YOUR WALLET OR ACCOUNT
22.1. This agreement
may be terminated, in whole or in part, by SOLmate, whenever, for any reason, We
determines that such termination is in Our best interest.
22.2. Should we
cancel and terminate this agreement for any of the aforementioned reasons, we
will freeze the Account or Wallet, send you a request to present us with your
banking details in order to refund any remaining balance within a period of 90
(Ninety) days, failing to provide us with the necessary details within a period
of 90 (Ninety) days and subject to the reason of cancellation, we will charge
dormancy and/or admin fees after the 90 (Ninety) days on the dormant account at
a rate that will be determined by SOLmate from time to time until such time that the account reaches a zero
balance.
22.3. Subject to the
provisions of clause 21.5 below, You may terminate this Agreement at any time through
WhatsApp support services (or through written communication to the SOLmate customer
support centre).
22.4. It is Your
responsibility to ensure you have cashed out or used the balance in your Wallet
or Account. Your request to close Your Wallet will be treated as You having
advised Us of Your intention to terminate this Agreement. This Agreement will
be terminated upon Us closing Your Wallet or Account, only if there are no
funds in your Wallet or Account. You agree and understand that after Your
Wallet or Account has been closed by Us, You will no longer have any access to
the Wallet. If there are funds still available, you would need to provide proof
of identification as determined by Us from time to time alternatively
reregister, and thereafter request a re-allocation of funds.
22.5. You may not
cancel Your Wallet or Account if We believe in Our reasonable discretion that
such cancellation is being performed in an effort to evade an investigation or
any liability (criminal or otherwise), or in an effort to avoid paying any
amounts otherwise due to Us or any relevant governmental or regulatory
authority. In this instance, We reserve the right to not act upon Your request.
22.6. You may also
cancel this Agreement without reason and without Us imposing a penalty on You
within 7 (seven) days of the conclusion of this Agreement by notifying Us of
the cancellation in writing through the contact information herein under. If
you (or We) cancel this Agreement then you must also discontinue use of the
Services and delete all copies of the Software and Confidential Information
acquired or made by You in terms of this Agreement.
22.7. We reserve the
right to charge dormancy and/or admin fees on any closed account.
23.
DORMANT WALLET/PROFILE/ACCOUNT
23.1. Upon the event
that your Account/Wallet/Profile is dormant for a consecutive period of 90
(Ninety) days, for whatsoever reason, We reserve the right to charge dormancy
and/or admin fees on the dormant account per month until such time that the
account reaches a zero balance. Should the account reach a zero balance and
remains in a dormant state for more than 90 (Ninety) days, we will close the
account with immediate effect.
23.2. You will not
be able to transact on a dormant account without providing proof of Your identity,
and such account will be subject to reactivation.
23.3. Should You
wish to claim any credit balance from a previously closed account (if any after
deduction of dormancy and admin fees), You should approach us with original
positive identification. Subject to regulations, we will do the necessary to
initiate the unclaimed-balance process (should We decide to do so), and will
endeavour to provide the client with feedback within 48 (Forty-Eight) hours.
23.4. The client
shall not be entitled to claim any interest from the date of closure of the
account.
23.5. Upon the event
of your death, the appointed executor of the deceased estate must present the
following minimum documentation as determined by Us from time to time to
withdraw any remaining funds (minus all charges and admin fees) and close the
wallet:
23.5.1.
Death certificate;
23.5.2.
Letters of executorship;
23.5.3.
Proof of identity of executor;
23.5.4.
Proof of residency of executor not
older than 3 months.
24.
RECORDS
24.1. A copy of all Wallet
or Account transactions are kept in our digital records.
24.2. We will keep a
record of all the transactions for a period for 5 (Five) years, which record
You can access via WhatsApp or the platform for a period of 3 (Three) months
from date of transaction, any records older than 3 months can be requested at
an additional fee.
24.3. You may access
these transactions by accessing Your transaction history and then sending an
email request to Us.
25.
FEES, CHARGES AND COSTS (will be
published online)
25.1. The fees
chargeable for different transactions using the services may be changed from
time to time with no notice.
25.2. All
transaction fees and account maintenance fees will be provided during
registration and is also available online. Fees may change from time to time.
25.3. You will also
be responsible for all standard data costs associated with the download and use
of the App and/or WhatsApp and/or the Interface/System.
25.4. All Services
provided to You are executed on the Exchange and accordingly, once authorised
by You, are automatic and cannot be reversed. Once You select Your Service it
cannot be reversed, please ensure that all information is correctly inserted
and that You make the correct / intended decision in relation to a Service.
25.5. You will
indemnify Us against any losses resulting from:
25.5.1.
You failing to pay the relevant
costs or fees;
25.5.2.
You providing the wrong recipient/payment
information;
25.5.3.
Someone else carrying out a payment
instruction without Your permission;
25.5.4.
The recipient of any funds for
purposes other than foreseen or intended by You.
26.
LIMITATION OF LIABILITY
26.1. To the fullest
extent permissible by law, under no circumstances whatsoever, including as a
result of Our negligent acts or omissions or those of Our servants or agents or
other persons for whom in law We may be liable (“Others”) –
26.1.1.
shall We, or any Others be liable
for any direct, indirect, special, or consequential loss or damages (for
instance, loss that is too far removed from or not foreseen by the parties as
being connected to this Agreement) howsoever caused (whether arising under contract,
delict or otherwise and whether the loss or damage was actually foreseen or
reasonably foreseeable), sustained by You, servants or agents, including any
loss of profits, loss of revenue, loss of operation time, corruption or loss of
information and/or loss of contracts;
26.1.2.
shall We be liable for loss of Your
data regardless of how such loss is occasioned. You acknowledge that back-up of
such data is Your responsibility and can be undertaken easily so as to recover
any data which is lost. Accordingly, You indemnify and hold Us harmless against
any losses, damage and damages incurred by You arising directly or indirectly
out of or in connection with the loss of any of Your data.
26.2. We shall not
be liable to the client for any damage or loss that the client may suffer as a
result of the following:
26.2.1.
any person gaining unauthorised
access to any information or data;
26.2.2.
incorrect information being given
to any person, including any credit bureau;
26.2.3.
us processing any information
incorrectly; and
26.2.4.
a delay, failure or malfunction of
any ATM or other device (electronic or manual) that the client uses to carry
out transactions with the card.
26.3. To the fullest
extent permissible by law (including consumer laws, where applicable) Our or
any Others’ (in whose favour this constitutes a benefit for a third party)
maximum aggregate liability for any direct loss, damage or damages of any kind
whatsoever or howsoever caused (whether arising under contract, delict or
otherwise and whether the loss was actually foreseen or reasonably
foreseeable), sustained by You, shall not exceed an amount equivalent to the
value held in Your Wallet or Account at the time the cause of action arises.
27.
BREACH
27.1. Should You
breach (or should You permit any third party making use of the Services via
Your Wallet or Account to engage in conduct that would constitute a breach if
performed by You) any provision or term of this Agreement and fail to remedy
the breach within 7 (seven) days of receipt of notice requiring You to do so
and warning that if it is not so remedied that We may exercise Our rights in terms of this
clause, then We shall be entitled without further notice to You, and in
addition to any other remedy available to Us in law or under this Agreement,
to:
27.1.1.
cancel this Agreement; or
27.1.2.
claim specific performance of any
obligation whether or not the due date for performance has arrived; or
27.1.3.
deactivate or suspend Your Wallet/Account
or access to the Services, in either event without prejudice to Our right to
claim damages.
27.2. You must
cash-out or transfer the funds (if any) within 7 (Seven) days after We have
taken any of the steps referred to above (other than cancellation of this
Agreement and/or restriction, suspension or cancellation of Your Wallet/Account
and/or use of the Services as contemplated herein below). Should You not
cash-out or transfer the funds, as the case may be, within 7 (Seven) days, then
You forfeit the balance in Your Wallet/Account which will be deemed to be
closure fee for SOLmate.
27.3. Notwithstanding
anything else to the contrary in this Agreement, We reserve Our right to cancel
this Agreement and/or restrict, suspend or cancel Your Wallet/Account and/or
use of the Service’s where We reasonably suspect that Your Wallet/Account has
been or is being used in relation to any criminal or otherwise illegal
activity.
27.4. In such event
We will, unless We are prohibited from doing so in law, to take reasonable
steps to provide You with notice of any decision to cancel this Agreement
and/or restrict, suspend or cancel Your Wallet and/or use of the Services. We
may be prohibited in law from cashing-out the balance of Your Wallet (if any),
where We have cancelled this Agreement, and/or suspended or cancelled Your
Wallet/Account and/or use of the Services in terms of this clause.
27.5. If a technical
problem causes any Services (including access to the Services) to become
unavailable, any system outage or any Wallet errors, We may temporarily suspend
access to the Services until the problem is resolved. In which event We will
not be held responsible for any losses caused during said down time or system
outage.
27.6. If you breach
or otherwise default on any obligations in terms of the Agreement, We will give
You 7 (Seven) days written notice to remedy the breach. If You fail to comply
within 7 (Seven) days, or if You are unable to remedy the breach, we may either
suspend the Service or terminate the Agreement without further notice. Alternatively,
We may insist on immediate performance and/or payment from You of all
obligations or amounts You owe Us under the Agreement, without prejudice to any
other legal rights we may have, including the right to claim damages.
27.7. If You are
non-compliant with any Bank or Card Scheme rules, act illegally in any manner,
do not pay any amount as specified by Us, submit high levels of fraudulent
Transactions or Chargebacks, breach any Intellectual Property Rights or
protection of Personal Information obligations as set out in the Agreement,
commit any act of insolvency or effect a compromise or composition with
creditors, or if a creditor institutes insolvency proceedings against You, We
will have the right to suspend the Service and/or terminate the Agreement
immediately.
28.
GOVERNING LAW, JURISDICTION AND
LANGUAGE
28.1. This Agreement
shall be governed by and interpreted in accordance with the laws of the
Republic of South Africa and all disputes, actions and other matters relating
thereto will be determined in accordance with such law.
28.2. The parties
hereby irrevocably submit to the jurisdiction of the High Court of South Africa
(South Gauteng High Court, Johannesburg) (or any successor to that court) in
respect of all and any matters arising out of or in connection with this
Agreement.
28.3. This Agreement
has been concluded in the English language. In the case of any conflict between
the English and any other translation version, the English version shall
prevail.
29.
CIRCUMSTANCES BEYOND OUR CONTROL
29.1. We shall be
under no liability to You in respect of anything which, in the absence of this
provision might constitute a breach of this Agreement, arising by reason of
circumstances beyond Our reasonable control, even if We should have foreseen
the possibility of the occurrence or existence of those circumstances.
29.2. For the
purposes hereof, this includes acts or omissions of any government, government
agency, provincial or local or similar authority, civil strife, riots, pandemics,
sabotage, insurrection, acts of war or public enemy, illegal strikes,
combination of workmen, interruption of transport, lockouts, interruption of
essential services from public utilities (including electricity, water and
sewerage), prohibition of exports, inability on Our part due to such
circumstances to obtain goods or services from its suppliers (including
telecommunications suppliers and Selected Merchants), rationing of supplies,
flood, storm, fire or any other circumstances (without limitation) beyond the
reasonable control of the party claiming “Force Majeure” (which means
unforeseeable circumstances that prevents someone from fulfilling a contract)
and comprehended in the term Force Majeure.
30.
WHOLE AGREEMENT, AMENDMENTS AND
UPDATES
30.1. This Agreement
constitutes the whole agreement between the parties relating to its subject
matter, supersedes all prior or oral or written communications and
representations with respect to the Services and the Software, and, prevails
over any conflicting or additional terms in any document or other communication
between the parties leading up to and during the term of this Agreement.
30.2. We may amend
this Agreement from time to time without prior notice to You. Except where We
specifically stated that We will provide You with prior notice in this
Agreement.
30.3. You should
regularly view this page to ensure that You are satisfied with any changes. If
You are not satisfied with the revisions made, You should stop using the Account
or Wallet service immediately.
30.4. To the extent
permissible by law, We shall not be bound by any express or implied term,
representation, warranty, promise or the like not recorded herein, whether it
induced the contract and/or whether it was negligent or not.
31.
SEVERABILITY
31.1. Any provision
in this Agreement which is or may become illegal, invalid or unenforceable
shall be ineffective to the extent thereof and shall be treated as not written
and severed from the balance of this Agreement, without invalidating the
remaining provisions.
32. INTERPRETATION
32.1. In this
Agreement:
32.1.1.
clause headings are for convenience
and reference only and shall not be used in interpreting, modifying or
amplifying its terms or clauses;
32.1.2.
unless a contrary intention clearly
appears, words importing any one gender include the other two, the singular
include the plural and vice versa, and, natural persons include created
entities (corporate or unincorporate) and the state and vice versa;
32.1.3.
any reference to an enactment is to
that enactment as at the date of acceptance of this Agreement and as amended or
re-enacted from time to time;
32.1.4.
if a provision in a definition
confers rights or imposes obligations on a party, effect shall be given to it
as if it was a substantive provision in the body of the Agreement,
notwithstanding that it is only in a definition;
32.1.5.
any reference to “days” shall mean
business / working days and shall be calculated by including the first day
excluding the last day – unless the last day falls on a Saturday, Sunday or
public holiday, in which case the last day shall be the next day which is not a
Saturday, Sunday or public holiday;
32.1.6.
its termination shall not affect
those terms as expressly provide that they will operate after termination or
which of necessity must continue to have effect after termination,
notwithstanding that the clauses themselves do not expressly provide for this;
32.1.7.
the rule of construction that a
contract shall be interpreted against the party responsible for the drafting or
preparation of the contract, shall not apply, and You agree not to use or rely
upon that rule in any proceedings in relation to this Agreement;
32.1.8.
any reference to a party to it
shall, if such party is liquidated or sequestrated, be applicable also to and
binding on that party’s liquidator or trustee;
32.1.9.
the words “include,” “including”
and “in particular” shall be construed as being by way of example or emphasis
only and shall not be construed nor take effect as limiting the generality of
any preceding words;
32.1.10. the words
“other” and “otherwise” shall not be construed as being of the same kind or
nature as any preceding words where a wider construction is possible.
33.
CONTACT
33.1.
Should You have any questions or
concerns regarding this Agreement, the Interface, or the Services, please
consider the information provided at www.solmate.co.za or contact
the support channel on WhatsApp or in the App.