- 011 523 3211
- 2 nd Floor, Block 6, Grayston Office Park, 128 Peter Rd, Simba, Sandton.
1. INTRODUCTION
1.1. Please take a moment to read these terms & conditions (“Terms”) to understand how they apply to Products offered by Glocell Distribution (PTY) Ltd(hereinafter “GCD”) on the Sites and through any other distribution channel. These Terms, together with the Website User Terms and Privacy Notice and any provisions contained in the Merchant and/or RICA Agreement will make up the agreement (“Agreement”) between you and us for you to distribute Products on our behalf and use of our Services offered on this Sites.
1.2. You understand and agree that you have had an opportunity to read and understand these Terms and that in order for you to act and distribute products you will need to electronically sign on the Sites the to accept these Terms and Merchant and/or RICA Agreement, which will then be binding on you. If there is any provision in the Terms that you do not understand, please email legal@blts.co.za to contact us.
1.3. If you do not agree with any of these Terms you will not be able to distribute Products on our behalf.
1.4. Please note that in terms of the Consumer Protection Act 68 of 2008 (“CPA”) there are clauses in these Terms that require your careful attention and consideration and you should ensure that you fully understand what they mean. These clauses may limit your rights, make you liable, require you to indemnify a third party or confirm facts. To assist you and to specifically draw your attention to these clauses, these terms appear in bold font. Nothing in these Terms is intended or must be understood to unlawfully restrict, limit or avoid any right or obligation created for either you or us in terms of the CPA.
1.5. These Terms govern your relationship with us. By signing the Merchant Agreement and/or RICA Agreement and clicking accept on our Sites you agree to be bound to these Terms.
2. DEFINITIONS AND INTERPRETATION
2.1. In these Terms:
2.1.1. “Agreement/s” means the merchant/distribution and/or RICA Agreement entered by you as may be applicable;
2.1.2. “BLD” means Blue Label Distribution Proprietary Limited, (Registration no. 2004/003066/07) a company duly registered in the Republic of South Afirca, with its business address at 75 Grayston Drive, Morningside Ext 5, Sandton 2196 and any of its affiliates from time to time;
2.1.3. “Bank Account” means the Bank Account provided to make Prepayments;
2.1.4. “Business Day” means any day other than a Saturday, Sunday or public holiday as gazette by the government of the Republic of South Africa from time to time;
2.1.5. “Content” means any information, text, graphics, photos and other materials uploaded, downloaded or appearing on the Sites and is encountered as part of your experience using the Sites;
2.1.6. “Distributions / Distributed / Distributes” means the sale of Products, Starter Packs or in the instance of a Rep T & T;
2.1.7. “Effective Date” means the date which you started using the Sites and accepted the Terms;
2.1.8. “End User” means the person who purchase Products from you or directly via the Sites;
2.1.9. “Group” means the Blue Label Telecoms Limited Group of companies;
2.1.10. “Personal Information” means FICA documentation – your valid identity document or valid foreign passport and proof of residence not older than three months;
2.1.11. “Prepayment” means an advance payment of money by you into the Bank Account which amount of money is allocated to your Unique Number to enable you to transact;
2.1.12. “Products” means the Products listed on the Sites from time to time;
2.1.13. “Services” means any Services provided to you via the Sites in relation to the Distribution on the Sites;
2.1.14. “SIM Card” means a subscriber identity module (incorporating a unique MSISDN), which, when Activated and used in conjunction with a compatible item of terminal equipment enables the End User to access the network services of the Network Operator concerned
2.1.15. “Sites” means the app and website owned and operated by the GCD from time to time;
2.1.16. “Starter Packs” means an activation pack containing a SIM Card;
2.1.17. “Suppliers” means any third party Suppliers;
2.1.18. “you” means the user of the Sites who enters into Agreements to distribute products in accordance to the Agreements;
2.1.19. “Transactions” means the different transactions that is performed by you on the Sites as an Agent of GCD for the vending and Distribution of Products;
2.1.20. “GCD / we /our/ us” means T3 Telecoms SA Proprietary Limited, (Registration no. 2018/362200/07) a company duly registered in the Republic of South Africa with its business address at 75 Grayston Drive, Morningside Ext 5, Sandton 2196 and any of its affiliates from time to time;
2.1.21. “T&T” means ____________________________ explicitly sold by the you;
2.1.22. “Register” means the manner in which you fill in your Personal Information on the Sites to be registered to Distribute or purchase Products;
2.1.23. “RICA” means the Regulation of Interception of Communications and Provision of Communication Related Information Act, 70 of 2002;
2.1.24. “Unique Number” means the number allocated to you wherein Prepayments must be made into the Bank Account to transact;
2.1.25. “User/you/your” means you as the Agent who Distributes Products on our behalf;
2.1.26. “VAS” means the value-added services, such as airtime, data and pre-paid electricity available for distribution on the Sites;
2.1.27. “VAS Providers” means service providers who have appointed GCD as their agent to facilitate the marketing and sale of VAS utilizing the GCD Sites and platforms.
2.2. Words importing any one gender shall include the other gender; the singular shall include the plural and the other way around; a reference to natural persons shall include created entities and the other way around.
2.3. When any number of calendar days is prescribed in these Terms, that number of days shall be reckoned exclusively of the first and inclusively of the last day.
2.4. The expiration or termination of these Terms will not affect any provisions which provide that they will operate after any such expiration or termination or which of necessity must continue to have effect after such expiration or termination.
3. THE GCD SITES
3.1. GCD owns and operates various Sites through which it offers Products and related Services to End Users.
3.2. GCD acts only as agent of the VAS Suppliers to the extent of use of our Sites as a platform for the promotion, marketing, sale and delivery of Products through you. You understand and agree that GCD is not the supplier of the Products and is not responsible as supplier of the Products.
4. REGISTRATION
4.1. GCD offers you the platform to register by uploading your Personal Information and entering into an Agreement/s. Upon registration you can distribute our Products, subject to these Terms. You must be at least 18 years of age to transact.
4.2. GCD acts as a supplier of VAS Suppliers Products by utilizing the GCD as a platform for the distribution of Products and facilitating payment through Prepayments made by you into our BLD account. You understand and agree that GCD is not the suppliers of the Products and is not responsible as suppliers of the Products for any mistake and/or liability caused by the Products of the suppliers.
4.3. The Products are only intended to be Distributed to End Users who are resident in the Republic of South Africa.
4.4. These Terms govern your registration on the Sites, by electronically signing and agreeing to these Terms together with the Agreement/s. These Terms must therefore be read with the Agreement/s entered into between you and us.
4.5. Website Terms of Use and Privacy Policy are to be read with these Terms and incorporated as part thereof.
4.6. You understand and acknowledge that the Distribution of Products offered on the Sites and all actions recorded and agreed to in the process, including but not limited to registration, application, Product selection, placing an order and payment by way the beforehand Prepayment will be binding on you and shall be incorporated by reference into these Terms. You acknowledge and agree that you have read and understand the provisions and information appearing on the Sites and any links and/or agreements there from accordingly.
4.7. You further acknowledge and understand that the conclusion of any required documentation and / or agreement or consent to any provisions or action to be taken takes place in an electronic format via the Sites and that your electronic signature constitutes the agreement. No further physical signature will be required in order for agreement to be reached. We may request additional documentation from you, such as your Personal Information.
4.8. By entering your Personal Information, you agree that we may deliver confirmation of registration and may provide further information to you, telephonically, by e-mail or SMS using the contact information you provided in the registration process.
4.9. You hereby agree that we may send you electronic and non-electronic communications relating to our Services, your Distributions and/or the Products from time to time.
5. TO TRANSACT:
5.1. You will be required to provide certain Personal Information our Sites will take you through the steps to register. Upon registration you will receive a SMS from us welcoming you to our team. The SMS will provide you with your unique username and BLD account reference number (Unique Number) which should be stored by you to access the Sites. The reference number must be used when Prepayment is made by you into our BLD bank account;
5.1.1. you will be required to do Prepayments beforehand to be able to distribute Products;
5.1.2. Prepayments will be done by making payments into the Bank Account using your Unique Number;
5.1.3. the Prepayment cannot be redeemed for cash at any time and can only be used to perform Distributions;
5.1.4. you must ensure you have enough balance to cover the number of Products that you are distributing;
5.1.5. the payment for the Product Distributed will immediately be deducted from the Prepayment paid with each distribution that you do;
5.1.6. the App uses data, you will be responsible for the costs when using the App;
5.1.7. we do not warrant any cellphone reception in the area that you distribute and will not be liable for any damages or loss in this regard.
5.2. You may not charge any additional amount for Products Distributed using our Sites.
5.3. We are not responsible to verify any information provided by you to us in distributing Products and you understand and agree that we are entitled to rely on the correctness of the information given by you to us and hereby indemnify us accordingly. We recommend when distributing Products that you request the End User to fill in their details to limit your risk as well. No Products Distributed can be reversed.
5.4. Your username and Unique Number are for your personal use only to act as our Agent and will not disclose it to any third party.
5.5. You agree that you have provided accurate, up to date, and complete information about yourself. We are not responsible for any error made as a result of such information being inaccurate.
5.6. You agree to notify us of any changes in your information, immediately if it occurs. If you do not do so, we may terminate this agreement.
5.7. To amend any of your details, you should amend it at the Personal Information part on the Sites.
5.8. You agree to notify us immediately upon becoming aware of or reasonably suspecting any unauthorised access to or use of your Personal Information and/ or payment information.
5.9. We appoint you to act as our Agent. In all instances you must act within these Terms and other Agreements relevant hereto.
6. PRODUCTS ON THE SITES
6.1. We receive the Products from VAS Suppliers. We rely solely on the VAS Suppliers to provide Products to us, we do not warrant in any way the correctness of the Product. Should there be any errors of whatsoever nature (which are not due to our gross negligence), we shall not be liable for any loss, claim or expense relating to a transaction based on any such error, save, in the case of any incorrect distribution price, to the extent of refunding you for any amount already deducted from your Prepayment.
6.2. We shall not be bound by any incorrect information regarding the Products displayed on any third-party websites.
6.3. We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities to be Distributed per Agent. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or phone number provided at the time as per the Personal Information that was provided during your registration as an Agent. We reserve the right to limit or prohibit orders that, in our sole judgment
7. VALUE ADDED SERVICES
7.1. Where the Product that you purchase is a VAS, please take note of the following Terms which will apply. These are in addition to any terms and conditions of the VAS Provider.
7.2. The VAS suppliers and their terms are the following:
7.3. General
7.3.1. Where you purchase VAS on the Sites you agree and accept that you are not contracting with us but are contracting directly with the relevant VAS Provider supplying the VAS purchased.
7.3.2. By purchasing these VAS, you agree to be bound by the relevant VAS Provider’s terms and conditions, which are available on their respective websites.
7.3.3. Limitation of Liability
You understand and agree that we have no control over the operations of any VAS Provider and/ or the provision of the VAS purchased. We are not the supplier of the VAS and accordingly shall not be liable for:
7.3.3.1. the availability of any VAS;
7.3.3.2. the timeous delivery of a voucher number or PIN in respect of the relevant VAS;
7.3.3.3. the validity of a voucher number or PIN relating to the relevant VAS; and/ or
7.3.3.4. The provision of the VAS.
7.4. You understand further that you will have no claim against GCD for loss or damages of any nature whatsoever or howsoever arising, in relation to the supply and/ or use of the VAS. Your only claim shall be against the relevant VAS Provider and you hereby indemnify us accordingly. You therefore agree to hold GCD harmless against all expenses incurred and/or losses or damages suffered in any manner and of any nature whatsoever, in this regard.
7.5. Cellular Airtime,Data & Electricty bundles:
7.5.1. You understand and accept that in respect of VAS pertaining to cellular airtime and data, the amounts in respect of such airtime and data bundle purchases will be made available to you by the relevant VAS Provider (being the relevant mobile network operator), directly to the specific cellphone number entered
7.5.2. You must therefore ensure that you always select and input the correct information for your purchase (such as your cell number or meter number). As aforementioned, all disputes in respect of VAS purchases shall be resolved in accordance with the terms and conditions of the relevant VAS provider.
7.5.3. You are solely responsible for making sure you do not duplicate a VAS purchase and should accordingly check your transaction history if in doubt. You acknowledge and agree that GCD shall not be liable in any manner whatsoever for VAS purchases made by you using the incorrect information and/or duplicate purchases as aforesaid
7.5.4. Where applicable, the purchase price amount in respect of a VAS shall be inclusive of value-added tax.
8. REGULATORY REQUIREMENTS
8.1. You must at all times comply with applicable laws, including the RICA and Electricity Act. You indemnify us against any loss and liability that we may suffer as a result of non-compliance by you.
8.2. You acknowledge and understand that it is illegal to sell electricity for more than the face value.
9. RICA TRANSACTIONS
9.1. In order to register you must comply with the RICA Act.
9.2. The RICA requirements are set out in the RICA Agreement and that agreement forms part of these Terms. You agree to comply with these requirements in that potential End Users must show their Identity documentation and/or Passport accompanied by their proof of residence, not older than 3 (three) months.
9.3. The Sites will send the End Users RICA data and relevant SIM card number to us on the relevant cellular network.
9.4. You will RICA the user on our Sites following the steps provided on the Sites.
9.5. We may require you to provide us with the RICA documents and information before we proceed with activation.
9.6. We reserve the right to terminate or suspend the RICA immediately if you do not comply with the provisions of the RICA Act or fail to comply with the RICA Agreement.
10. PREPAYMENT
10.1. Before Products can be Distributed payment must be made by you into our Bank Account.
10.2. The banking details is provided on the Sites. You must use your Unique Number for the amount to be allocated correctly to your account.
10.3. The amount paid by you will immediately be allocated to your account. Upon allocation you can distribute Products using the Sites.
11. CHANGES
11.1. We are entitled to change the Products on the Sites anytime, without providing you prior notice.
11.2. We are also entitled to change these Terms from time to time. It is your responsibility to keep up to date and comply with the latest Terms.
11.3. Your continued use of our Sites means that you have accepted such changes.
12. PROCESSING COMMUNICATIONS
12.1. You hereby agree that all orders and any other communications which purport to originate from you and which are sent to us electronically and which may (as a result of interception, equipment malfunction, the distortion of communication links or any other reason whatsoever) be different from the instructions actually sent or given, or may not have been given by you at all, shall be deemed to have been given in the form actually received by us. You will be bound by such communication with no liability of whatever nature attaching to us in regard thereto.
12.2. You waive any rights you may have or obtain against us arising directly or indirectly from any loss or damage of whatsoever nature which you may suffer as a result of the fact that we act on your orders or communications, or orders or communications that purport to come from you and you indemnify us against all and any claims, liabilities, losses, costs, fines, damages and expenses, arising as a result of the fact that we acted on your instructions/orders or instructions/orders which purport to come from you.
13. EVENTS OUTSIDE OUR CONTROL
13.1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under an order that is caused by an Event Outside our Control, as explained in this clause.
13.2. An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
13.3. If an Event Outside Our Control takes place that affects the performance of our obligations under an order, we will contact you as soon as reasonably possible to notify you, and our obligations under any order will be suspended for as long as the Event Outside Our Control lasts. Where the Event Outside Our Control affects our Delivery of Products to you, we will contact you to make alternative arrangements after the Event Outside Our Control is over.
14. INTELLECTUAL PROPERTY
14.1. Subject to any intellectual property rights held by any other third parties; the Sites shall remain the intellectual property of GCD. Any right, title and/or interest in the software will remain the property of GCD.
14.2. You may not in any manner damage, misuse, tamper, modify any hardware and/or software of the App.
14.3. The use of any our logos and/or trademarks or any component thereof may only be used with our prior written approval.
14.4. You indemnify us against all losses and liabilities incurred as a result of any lcaim instated against us in relation to unauthorized use of the Sites, the content thereon and/or any other intellectual property rights foregoing.
15. DATA PROTECTION AND PRIVACY
15.1. In addition, by accepting these Terms, you confirm, acknowledge and agree, with express consent, that we may collect and process your Personal Information in terms of our Privacy Policy which you have read, understood and agree to.
15.2. In addition to any provisions contained in the Privacy Policy and without limitation thereof, you understand and agree that:
15.3.1. we may share your Personal Information with the suppliers, strategic partners and/ or the payment processor for any purpose related to or in connection with these Terms;
15.3.2. by using this Sites and/ or Distributing the Products, you consent to your Personal Information being utilised by GCD, the relevant Supplier and/ or VAS Provider for purposes of communicating further offers, information and promotions that is not related to the Products that you Distribute to you via e-mail, via SMS, WAP Push, newsletters, telephonically, or through other promotional offers; and
15.3.3. GCD may, from time to time, send you advertising material and information that is not related to the Products that you Distribute, including but not limited to special offers by e-mail, via SMS, WAP Push, newsletters, telephonically, or through other promotional offers.
15.3.4. You may however opt-out at any given time.
15.4. GCD may conduct a credit enquiry by providing your Personal Information to a credit bureau and/or credit provider.
15.5. You also understand and agree that once you have Distributed a Product, the Privacy Policy of the relevant Supplier will apply to your interactions with the supplier concerned and the use of the Product Distributed and we shall not be liable to you in respect thereof.
16. CONTACT DETAILS
16.1. The contact details you have given to us in the Distribute of Products will be regarded for all purposes as the legal address where, legal and other notices and statements can be delivered to you (“Notice Address”).
16.2. Your contact details include cellular phone number, physical address, and email address.
16.3. You may change your contact details by emailing us at _____________________.
16.4. We choose the following address as Our address for all notices, including, legal notices: 75 Grayston Drive, Morningside Ext 5, Sandton 2196;
16.5. Any communications in connection with this Agreement must be sent via email to the email addresses referred to in this clause 17. For Delivery of legal process you must use our physical address set out in this clause 17. We will serve legal process to you at the physical address you have given us when you Distribute Products and other communications via email to the email address you have given to us when purchasing Products.
16.6. Any notice or communication required or permitted to be given in respect of the provisions of this Agreement will be valid and effective if sent to your Notice Address.
16.7. Any notice sent by prepaid registered post will be deemed to have been received on the 5th (fifth) Business Day after posting; or sent by ordinary mail will be deemed to have been received on the 7th (seventh) Business Day after posting; or delivered by hand will be deemed to have been received on the day of Delivery; or sent by email will be deemed to have been received on the 1st (first) Business Day after the date it was sent.
16.8. A written notice or communication which is actually received by you will be an adequate written notice or communication to you.
17. DISCLAIMER AND INDEMNITY
17.1. You understand and agree that the Sites provides an online platform for the distribution of the Products by yourself, the Agent. We are not responsible for, including but not limited to:
17.1.1. technical problems relating to our Sites and/or cellular networks;
7.2.1 any financial loss, loss of business, profit, savings, revenue, or goodwill suffered or sustained by you whatsoever;
7.2.2 any claims, loss and/or damage resulting from claims by users that Products are defective and/or the wrong details had been provided by the users.
17.2. You use our Sites at your own risk and you assume full responsibility for any risk or loss resulting from the use of a Sites or reliance on any information on a Sites.
17.3. Neither us, nor any of our officers, directors, employees, shareholders or agents shall be liable to you or any third-party for any claims relating to the distribution, sale and/or use of the Products or any consequences which may result thereof.
17.4. To the extent allowed by the law, you agree to indemnify and hold us and our officers, directors, employees and agents harmless from any and all loss, liability, claim, costs, charges, damages and outgoings of every description (including legal costs and expenses), compensation payable under contracts, loss of normal operating profits, loss of revenue from related contracts and pure economic loss, tracing and collection charges, costs of investigation, interest and penalties, which may be suffered and/ or incurred by you or a third party arising out of or in connection with:
17.4.1. your use of, or reliance upon a Sites;
17.4.2. your inability to use a Sites;
17.4.3. Distribution of the Products;
17.4.4. unlawful activity on the Sites and/or any linked third-party application or website;
17.4.5. any act, neglect or default of yours in connection with this agreement or your use of a Sites or Product;
17.4.6. your breach of these Terms;
17.4.7. your failure to comply with any law.
18. HOW TO RESOLVE DISPUTES WITH US
18.1. These Terms and/or any dispute arising from or in connection with these Terms shall be governed and interpreted in accordance with the laws of the Republic of South Africa.
18.2. We offer the following process to help you resolve a complaint or dispute you may have with us.
18.3. Any queries or complaints in relation to our Sites, Services and/or Products can be submitted to us by contacting us using the information provided under “Contact Us” on our Sites or by contacting us at ____________________
18.4. Without prejudice to your rights in law, you are required to first approach us with any complaint or dispute and afford us an opportunity to resolve a compliant before you approach any relevant authority, court or other dispute resolution body, or refer the matter to arbitration.
18.5. Please direct all legal disputes to __________________. Your complaint should include the following:
18.5.1. your name and surname;
18.5.2. the date on which the complaint arose;
18.5.3. a brief description of what gave rise to the complaint;
18.5.4. the amount in dispute (if applicable); and
18.5.5. supporting information or documentation, if any.
18.6. You must please ensure that you receive a reference number for complaint as well as a formal acknowledgment notification.
18.7. In the event of any dispute which remains unresolved, you hereby consent to the non-exclusive jurisdiction of the High Court of the Republic of South Africa (Johannesburg), having jurisdiction, notwithstanding that the quantum in the action or proceedings may otherwise fall below the monetary jurisdiction of that court.
18.8. Nothing in this clause or the Terms limits your right to approach any court, tribunal or forum of competent jurisdiction in terms of the CPA.
19. GENERAL
19.1. The Agreement, which includes these Terms constitutes the sole record of the agreement between you and us in relation to the subject matter hereof.
19.2. If any term or provision of these Terms is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these Terms.
19.3. No indulgence, leniency, relaxation, waiver or extension of time which we may grant you, in the event of claims and/or disputes arising, will in any way whatsoever prejudice us or preclude us from exercising our rights in terms of these Terms and neither will it constitute a waiver or limitation of any of our rights.
19.4. In the event that you commit any breach of the Terms or in the event that we are required to take any legal action, you agree and undertake to pay our legal costs as between attorney and own client.
19.5. We shall be entitled to cede, assign and delegate all or any of our rights and obligations in terms of these Terms without further notice to you.
19.6. All provisions of these Terms are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other.
19.7. While we have in the drafting of these Terms used our best endeavours in order to comply with all applicable laws, to the extent that these Terms may require amendment in order to comply with any particular law, you hereby agree to such amendment which will be posted on the Sites.