1. These service terms are subject to the Merchant:

1.1. Accepting iVeri’s Merchant Terms and successfully being onboarded to receive iVeri’s Services as per the conditions contained in the Merchant Agreement;

1.2. Indicating acceptance to receive the Service.  

2. The Merchant acknowledges that the Services are provided subject to:

2.1. these Terms read together with:

2.2. the Merchant Agreement.

 (both being referred to as “the Terms”).

3. By electing to receive the Service, the Merchant agrees that the Supplier and/or its third-party service providers will process, accept the proceeds, and settle payment instructions from Customers on behalf of the Merchant subject to the Terms.

4. Interpretation

4.1. "Agreement" means the Terms including all annexures, each of which is an integral part of the Terms and shall be interpreted and construed accordingly;

4.2. “Customer” means a customer of the Merchant whose payment transaction is processed via the Solution;

4.3. "Data" means any data, including personal information and/or personal data (as such terms are defined in any applicable data protection laws) supplied, stored, collected, collated, accessed, retained, or processed using the Software, irrespective of the media or form;

4.4. “EFT” means electronic funds transfer banking solution;

4.5. “iVeri Payment Technologies” means a company incorporated under the laws of South Africa, with registered offices at 54 Wierda Road West, Chislehurston, Sandton 2196, South Africa;

4.6. "Losses" means all losses, liabilities, costs, expenses, fines, penalties, damage, damages and claims, and all related costs and expenses (including legal fees on the scale as between attorney and own client, tracing and collection charges, costs of investigation, interest, and penalties);

4.7. “Merchant Agreement” means the Agreement accepted by the Merchant, setting out the details of the terms and conditions of services to be provided by iVeri to the Merchant.

4.8. “Ozow system” means Ozow’s proprietary technology, service portfolio infrastructure, personnel, and API to facilitate Customers’ payments by means of EFT;

4.9. "Service" means the Merchant using the Solution in order to receive online payments from third party Customers via EFT;

4.10. “Software” means the iVeri Payment Gateway, a multi-channel solution, provided by iVeri Payment Technologies that offers merchants a number of options for payment acceptance and is managed on a single gateway solution;

4.11. “Solution” means the integration of the Ozow system and the Software to facilitate Customers’ payments by means of EFT; 

4.12. “Supported Banks” means Capitec, FNB., Absa, Nedbank, Standard Bank, Tymebank, Investec, African Bank and Bidvest.

4.13. “Support Services” means the support services in respect of the Service, which include the provision and installation of Upgrades and problem resolution;

4.14. “Transactions” means an EFT online payment using the Solution, completed by a Customer through one of the South African Banks supporting the Service;

4.15. "Upgrades" means the changes or improvements to the Software or any component of the Software that relates to or affects the operating performance of the Software or an aspect of such Software, but does not change the basic operation or functioning of the Software;

4.16. “Website” means iVeri.co.za.

5. SCOPE OF LICENCE

5.1. The Supplier grants to the Merchant a non-transferable, non-exclusive, royalty free licence to use the Solution under this Agreement for the Merchant’s internal business purposes only and subject to the Terms.  

6. MERCHANT OBLIGATIONS  

6.1. The Merchant shall ensure that it complies with the Terms, and all applicable laws in the use of the Service.

7. MERCHANT SUPPORT AND MAINTENANCE. 

7.1. The Merchant shall receive Support Services for the Service for the duration of this Agreement. 

8. FEES AND PAYMENT

8.1. The Supplier shall be entitled to receive a Fee in respect of all approved transactions. The Fees payable by the Customer for the Service are as set out on iVeri’s Website Fees page .

8.2. Merchant acknowledges that it remains liable for the Fees levied on all transactions irrespective of whether such payment is thereafter refunded to its Customer.

8.3. Payments made by Customers in favour of the Merchant will be held by the Supplier separate from its own funds until paid out to the Merchant.  

8.4. Payments shall be due to the Merchant in respect of amounts allocated to the Merchant for the proceeds of EFT payments, subject to the deduction of any applicable Fees, Taxes, and/or fines levied or claims in favour of the Supplier.  Amounts due shall be paid on a daily, weekly, or monthly basis as elected by the Merchant, to a bank account designated by the Merchant subject to:

8.4.1. the Merchant’s Profile reflecting a positive balance of a minimum of R100.00 (One Hundred Rands) after all applicable fees and charges have been deducted;

8.4.2. transactions having been positively processed, and; 

8.4.3. the Merchant having satisfied all registration requirements and criteria designated by iVeri.

8.5. While payment confirmation is in real-time; normal banking rules apply where the physical monies may reflect in up to 64 hours depending on the originating bank and the target bank.

8.6. If the Settlement Day is not a Business Day, then payment shall be made on the immediately succeeding Business Day. 

8.7. In order to identify and accurately allocate EFT payments the Supplier may request supporting documentation from the Merchant. Unidentified, unallocated EFT payments received by Supplier and not claimed for 3 years will accrue to the Supplier upon the expiry of this period.

8.8. The Supplier shall not be held responsible for:

8.8.1. the Merchant providing incorrect banking details which may lead to Merchant payments being transferred to the incorrect party; 

8.8.2. Customers entering incorrect banking details when effecting their EFT payments to the Merchant;

8.8.3. the processing of any refunds to Customers. 

9. DISCLAIMER & LIMITATION OF LIABILITY

9.1. The Service is provided without any warranty. 

9.2. While the Supplier will endeavour to ensure that the Service is available on a 24 hour per day basis it makes no representations or warranties regarding the time it will take to complete processing a transaction or that payments will always be correctly matched and/or paid out to the correct Merchant. 

9.3. The Supplier reserves the right to implement any lawful means necessary to correct any errors made in payment. 

9.4. The Service is dependent upon many factors beyond the Supplier’s control. 

9.5. The Service, apart from being subject to the Terms shall always be subject to the terms and regulations imposed by the Supplier’s payment processors and service providers. The Merchant indemnifies the Supplier against any claim that may be made by third parties against the Supplier in respect of or arising from its use of the Service. 

9.6. The Merchant acknowledges that the Supplier: 

9.6.1. shall not be a party to any transaction between the Merchant and its Customers; 

9.6.2. has no responsibility whatsoever for the fulfilment and execution of transactions; 

9.6.3. shall not be responsible for the delivery of any products procured in any transaction.

10. TERMINATION

10.1. The Terms shall commence -

10.1.1. in respect of the obligations of the Merchant, on the Merchant’s acceptance of the Terms by clicking on the designated ''ACCEPT'' button on the Website; and 

10.1.2. in respect of the obligations of iVeri, upon iVeri's determination in its sole discretion that the User has met the criteria to be given access to the Service and it has decided to give the User access to the Service, and shall remain in force until further notice or until terminated in accordance with its terms.

10.2. The Merchant may cancel the Terms in writing at any time within 14 (fourteen) days, beginning on the day after the Merchant accepts the Terms as contemplated above. 

10.3. Without limitation to any other provisions contained in the Terms, iVeri has the right to terminate the Terms, without cause, on 60 (sixty) days' notice to the Merchant.

10.4. If iVeri’s agreement with any service provider and /or bank in relation to the Service expires or is terminated, then these Terms shall terminate immediately. iVeri shall have no liability to the Merchant in this regard.

10.5. In the event of either of the parties ("Defaulting Party") committing a material breach of any of the Terms and failing to remedy such breach within a period of 14 (fourteen) days after receipt of a written notice from another party ("Aggrieved Party") calling upon the Defaulting Party to do so, then the Aggrieved Party shall be entitled, at its sole discretion and without prejudice to any of its other rights in law, either to claim specific performance of the Terms or to cancel these Terms without further notice, and in either case to claim and recover damages from the Defaulting Party. 

10.6. iVeri may at any time by notice in writing terminate the Agreement if the User, if a company, passes a resolution, or a court makes an order, that it be wound up, otherwise than for the purpose of a reconstruction or amalgamation performed in good faith, or is placed into business rescue or is provisionally or finally liquidated, a receiver, manager or administrator on behalf of a creditor is appointed in respect of the business or any part thereof, or it is unable to pay its debts under the laws of any jurisdiction.

10.7. Without limiting any other provision of these Terms, iVeri reserves the right to suspend and/or block access to the Merchant’s Profile, refuse the User access to the Service and terminate these Terms immediately if:

10.7.1. it comes to iVeri’s attention or iVeri otherwise has reasonable grounds to believe, that the Merchant uses or will use the Profile in violation of these Terms or any Applicable Law or regulation (including the Regulations);

10.7.2. information relating to technical or administrative routines for data security has been revealed so that there are reasonable grounds to believe that the Merchant’s Profile will be abused; or 

10.7.3. there are other reasonable grounds to believe that the Merchant’s Profile has been abused or will be abused.

11. POST- TERMINATION PROVISIONS

Upon the termination, the Merchant:

11.1. shall pay promptly to the Supplier all sums owing which amounts shall become immediately due and payable; 

11.2. acknowledges that it will forfeit its access to and/or use of the Service;

11.3. immediately cease to make any reference to the Service in any manner whatsoever, in any advertisement, marketing material and the like, regardless of form or media.

12. GENERAL  

12.1. Neither the Agreement nor the licenses granted hereunder are assignable or transferable by Merchant without the prior written consent of the Supplier, any attempt to do so shall be void. The Supplier may assign the Terms in whole or in part.