the fine print for...

customers buying on the platform

TERMS OF SERVICE

1. Contractual Relationship

These Terms of Use (“Terms”) govern the access or use by you, an individual, from within any country in the world, of applications, websites, content, products, and services (the “Services”) made available by OnShop, a private company established in South Africa.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES.

Your access and use of the Services constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and OnShop. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you. OnShop may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

OnShop may amend the Terms related to the Services from time to time. Amendments will be effective upon OnShop’s posting of such updated Terms. Onshop reserves the right, in its sole discretion, to amend and/or replace any of, or the whole of, the Terms. Such amendments shall supersede and replace any previous Terms and shall be made available on the Website. Each time a user accesses the Website and/or uses the services, the user shall be deemed to have consented, by such access and/or use, to the Terms, as amended and/or replaced by OnShop from time to time. If you are not satisfied with the amended Terms, you should refrain from using the Website.

You can review the current version of the Terms of Service at any time at https://onshop.co.za/legal/. OnShop reserves the right to update and change the Terms of Service by posting updates and changes to the OnShop website. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you.

2. The Services

The Services constitute a technology platform that enables users of OnShop’s mobile applications or websites provided as part of the Services (each, an “Application”) to facilitate the online purchase of goods or services from independent third party providers of such goods and services. Unless otherwise agreed by OnShop in a separate written agreement with you, the Services are made available solely for your personal, noncommercial use. You acknowledge that OnShop does not provide retail or wholesale services for goods or function as a direct provider of services listed and that all such goods and services are provided by Independent Third Party vendors who are not employed by OnShop or any of its affiliates.

License.

Subject to your compliance with these Terms, OnShop grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferrable license to: (i) access and use the Applications on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by OnShop.

Restrictions.

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by OnShop; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

Provision of the Services.

You acknowledge that portions of the Services may be made available under OnShop’s various brands or request options associated with the online retail/wholesale of goods or services, including the brands currently referred to as “onshop.co.za” and “onpay.co.za”. You also acknowledge that the Services may be made available under such brands or request options by or in connection with independent Third Party Providers, including the hosting of the Services under such independent Third Party Provider’s website or domain.

Third Party Services and Content.

OnShop may provide links to third party websites on the Website. These links are provided to the user for convenience purposes only and OnShop does not endorse, nor does the inclusion of any link imply OnShop’s endorsement of, such websites, their owners, licensees or administrators or such websites’ content or security practices and operations.

While OnShop tries to provide links only to reputable websites or online partners, OnShop cannot accept responsibility or liability for the information provided on other websites. Linked websites or pages are not under, nor subject to, the control of OnShop. OnShop is not responsible for and gives no warranties or makes any representations in respect of the privacy policies or practices of linked or any third party or advertised websites on the Website.

You agree that OnShop shall not be held liable, directly or indirectly, in any way for the content, the use or inability to use or access any linked website or any link(s) contained in a linked website, nor for any loss or damage of any sort incurred as a result of any dealings with, or as the result of the presence of such third party linked websites on the Website. Any dealings that you may have with any linked websites, including advertisers, found on the Website, are solely between you and the third party website

Ownership.

The Services and all rights therein are and shall remain OnShop’s property or the property of OnShop’s licensors. Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted above; or (ii) to use or reference in any manner OnShop’s company names, logos, product and service names, trademarks or services marks or those of OnShop’s licensors.

3. Your Use of the Services

User Accounts.

In order to use most aspects of the Services, you must register for and maintain an active personal user Services account (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if age of majority is greater than 18 years of age), to obtain an Account. Account registration requires you to submit to OnShop certain personal information, such as your name, address, mobile phone number and age, as well as at least one valid payment method (either a credit card or accepted payment partner). You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services or OnShop’s termination of these Terms with you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by OnShop in writing, you may only possess one Account.

User Requirements and Conduct.

The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services, and you may only use the Services for lawful purposes (e.g., no purchasing of unlawful or hazardous materials or illegal services). You will not, in your use of the Services, cause nuisance, annoyance, inconvenience, or property damage, whether to the Third Party Provider or any other party. In certain instances you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.

You hereby agree that you shall not, nor through a third party:

copy (other than for backup, archival or disaster recovery purposes), reproduce, translate, adapt, vary, modify, lease, licence, sub-licence, encumber or in any other way deal with any part of the Website for any reason and in any manner, unless it is consistent with the intent and purpose of these Terms;
decompile, disassemble or reverse engineer any portion of the Website;
write and/or develop any derivative of the Website or any other software program based on the Website;
modify or enhance the Website. In the event of a user effecting any modifications or enhancements to the Website in breach of this clause, such modifications and enhancements shall be the property of OnShop;
without OnShop’s prior written consent, provide, disclose, divulge or make available to or permit the use of or give access to the Website by persons other than the user;
remove any identification, trademark, copyright or other notices from the Website;
post or transmit, by means of reviews, comments, suggestions, ideas, questions or other information through the Website, any content which is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually-explicit, profane or hateful, or racially, ethnically or otherwise objectionable content of any kind; and/or
notwithstanding anything contained to the contrary in these Terms, use the Website for any purpose other than personal, non-commercial and information purposes.

Electronic Messaging.

By creating an Account, you agree that the Services may send you electronic communications as part of the normal business operation of your use of the Services. You may opt-out of receiving messages from OnShop Merchants at any time by clicking the “unsubscribe” link in any such communication. You acknowledge that opting out of receiving communications may impact your use of the Services.

Promotional Codes.

OnShop may, in OnShop’s sole discretion, create promotional codes that may be redeemed for Account credit, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that OnShop establishes on a per promotional code basis (“Promo Codes”). You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by OnShop; (iii) may be disabled by OnShop at any time for any reason without liability to OnShop; (iv) may only be used pursuant to the specific terms that OnShop establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. OnShop reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that OnShop determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.

4. Security

In order to ensure the security and reliable operation of the services to all OnShop’s users, OnShop hereby reserves the right to take whatever action it may deem necessary to preserve the security, integrity and reliability of its network and back-office applications.

You may not utilise the Website in any manner which may compromise the security of OnShop’s networks or tamper with the Website in any manner whatsoever, which shall include without limitation, gaining or attempting to gain unauthorised access to the Website, or delivering or attempting to deliver any unauthorised, damaging or malicious code to the Website, all of which is expressly prohibited. Any person or entity which does so, or attempts to do so, shall be held criminally liable. Further, should OnShop suffer any damage or loss, civil damages shall be claimed by OnShop against the user.

Any user who commits any of the offences detailed in Chapter 13 of the Electronic Communications and Transactions Act 25 of 2002 (“ECTA”) (specifically sections 85 to 88 (inclusive)) shall, notwithstanding criminal prosecution, be liable for all resulting liability, loss or damages suffered and/or incurred by OnShop and its affiliates, agents and/or partners.

5. User Provided Content.

OnShop may, in OnShop’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to OnShop through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content”). Any User Content provided by you remains your property. However, by providing User Content to OnShop, you grant OnShop a worldwide, perpetual, irrevocable, transferrable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such OnShop Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and OnShop’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.

You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant OnShop the license to the User Content as set forth above; and (ii) neither the User Content nor your submission, uploading, publishing or otherwise making available of such User Content nor OnShop’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by OnShop in its sole discretion, whether or not such material may be protected by law. OnShop may, but shall not be obligated to, review, monitor, or remove User Content, at OnShop’s sole discretion and at any time and for any reason, without notice to you.

6. Network Access and Devices.

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device and you shall be responsible for such rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. OnShop does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

7. Payment

You understand that use of the Services may result in charges to you for the services or goods you receive from a Third Party Provider (“Charges”). Charges may include other applicable fees, tolls, and/or surcharges and will be inclusive of applicable taxes where required by law. Charges paid by you are final and non-refundable, unless otherwise determined by OnShop. You retain the right to request lower Charges from a Third Party vendor for services or goods received by you from such Third Party Provider at the time you receive such services or goods. OnShop will respond accordingly to any request from a Third Party vendor to modify the Charges for a particular service or good.

All Charges are due immediately and payment will be facilitated by OnShop using Third Party Payment Providers. Payments will be settled directly to the Third Party Vendor.

As between you and OnShop, OnShop reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in OnShop’s sole discretion. OnShop will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. OnShop may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you.

8. Disclaimers; Limitation of Liability; Indemnity.

Disclaimer.

The Services are provided “as is” and “as available.” OnShop disclaims all representations and warranties, express, implied or statutory, not expressly set out in these terms, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement. in addition, OnShop makes no representation, warranty, or guarantee regarding the reliability, timeliness, quality, suitability or availability of the Services or any Services or Goods requested through the use of the Services, or that the Services will be uninterrupted or error-free. OnShop does not guarantee the quality, suitability, safety or ability of third party providers. you agree that the entire risk arising out of your use of the Services, and any Services or Goods requested in connection therewith, remains solely with you, to the maximum extent permitted under applicable law.

Limitation of liability.

OnShop shall not be liable for indirect, incidental, special, exemplary, punitive or consequential damages, including lost profits, lost data, personal injury or property damage related to, in connection with, or otherwise resulting from any use of the services, even if OnShop has been advised of the possibility of such damages. OnShop shall not be liable for any damages, liability or losses arising out of: (i) your use of or reliance on the services or your inability to access or use the services; or (ii) any transaction or relationship between you and any third party provider, even if OnShop has been advised of the possibility of such damages. OnShop shall not be liable for delay or failure in performance resulting from causes beyond OnShop’S reasonable control.

The limitations and disclaimer in this section do not purport to limit liability or alter your rights as a consumer that cannot be excluded under applicable law.

Indemnity.

You agree to indemnify and hold OnShop and its officers, directors, employees and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) OnShop’s use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Providers.

9. OnShop privacy and cookie policy

This clause provides details about our Privacy and Cookie Policy, which Policy forms part of these Terms. OnShop takes your privacy seriously and is committed to protecting your personal information. We use the personal information that we collect from you in accordance with this Privacy and Cookie Policy.

Personal information when used in this Policy means information that can identify you as an individual or is capable of identifying you. By personal information we don’t mean general, statistical, aggregated or anonymised information.

Your use of our services signifies your consent to us collecting and using your personal information as specified below.

How we collect information about you

You may provide personal information to us when communicating with us; such as when you sign up to the Service or if you enter a competition or participate in a promotion, we may ask for your name, address and e-mail address and any other relevant information about you, etc.

How we use your information

We may use your information to confirm that your orders have been received; to validate you as a customer when using our services or emailing support; to prevent and detect criminal activity, fraud and misuse of or damage to our services or networks; to prosecute those responsible and to contact you to invite you to form part of our consumer panel or various research groups, etc.

How long do we keep your information for?

The time periods for which we keep your information may vary according to the use or purpose attached to the information. Unless there is a specific legal requirement requiring us to keep your information, however, we will not keep it for longer than necessary for the purpose for which the information was collected or for which it is to be processed.

Disclosing your information to third parties

We may provide aggregate statistics about our sales, customers, traffic patterns and other website information to third parties, but these statistics will not include any information that could identify you.

When and where do we use cookies?

We allocate cookies during the registration process for our services. These cookies will hold information collected during your registration and will allow us to recognise you as a customer and provide you with the services you require.

How can you refuse or opt out of cookies?

Most browsers are set by default to accept cookies automatically, but usually you can alter the settings of your browser to prevent automatic acceptance and to prompt you every time a cookie is sent to you or to allow you to choose not to receive cookies at all.

10. Notice.

OnShop may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, or by written communication sent to your address as set forth in your Account. You may give notice to OnShop by written communication to OnShop at http://onshop.co.za/contact

Breach or cancellation by OnShop.

OnShop is entitled without notice, in addition to any other remedy available to it at law or under these Terms, including obtaining an interdict, to cancel these Terms, limit or deny such user use of the Website and services, or to claim specific performance of any obligation whether or not the due date for performance has arrived, in either event without prejudice to OnShop’s right to claim damages, should any user:

breach any of these Terms;
in the sole discretion of OnShop, use the Website in an unauthorised manner; or
infringe any statute, regulation, ordinance or law.

Breach of these Terms entitles OnShop to take legal action without prior notice to the user and the user agrees to reimburse the costs associated with such legal action to OnShop on an attorney and own client scale.

11. Compliance with section 43(1) of ECT Act

In compliance with section 43(1) of the ECT Act, the following is noted:

Full name: TradeFlare CC T/A OnShop
Registration number: 2009/215007/23
Physical address: The Workstation, 1 Old Main Road, Umhlali, KZN.
Fax number: 0866804955
Telephone number: 0829024485
Website address: www.onshop.co.za
E-mail address: [email protected]
Names of office bearers: Roberto Falconer & Jonathan Trenor
Registered at: The Workstation, 1 Old Main Road, Umhlali, KZN.

12. General.

You may not assign or transfer these Terms in whole or in part without OnShop’s prior written approval. You give your approval to OnShop for it to assign or transfer these Terms in whole or in part, including to: (i) a subsidiary or affiliate; (ii) an acquirer of OnShop’s equity, business or assets; or (iii) a successor by merger. No joint venture, partnership, employment or agency relationship exists between you, OnShop or any Third Party Provider as a result of the contract between you and OnShop or use of the Services.

If any provision of these Terms is held to be illegal, invalid or unenforceable, in whole or in part, under any law, such provision or part thereof shall to that extent be deemed not to form part of these Terms but the legality, validity and enforceability of the other provisions in these Terms shall not be affected. In that event, the parties shall replace the illegal, invalid or unenforceable provision or part thereof with a provision or part thereof that is legal, valid and enforceable and that has, to the greatest extent possible, a similar effect as the illegal, invalid or unenforceable provision or part thereof, given the contents and purpose of these Terms. These Terms constitute the entire agreement and understanding of the parties with respect to its subject matter and replaces and supersedes all prior or contemporaneous agreements or undertakings regarding such subject matter. In these Terms, the words “including” and “include” mean “including, but not limited to.”

13. Governing Law; Arbitration.

Except as otherwise set forth in these Terms, these Terms shall be exclusively governed by and construed in accordance with the laws of South Africa. The Vienna Convention on the International Sale of Goods of 1980 (CISG) shall not apply. Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the Services or these Terms, including those relating to its validity, its construction or its enforceability (any “Dispute”) shall be first mandatorily submitted to mediation proceedings. You agree to a mediator being appointed by OnShop to attempt to resolve the issue, within 14 days from date of complaint received in writing. If such Dispute has not been settled within sixty (60) days after a request for mediation has been submitted such Dispute can be referred to and shall be exclusively and finally resolved by arbitration. The arbitration will be governed by the Arbitration Act No. 42 of 1965, as amended.

This Website is controlled, operated and administered by OnShop from its offices within the Republic of South Africa. OnShop makes no representation that the content of the Website is appropriate or available for use outside of South Africa. Access to the Website from territories or countries where the content of the Website is illegal is prohibited. Users may not use this Website in violation of South African export laws and regulations. If the user accesses this Website from locations outside of South Africa, that user is responsible for compliance with all local laws.

OnShop does not guarantee continuous, uninterrupted or secure access to our services, as operation of our Website may be interfered with as a result of a number of factors which are outside of our control.

If any provision of these Terms is held to be illegal, invalid or unenforceable for any reason, such provision shall be struck out from these Terms and the remaining provisions shall be enforced to the full extent of the law.

Onshop’s failure to act with respect to a breach by you or others does not constitute a waiver of our right to act with respect to subsequent or similar breaches.

You shall not be entitled to cede your rights or assign your rights or delegate your obligations in terms of these Terms to any third party without the prior written consent of OnShop.

No party shall 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.

The head notes to the paragraphs to these Terms are inserted for reference purposes only and shall not affect the interpretation of any of the provisions to which they relate.

Words importing the singular shall include the plural and vice versa, and words importing the masculine gender shall include females and words importing persons shall include partnerships and corporate and unincorporated entities.

These Terms set forth the entire understanding and agreement between OnShop and you with respect to the subject matter hereof.

vendors selling on the platform

TERMS OF SERVICE

By signing up for the OnShop service (“Service”) or any of the services of OnShop. (“OnShop”) you are agreeing to be bound by the following terms and conditions (“Terms of Service”). The Services offered by OnShop under the Terms of Service include various products and services to help you create and manage a retail store, whether an online store (“Online Services”), a physical retail store (“POS Services”), or both. Any new features or tools which are added to the current Service shall be also subject to the Terms of Service. You can review the current version of the Terms of Service at any time at https://onshop.co.za/legal/. OnShop reserves the right to update and change the Terms of Service by posting updates and changes to the OnShop website. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you.

You must read, agree with and accept all of the terms and conditions contained in this Terms of Service agreement before you may become an OnShop user. By using OnShop or any OnShop services, you are deemed to have accepted and are agreeing to these terms. Be sure to occasionally check back for updates.

  1. Account Terms

You must be 18 years or older or at least the age of majority in the jurisdiction where you reside or from which you use this Service.

To access and use the Services, you must register for an OnShop account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required. OnShop may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.

You acknowledge that OnShop will use the email address you provide as the primary method of communication.

You are responsible for keeping your password secure. OnShop cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.

You are responsible for all activity and content such as data, graphics, photos and links that is uploaded under your OnShop Account (“Store Content”). You must not transmit any worms or viruses or any code of a destructive nature.

A breach or violation of any term in the Terms of Service as determined in the sole discretion of OnShop will result in an immediate termination of your services.

  1. Account Activation

The person signing up for the Service will be the contracting party (“Account Owner”) for the purposes of our Terms of Service and will be the person who is authorized to use any corresponding account we may provide to the Account Owner in connection with the Service.

If you are signing up for the Service on behalf of your employer, your employer shall be the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms of Service.

  1. General Conditions

You must read, agree with and accept all of the terms and conditions contained in these Terms of Service before you may become a member of OnShop.

Technical support is only provided to paying Account holders and is only available via email.

The Terms of Service shall be governed by and interpreted in accordance with the laws of South Africa applicable therein, without regard to principles of conflicts of laws. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of South Africa with respect to any dispute or claim arising out of or in connection with the Terms of Service.

You acknowledge and agree that OnShop may amend these Terms of Service at any time by posting the relevant amended and restated Terms of Service on OnShop’s website, available at https://onshop.co.za/legal/ and such amendments to the Terms of Service are effective as of the date of posting. Your continued use of the Services after the amended Terms of Service are posted to OnShop’s website constitutes your agreement to, and acceptance of, the amended Terms of Service. If you do not agree to any changes to the Terms of Service, do not continue to use the Service.

You may not use the OnShop service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to you in your customer’s jurisdiction, or the laws of South Africa. You will comply with all applicable laws, rules and regulations in your use of the Service.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission of OnShop.

By creating an Account, you agree that the Service may send you electronic communications as part of the normal business operation of your use of the Service. You may opt-out of receiving messages from OnShop at any time by clicking the “unsubscribe” link in any such communication. You acknowledge that opting out of receiving communications may impact your use of the Services.

Questions about the Terms of Service should be sent to [email protected]
You understand that your Store Content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit Card information is always encrypted during transfer over networks.
The parties have required that the Terms of Service and all documents relating thereto be drawn up in English.

  1. OnShop Rights

We reserve the right to modify or terminate the Service for any reason, without notice at any time.

We reserve the right to refuse service to anyone for any reason at any time.
We may, but have no obligation to, remove Store Content and Accounts containing content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

Verbal or written abuse of any kind (including threats of abuse or retribution) of any OnShop customer, OnShop employee, member, or officer will result in immediate Account termination.

OnShop does not pre-screen Store Content and it is in our sole discretion to refuse or remove any Store Content that is available via the Service.

We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that OnShop employees and contractors may also be OnShop customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.

In the event of a dispute regarding Account ownership, we reserve the right to request documentation to determine or confirm Account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc.
OnShop retains the right to determine, in our sole judgment, rightful Account ownership and transfer an Account to the rightful owner. If we are unable to reasonably determine the rightful Account owner, OnShop reserves the right to temporarily disable an Account until resolution has been determined between the disputing parties.

  1. Limitation of Liability

You expressly understand and agree that OnShop shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of funds, goodwill, use, data or other intangible losses resulting from the use of or inability to use the service.

In no event shall OnShop or our suppliers be liable for lost funds or any special, incidental or consequential damages arising out of or in connection with our site, our services or these Terms of Service (however arising including negligence). You agree to indemnify and hold us and (as applicable) our parent, subsidiaries, affiliates, OnShop partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents it incorporates by reference, or your violation of any law or the rights of a third party.
Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
OnShop does not warrant that the Service will be uninterrupted, timely, secure, or error-free.

OnShop does not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.

OnShop does not warrant that the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device and you shall be responsible for such rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. OnShop does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

  1. Waiver and Complete Agreement

The failure of OnShop to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and OnShop and govern your use of the Service, superseding any prior agreements between you and OnShop (including, but not limited to, any prior versions of the Terms of Service).

  1. Security

In order to ensure the security and reliable operation of the services to all OnShop’s users, OnShop hereby reserves the right to take whatever action it may deem necessary to preserve the security, integrity and reliability of its network and back-office applications.

You may not utilise the Website in any manner which may compromise the security of OnShop’s networks or tamper with the Website in any manner whatsoever, which shall include without limitation, gaining or attempting to gain unauthorised access to the Website, or delivering or attempting to deliver any unauthorised, damaging or malicious code to the Website, all of which is expressly prohibited. Any person or entity which does so, or attempts to do so, shall be held criminally liable. Further, should OnShop suffer any damage or loss, civil damages shall be claimed by OnShop against the user.

Any user who commits any of the offences detailed in Chapter 13 of the Electronic Communications and Transactions Act 25 of 2002 (“ECTA”) (specifically sections 85 to 88 (inclusive)) shall, notwithstanding criminal prosecution, be liable for all resulting liability, loss or damages suffered and/or incurred by OnShop and its affiliates, agents and/or partners.

  1. Intellectual Property and Customer Content

We do not claim any intellectual property rights over the material you provide to the OnShop service. All material you upload remains yours. You can remove your OnShop store at any time by deleting your Account.

By uploading Store Content, you agree: (a) to allow other internet users to view your Store Content; (b) to allow OnShop to display and store your Store Content; and (c) that OnShop can, at any time, review all the Store Content submitted by you to its Service.

You retain ownership over all Store Content that you upload to an OnShop store; however, by making your store public, you agree to allow others to view your Store Content. You are responsible for compliance of Store Content with any applicable laws or regulations.

We will not disclose your confidential information to third parties, except as required in the course of providing our services. Confidential information includes any materials or information provided by you to us which is not publicly known. Confidential information does not include information that: (a) was in the public domain at the time we received it; (b) comes into the public domain after we received it through no fault of ours; (c) we received from someone other than you without breach of our or their confidentiality obligations; or (d) we are required by law to disclose.

OnShop shall have the non-exclusive right and license to use the names, trademarks, service marks and logos associated with your store to promote the Service.

  1. OnShop privacy and cookie policy

This clause provides details about our Privacy and Cookie Policy, which Policy forms part of these Terms. OnShop takes your privacy seriously and is committed to protecting your personal information. We use the personal information that we collect from you in accordance with this Privacy and Cookie Policy.

Personal information when used in this Policy means information that can identify you as an individual or is capable of identifying you. By personal information we don’t mean general, statistical, aggregated or anonymised information.

Your use of our services signifies your consent to us collecting and using your personal information as specified below.

How we collect information about you

You may provide personal information to us when communicating with us; such as when you sign up to the Service or if you enter a competition or participate in a promotion, we may ask for your name, address and e-mail address and any other relevant information about you, etc.

How we use your information

We may use your information to confirm that your orders received have been fulfilled; to validate you as a customer when using our services or emailing support; to prevent and detect criminal activity, fraud and misuse of or damage to our services or networks; to prosecute those responsible and to contact you to invite you to form part of our consumer panel or various research groups, etc.

How long do we keep your information for?

The time periods for which we keep your information may vary according to the use or purpose attached to the information. Unless there is a specific legal requirement requiring us to keep your information, however, we will not keep it for longer than necessary for the purpose for which the information was collected or for which it is to be processed.

Disclosing your information to third parties

We may provide aggregate statistics about our sales, customers, traffic patterns and other website information to third parties, but these statistics will not include any information that could identify you.

When and where do we use cookies?

We allocate cookies during the registration process for our services. These cookies will hold information collected during your registration and will allow us to recognise you as a customer and provide you with the services you require.

How can you refuse or opt out of cookies?

Most browsers are set by default to accept cookies automatically, but usually you can alter the settings of your browser to prevent automatic acceptance and to prompt you every time a cookie is sent to you or to allow you to choose not to receive cookies at all.

  1. Payment of Fees

You will pay the Fees applicable to your subscription to the Services (“Subscription Fees”) and any other applicable fees, including but not limited to fees relating to the processing of transactions under your Account (“Transaction Fees”), and any fees relating to your purchase of Third Party Services or disputes arising from your provision of services or goods to your customers (“Additional Fees”). Together, the Subscription Fees, Transaction Fees and the Additional Fees are referred to as the “Fees”. Unless otherwise indicated, all Fees and other charges are in South African Rands, and all payments shall be in South African Rands.

Subscription Fees are paid in advance, Transaction Fees and Additional Fees are paid in arrears, and will be billed monthly (each such date, a “Billing Date”). You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Account Owner via the email provided, and will be debited from your nominated bank account.

All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales (VAT), goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future (“Taxes”).

As between you and OnShop, OnShop reserves the right to establish, remove and/or revise Subscription Fees for any or all Services at any time in OnShop’s sole discretion. OnShop will use reasonable efforts to inform you of Fees that may apply, provided that you will be responsible for Fees incurred under your Account regardless of your awareness of such Fees or the amounts thereof. OnShop may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Fees applied to you.

  1. Cancellation and Termination

You may cancel your Account at anytime by emailing [email protected] and then following the specific instructions indicated to you in OnShop’s response.
Upon termination of the Services by either party for any reason:

OnShop will cease providing you with the Services and you will no longer be able to access your Account;
unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise;
any outstanding balance owed to OnShop for your use of the Services through the effective date of such termination will immediately become due and payable in full; and your store website will be taken offline.

If you purchased a domain name through OnShop, upon cancellation your domain will no longer be automatically renewed. Following cancellation, it will be your sole responsibility to handle all matters related to your domain with the domain provider.

If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again. If that invoice is not paid within ten days of receipt thereof, interest will be charged on the outstanding balance and Onshop reserves the right to claim these expenses back.

We reserve the right to modify or terminate the OnShop Service or your Account for any reason, without notice at any time.

Fraud: Without limiting any other remedies, OnShop may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.

  1. Modifications to the Service and Prices

Prices for using the Services are subject to change upon 30 days notice from OnShop. Such notice may be provided at any time by posting the changes to the OnShop Site (onshop.co.za) or notification by email.
OnShop reserves the right at any time, and from time to time, to modify or discontinue, the Service (or any part thereof) with or without notice.
OnShop shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.

  1. Breach or cancellation by OnShop

OnShop is entitled without notice, in addition to any other remedy available to it at law or under these Terms, including obtaining an interdict, to cancel these Terms, limit or deny such user use of the Website and services, or to claim specific performance of any obligation whether or not the due date for performance has arrived, in either event without prejudice to OnShop’s right to claim damages, should any user:

breach any of these Terms;

in the sole discretion of OnShop, use the Website in an unauthorised manner; or infringe any statute, regulation, ordinance or law.

Breach of these Terms entitles OnShop to take legal action without prior notice to the user and the user agrees to reimburse the costs associated with such legal action to OnShop on an attorney and own client scale.

  1. Third Party Services

In addition to these Terms of Service, you also agree to be bound by the additional service-specific terms applicable to services you purchase from, or that are provided by, OnShop’s partners or other third parties.

OnShop may from time to time recommend, provide you with access to, or enable third party software, applications (“Apps”), products, services or website links (collectively, “Third Party Services”) for your consideration or use. Such Third Party Services are made available only as a convenience, and your purchase, access or use of any such Third Party Services is solely between you and the applicable third party services provider (“Third Party Provider”). Any use by you of Third Party Services offered through the Services or OnShop’s website is entirely at your own risk and discretion, and it is your responsibility to read the terms and conditions and/or privacy policies applicable to such Third Party Services before using them.
We do not provide any warranties with respect to Third Party Services. You acknowledge that OnShop has no control over Third Party Services, and shall not be responsible or liable to anyone for such Third Party Services. The availability of Third Party Services on OnShop’s website, or the integration or enabling of such Third Party Services with the Services does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with OnShop. OnShop strongly recommends that you seek specialist advice before using or relying on Third Party Services, to ensure they will meet your needs. In particular, tax calculators should be used for reference only and not as a substitute for independent tax advice when assessing the correct tax rates you should charge to your customers.
If you install or enable a Third Party Service for use with the Services, you grant us permission to allow the applicable Third Party Provider to access your data and to take any other actions as required for the interoperation of the Third Party Service with the Services, and any exchange of data or other interaction between you and the Third Party Provider is solely between you and such Third Party Provider. OnShop is not responsible for any disclosure, modification or deletion of your data or Store Content, or for any corresponding losses or damages you may suffer, as a result of access by a Third Party Service or a Third Party Provider to your data or Store Content.

Under no circumstances shall OnShop be liable for any direct, indirect, incidental, special, consequential, punitive, extraordinary, exemplary or other damages whatsoever, that result from any Third Party Services or your contractual relationship with any Third Party Provider. These limitations shall apply even if OnShop has been advised of the possibility of such damages. The foregoing limitations shall apply to the fullest extent permitted by applicable law.

  1. Compliance with section 43(1) of ECT Act

In compliance with section 43(1) of the ECT Act, the following is noted:

Full name: TradeFlare CC T/A OnShop
Registration number: 2009/215007/23
Physical address: The Workstation, 1 Old Main Road, Umhlali, KZN.
Fax number: 0866804955
Telephone number: 0829024485
Website address: www.onshop.co.za
E-mail address: [email protected]
Names of office bearers: Roberto Falconer & Jonathan Trenor
Registered at: The Workstation, 1 Old Main Road, Umhlali, KZN.

  1. Governing Law; Arbitration.

Except as otherwise set forth in these Terms, these Terms shall be exclusively governed by and construed in accordance with the laws of South Africa. The Vienna Convention on the International Sale of Goods of 1980 (CISG) shall not apply. Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the Services or these Terms, including those relating to its validity, its construction or its enforceability (any “Dispute”) shall be first mandatorily submitted to mediation proceedings. You agree to a mediator being appointed by OnShop to attempt to resolve the issue, within 14 days from date of complaint received in writing. If such Dispute has not been settled within sixty (60) days after a request for mediation has been submitted such Dispute can be referred to and shall be exclusively and finally resolved by arbitration. The arbitration will be governed by the Arbitration Act No. 42 of 1965, as amended.

This Website is controlled, operated and administered by OnShop from its offices within the Republic of South Africa. OnShop makes no representation that the content of the Website is appropriate or available for use outside of South Africa. Access to the Website from territories or countries where the content of the Website is illegal is prohibited. Users may not use this Website in violation of South African export laws and regulations. If the user accesses this Website from locations outside of South Africa, that user is responsible for compliance with all local laws.

OnShop does not guarantee continuous, uninterrupted or secure access to our services, as operation of our Website may be interfered with as a result of a number of factors which are outside of our control.

If any provision of these Terms is held to be illegal, invalid or unenforceable for any reason, such provision shall be struck out from these Terms and the remaining provisions shall be enforced to the full extent of the law.

Onshop’s failure to act with respect to a breach by you or others does not constitute a waiver of our right to act with respect to subsequent or similar breaches.

You shall not be entitled to cede your rights or assign your rights or delegate your obligations in terms of these Terms to any third party without the prior written consent of OnShop.

No party shall 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.

The head notes to the paragraphs to these Terms are inserted for reference purposes only and shall not affect the interpretation of any of the provisions to which they relate.

Words importing the singular shall include the plural and vice versa, and words importing the masculine gender shall include females and words importing persons shall include partnerships and corporate and unincorporated entities.

These Terms set forth the entire understanding and agreement between OnShop and you with respect to the subject matter hereof.