Terms and Conditions.

• 1.1. SOLmate is a registered Financial Services Provider (FSP 52248), Third Party Payments processor registered with the Payments Association of South Africa, Nedbank (TPPP), and Registered Credit Provider (NCRCP16037).
• 1.2. As a result of the aforegoing, You will enter into this Agreement with SOLmate.

Unless a contrary intention clearly appears, the following terms shall have the following meanings assigned to them and cognate expressions shall have corresponding meanings, namely –

• "Acquiring Bank" means a bank or financial institution that processes credit or debit card payments on behalf of a merchant. The acquirer allows merchants to accept credit card payments from the card-issuing banks within an association.
• "Account" means Your account and account balance that is linked to Your profile to which these terms and conditions apply.
• "Agreement" means this document of "standard terms and conditions" read together with any other Agreements entered into between the relevant parties (if any), as well as any Annexures thereto. By registering for or utilising any of the Services or Products offered by SOLmate you unconditionally signify your consent to the terms of this Agreement and as such the Agreement becomes legally binding between You and SOLmate.
• "AML" means Anti-Money Laundering.
• "AMT" means authenticated mobile PIN and means a Card Not Present bank-PIN-authenticated mobile transaction.
• "App" means the mobile application which You utilize to access the Products and Services which will be rendered and/or utilised on Your instruction.
• "App Store" means Your device's application store from which You download the App.
• "ATM" means Automatic Teller Machine.
• "Card(s)" means compatible virtual or physical credit, debit, charge and/or cheque card(s) with a PIN, including prepaid card(s).
• "Card Schemes" means any major Card Scheme, including but not limited to, Visa, MasterCard, Union Pay International and American Express.
• "Card Not Present" means a Card payment transaction processed without the presence of a physical Card, either by way of a manual entry of Card details or online capture of Card details for E-commerce transactions.
• "Card transaction" means any cash withdrawal, payment, inter-account transfer or deposit transaction made with the card from or to the customer's account by using an ATM or other electronic device, and/or the purchase of goods/services from merchants who will accept the card.
• "Chargeback" means a procedure where an Issuing Bank charges a Transaction back to the Acquiring Bank and subsequently debits You in line with the card Scheme and/or local PASA rules.
• "Chargeback Fee" means an administration fee that We charge You for processing a Chargeback.
• "Confidential Information" means all information and data of whatsoever nature obtained or learned by, disclosed to You, or which comes to Your knowledge through Us during the course of or arising out of or in relation to this Agreement or Your use of the Interface, Products, App and/or the Services.
• "CPA" means the Consumer Protection Act 68 of 2008, as amended.
• "Customer or Card Holder" means the consumer making a purchase from You by using the Service or who has registered with SOLmate and has been issued a card by Us.
• "3D Secure" means an authentication method approved by a Card Scheme that enables the secure processing of payment card transactions in E-commerce.
• "Documentation" means integrated electronic and/or written communication published by Us, describing the Software's functionality and intended operation.
• "Dormant account" means an account that has had no customer-initiated debit or credit transactions for such a period as We may determine from time to time.
• "E-commerce" means electronic commerce which includes a transaction performed by means of electronic media in a non-face-to-face environment.
• "EFT" means Electronic Funds Transfer from or to a registered bank account.
• "Effective date" means the date and time that You download the App, register a profile and agree to the Terms and Conditions or upon use of any of the Services or Products.
• "FICA" means the Financial Intelligence Centre Act 38 of 2001, as amended.
• "Intellectual Property" means, collectively, all and any intellectual property including, any registered or unregistered trademark, trade name, or service mark, patent, domain names, designs, copyright, design right, software application right, topography right, trade secrets, any right in unpatented know-how, any right of confidence and any other intellectual or industrial property rights of any nature whatsoever in any part of the world.
• "Know-How" means all ideas, designs, documents, diagrams, information, devices, technical and scientific data, secret and other processes and methods used in connection with Our business.
• "KYC" means Know Your Customer.
• "KYB" means Know Your Business.
• "Mobile Phone or Smart Device" means a single mobile phone or tablet with a central processing unit capable of executing instructions from a software program or via USSD, and which is used, owned or leased by You.
• "Merchant Device" means a point-of-sale (POS) device, mobile phone or tablet.
• "Participating Merchant" means a merchant that is integrated into SOLmate and offers either Cash Withdrawal Token services and/or Cash deposit services and/or Purchase services.
• "PCI DSS" means Payment Card Industry Data Storage Standards as stipulated by the respective Card Schemes.
• "Personal Information" has the meaning ascribed to it in the Protection of Personal Information Act 4 of 2013 and any applicable law in South Africa.
• "PIN" means personal identification number.
• "POPIA" means the Protection of Personal Information Act 4 of 2013, as amended.
• "Processing" has the same meaning as "processing" as defined in POPIA, which includes collecting, storing, collating, using, modifying, sending, distributing, deleting and destroying Personal Information.
• "Product specifications" means specific features of products offered by us, including but not limited to minimum deposits, minimum balances and service fees.
• "QR Code" means a Quick Response Code generated to enable you to process Transactions. The QR Code can be a Static QR Code or a Dynamic QR Code.
• "RICA" means The Regulation of Interception of Communications and Provision of Communication Related Information Act as amended from time to time.
• "Selected Merchants" means those merchants as selected by Us from time to time and with whom We have contracted to provide VAPs.
• "Services" or "Products" means the provision of any payment related services or products rendered through any channel, App, WhatsApp or any other medium through which the Service is rendered.
• "Software" means the object code of, and Documentation for the Services offered to You.
• "Tap on Phone" means the functionality on the MPOS application that allows the customer to tap their card directly on your phone using near-field communication (NFC).
• "VAPs" means the value-added products of one or more Selected Merchants.
• "VAS" means the value-added services of one or more Selected Merchants.
• "Wallet" means a User's ring-fenced User account maintained and reconciled to Our virtual master wallet.
• "We" or "Us" or "Our" or "SOLmate" or "Service Provider" shall mean SOL Ecosystem (Proprietary) Limited, Registration Number: 2020/851425/07, 9A Keyes Avenue, Rosebank, Johannesburg 2196 with FSP Licence number 52248.
• "You" means the person, merchant or retailer who registers, creates a profile on SOLmate and/or any person who utilises any of the services offered by SOLmate.
• "Withdrawal Token" means a cash withdrawal reference number valid at any Participating Merchant teller.
• "USSD" means the USSD (Unstructured Supplementary Service Data) interface used to access Your wallet.
• "WhatsApp" means the WhatsApp interface used to access your account, wallet, transact, display a QR code and/or receive payment as a Merchant.

Any reference in this agreement to the singular also includes the plural or the reference to male also includes the female.

By registering for the SOLmate account alternatively by utilising the Services, You agree and acknowledge that:

• You accept the terms and conditions of this Agreement;
• No person under the age of 16 (sixteen) may open an account on this platform. To open an account, You must provide a valid South African identification document, passport, or asylum papers. No birth certificates will be accepted. You represent and warrant that You are at least 16 (sixteen) years of age or older and that You comply with all applicable laws and regulations;
• You are of sound mind and full legal capacity.

• This Agreement is effective from the effective date, and will remain in force unless terminated in accordance with the other terms of this Agreement, or by written notice.
• It is specifically agreed that We may suspend the Service or terminate the Agreement immediately for regulatory or statutory reasons as well as for any reason considered material by Us.
• In order to access and/or use the SOLmate App, Services and/or Wallet, You need to download the App and thereafter register an account/profile with Us by going through the registration process on the SOLmate App.
• This will involve providing Us with certain personal information, which may include (but is not limited to): Your name, photograph, mobile number, email address, proof of Identity, proof of address, last 4 digits of debit/credit card used for top-up, card expiry date etc.
• You must be at least 16 (sixteen) years of age, of sound mind and have a valid South African ID/Passport; or Foreign Passport; or Asylum Papers; or Work Permits to use the Service.
• You hereby agree that said information may be shared with Our third-party service providers which may include but is not limited to Home Affairs, SecureCitizen, Experian and TransUnion to verify the provided information and confirm the validity of same.
• You furthermore acknowledge and agree that you grant SOLmate worldwide permission to use, store, copy, share, reproduce, and distribute your personal data only as reasonably required to provide the relevant service.

The App, WhatsApp and/or the Interface enables a User to select one or more of the following Services (including but not limited to):

• Tap-(to)-pay, tap-on-phone, tap-on-glass;
• Virtual card issuing;
• Physical card issuing;
• Digital KYC;
• Digital Wallets;
• Cash out and cash in transactions;
• Generation of QR codes;
• Access reports on transaction history.

You acknowledge and understand that We are an accountable institution for adherence to all regulatory and legislative requirements under the Financial Advisory and Intermediary Services Act 37 of 2002 and the Financial Intelligence Centre Act 28 of 2001 as amended.

You provide Your irrevocable consent to Us to disclose any information provided by You in terms of this clause to any Regulated Institution and/or Officer as may be required in terms of applicable anti-money laundering and counter-terrorist financing legislation (including FICA).

You shall not use the Services to commit:

• any act which undermines SOLmate or Our reputation, privacy, intellectual property and other rights;
• any act which assists in, allegedly results in, or may actually result in, fraud, money laundering, terrorist financing or impermissible or illegal trading;
• any act involving Your use of an invalid Card or the Card of another person without consent;
• any act involving Your use of an invalid bank account or the bank account of another person without consent;
• any act that We or any Bank reasonably believe to be an abuse of the card system or a violation of card association or network rules.

To prevent fraud, We may implement fraud prevention measures and may require You to supply additional information to verify any payment. Should You fail to provide the requested information, We may suspend Your profile or Account.

In the event of a Dispute or Chargeback request from a financial institution, We may deduct, withhold, recoup, offset or debit Your Wallet or Account, or notify You of your obligation to pay us. Our failure to demand payment does not waive our Chargeback rights. We will withhold the full value of the Chargeback amount pending investigation.

Should the findings illustrate or indicate any unauthorised or fraudulent activity, this Agreement may be terminated immediately. If We are unable to recover funds related to a Chargeback for which You are liable, You will pay Us the full amount immediately upon demand including sheriff fees, tracing fees, courier fees, postage and attorneys' fees on an attorney and own-client scale.

The provisions of this Agreement contain assumptions of risk and/or liability by You. It limits and excludes liabilities, obligations and legal responsibilities which We will have towards You and other persons. The provisions also limit and exclude Your rights and remedies against Us and place various risks, liabilities, obligations and legal responsibilities on You.

In particular, please make sure to consider the provisions of the Risk clauses below very carefully, because they have an impact on the risks You carry in making use of the Software and the Services, and on Our liability to You.

To the extent that any Services provided under this Agreement are governed by the CPA, no provision in this Agreement is intended to contravene the applicable provisions of the CPA, and therefore all provisions of this Agreement must be treated as being qualified, to the extent necessary, to ensure that the applicable provisions of the CPA are complied with.

You acknowledge and understand that:

• Your registration as a User, and Your election to deposit and/or transfer funds, does not represent an investment with Us in any manner whatsoever;
• Any transfers or transactions of money are made at Your own risk and We do not accept any liability for any loss, damage (whether direct or consequential), or delays in receipt of funds, purchase, transfer, cash-out or cash-in;
• We will keep a record of all the transactions for a period of 5 (Five) years, which You can access via WhatsApp or the platform for a period of 3 (Three) months from date of transaction; older records can be requested at an additional fee;
• We do not verify the cell phone number of the Recipient and will not be held responsible for any loss incurred by You as a result of any incorrect information provided;
• We do not guarantee the availability of funds at the Selected Merchant, nor that a specific denomination will be available when withdrawn at the selected merchant.

All Wallets or Accounts that have had no activity for 60 days will be deemed dormant and a dormancy fee may be charged.

The ways in which You can use the App, WhatsApp payment platform and any other related Services may also be controlled by the rules and policies of the App store from which You download the App. In the event of a conflict between any term contained within this Agreement and any term within the relevant App or App store terms, the App store provision shall take preference.

The ways in which You can use the WhatsApp platform are governed and controlled by the rules and policies of WhatsApp. In order to utilise the WhatsApp platform, you must agree to adhere to their terms and conditions in addition to the terms and conditions set out in this Agreement.

• The System/App requires a smartphone device with internet connection and camera to be operational.
• The WhatsApp interface requires a smartphone device with internet connection to be operational.
• The device needs to have a valid cell phone number and complies with RICA.

The transmission of data or information (including communications by e-mail) over the Internet or other publicly accessible networks may not always be secure, and is subject to possible loss, interception, or alteration while in transit.

Accordingly, We do not assume any liability, without limitation, for any loss or damage You may experience or costs You may incur as a result of any transmissions over the Internet or other publicly accessible networks, including transmissions involving the Software, App, Services or e-mail to Us containing Your Personal Information.

We will take commercially reasonable steps to safeguard the privacy of and keep confidential the information You provide to Us. Under no circumstance, unless required by applicable law, will the information You provide to Us create any fiduciary obligations for Us, or result in any liability for Us in the event that, in spite of Us taking reasonable steps to prevent it, such information is lost, damaged or destroyed, or accessed or processed by third parties without consent.

We hereby grant You a personal, non-exclusive, non-transferable, fully paid-up license (with no right to sub-license, transfer or assign) to install a single instance of the Software onto a single Mobile Phone, and to use the Software in conjunction with that Mobile Phone, in the Republic of South Africa, for Your own internal data processing purposes, strictly upon the terms and subject to the conditions of this Agreement.

The Software and the Services are not automatically supported and the license does not entitle You to any updates, upgrades, new releases or support services for the App, and We may provide these in Our discretion from time to time. All ownership rights (including Intellectual Property rights) in and to the Software and all Intellectual Property shall remain vested in Us, Our licensor(s) or a party nominated by Us and shall never pass to You.

You may not duplicate, reverse engineer or reproduce in any way the App and information, documentation and proprietary products without our express prior written consent. You may not make a copy of the Software for back-up purposes.

Upon termination for whatever reason of this Agreement and/or any license granted, You shall immediately cease all use of the Software; de-install or delete every copy from wherever it is installed; and destroy every copy by no later than 3 (three) days thereafter.

Third party software provided with the Software is licensed to You on its accompanying license terms. We provide no warranties regarding the software, operating systems and internet browsers. You acknowledge that the use of third-party software will be at Your own risk.

You agree to use the Software and/or Services in accordance with the terms of this Agreement and to comply at all times with all applicable laws, regulations and ordinances.

Except as regards Your reliance on the Software and Services to do so, You accept the risk of sending and receiving funds. You represent that You have been, are, and will be solely responsible for making Your own independent appraisal and investigations into the risks of any transaction.

You are responsible for complying with applicable law. We are not responsible for determining whether or which laws may apply to Your transactions, including any tax laws, transfer pricing rules or exchange control regulations.

You are aware of and accept the risk of operational challenges. No Software is error and risk free; we may experience cyber-attacks, cyber-security breaches, unexpected surges in activity, or other operational or technical difficulties. You agree not to hold Us accountable for any related losses, unless gross negligence can be proven.

Our Services do not include, and it is not Our intention to give You any form of investment or financial advice, or professional advice of any kind. You should seek Your own independent financial advice before opening a Wallet or Account.

Applicable law, regulation, and/or orders or rulings by regulatory and other governmental bodies may require Us to freeze transactions, withdrawals or contributions, or provide information regarding Your identity, location and/or Your Wallet or Account.

While We will take all reasonable steps to prevent and mitigate attacks and breaches, there will sometimes be attacks on the Software or the Services in spite of Us taking such steps, and in the event of such an attack there may be nothing that We can reasonably do to prevent its consequences. With respect to the Software, if We are able to confirm that any funds or that Your Wallet or Account has been compromised or is under attack, We may immediately halt the provision of the Services.

No technology or software is ever perfect or error free; as a result there is no way of Us preventing all cybersecurity attacks. Accordingly, We make no representation and do not warrant or guarantee the safety or security of the Software or the Services and are not liable for any lost value or stolen property, unless and only to the extent that We wilfully or grossly negligently failed to implement reasonable security measures.

We warrant that We are the owners of or have valid title to the Software and are entitled to grant the rights to You as envisaged in this Agreement. We do not warrant that the Services or the Software will be completely free from errors or that errors will be corrected completely, nor that it will meet Your requirements.

You acknowledge that whilst We take reasonable care to exclude then-known viruses, malware, worms and Trojan horses from the Software, no warranty is given that the Software is free of viruses, worms or Trojan horses.

Except as required by applicable law, the Services, the Software and the Interface are provided "as-is". You must ensure that the correct User recipient is selected when you transfer funds to another User. We will not be responsible for any losses if You fail to correctly select the User recipient, or if You insert the incorrect amount for the cashing-out of or transfer of funds.

The warranty will not extend to defects caused by Your actions, if You do not update the App with updated versions, or if You do not make use of the App for an extended period of time, allowing the account to go dormant.

You shall treat all Confidential Information as strictly confidential and not use it for any purpose other than performing Your obligations or exercising Your rights upon the terms of this Agreement. You shall not disclose Confidential Information to any person or third-party.

This section sets out how We use and protect any information provided by You when registering for and making use of the Services via any Interface. We are committed to ensuring that Your privacy is protected. All information requested will be used within the terms of this Agreement.

We may collect the following information, which We may need in order to provide You with the Services and access to the Software:

• name, surname and ID Number;
• contact information including cellular number and email address;
• geographic information using GPS functionality;
• transactional history and any other related information;
• Bank details for EFT transfers;
• Debit/Credit card details for top-up purposes.

Refer to the SOLmate Privacy Policy for full details on how personal data is collected, stored, shared and protected.

Support is available through www.solmate.co.za or through the App and WhatsApp support channels.