Between the SAKENG PARTNER and SAKENG EMPORIUM (PROPRIETARY) LIMITED with registration number: 2018/597677/07 (hereinafter referred to as “the Emporium”), with its principal office situated at Midridge Office Park North, corner New and 6th Road, Midrand, Gauteng,1685, with its chosen email address as service@sakeng.co.za.
This Agreement contains the Emporium’s standard terms and conditions. When the Sakeng Partner accepts the terms and conditions on the downloaded Sakeng Platform and enters its one-time pin sent to its nominated number, the Sakeng Partner will be asking the Emporium to give it access to the Emporiums Products and/or Services on the terms of this Agreement. This will then constitute a binding agreement between the parties. By using the Sakeng Platform the Sakeng Partner agrees that it has read and understood the terms and conditions of this Agreement and the Sakeng Partner acknowledge that these terms and conditions in their entirety shall apply to it.
The Emporium reserves the right to amend, modify, update and change any of the terms of this Agreement and any Schedules that may be uploaded onto the Sakeng Platform from time to time. The Sakeng Partner will be notified via the Sakeng Platform of any material changes to the Agreement and Schedules. The Sakeng Partner’s continued use of the Sakeng Platform will be deemed to constitute its acceptance of such changes.
1.1. Definitions
1.1.1. “Agreement” means these Sakeng Emporium standard terms and conditions together with any Schedules that may be uploaded onto the Sakeng Platform from time to time;
1.1.2. “Business days” means all days, excluding Saturdays, Sundays and public holidays. When calculating business days, one must exclude the first day on which the event occurs and include the last day;
1.1.3. “Business information” means the documents and information which the Emporium may request from the Sakeng Partner;
1.1.4. “Customer Services Department” means the customer care centre with contact number as follows 086 072 5364.
1.1.5. “Card” means a barcoded or virtual card that is integrated into the Sakeng Platform;
1.1.6. “Date of Transaction” means any date reflected on any official receipt issued by the POS or the Sakeng Platform for payment;
1.1.7. “Data Subject” shall have the meaning ascribed to it in Chapter 1 of POPI;
1.1.8. “Effective Date” means the date of execution of this Agreement by the Sakeng Partner accepting the terms and conditions on the Sakeng Platform;
1.1.9. “Equipment” means any terminal or other mechanical or other device including displays, signs, fixtures and other similar products provided by the Emporium to the Sakeng Partner for the sale of Services and Products;
1.1.10. “Intellectual property rights” or “Intellectual property” means collectively, the patents, copyrights (and moral rights), trademarks, designs, models, brands, names, trade names, graphics, icons, hyperlinks, know-how, trade secrets and any other type of intellectual property (whether registered or unregistered including applications for and rights to obtain or use same) which are owned by, licensed to, used and/or held (whether or not currently) by us on or in connection with our website or our Services or the network;
1.1.11. “Members” means any active Sakeng Emporium members and means a person interacting with the Sakeng Partner to access any of the services provided via the Sakeng Platform;
1.1.12. “Network” is the digital mobile phone network and/or the wireless platform for internet services in South Africa that allows the Sakeng Partner to receive or use the Emporium’s Services.
1.1.13. “Operating Procedures” means the procedures as prescribed and amended by the Emporium from time to time relating to the Sakeng Emporium Operational procedures, point of sale posters, brochures, application forms and any other administrative procedures;
1.1.14. “Operating Instructions” means any procedures, rules or instructions, verbal or written and amendments thereto, as made, from time to time, by the Emporium, relating to the operation, use or maintenance of Equipment and software platforms;
1.1.15. “Premises” means the address where the Sakeng Partner trades in the course of his/her business
1.1.16. “POS and promotions” means the Point of Sale device at the Sakeng Partners Premises and all posters and other point of sale material supplied;
1.1.17. “Products” mean the services which the Emporium has from time to time specifically authorised the Sakeng Partner to participate in under this agreement as described and outlined on the Sakeng Platform, subject to the Sakeng Partners acceptance thereof;
1.1.18. “Personal Information” shall have the meaning ascribed to it in Chapter 1 of POPI;
1.1.19. “Privacy and Data Protection Conditions” shall mean the 8 (eight) statutory prescribed conditions for the lawful Processing of Personal Information which is entered into a Record and such conditions are listed in Section 4(1) of POPI and are dealt with in detail in Part A of Chapter 3 of POPI;
1.1.20. “Processing” shall have the meaning ascribed to it in Chapter 1 of POPI;
1.1.21. “POPI” means the Protection of Personal Information Act, No 4 of 2013, as amended from time to time, including any regulations and/or code of conduct made under the Act;
1.1.22. “Record” shall have the meaning ascribed to it in Chapter 1 of POPI;
1.1.23. “Referral code” means the unique pin issued to each Service Partner upon sign up on the Sakeng Platform;
1.1.24. “Rates” means the price charged by the Emporium for Services rendered and/or Products delivered to the Sakeng Partner;
1.1.25. “Sakeng Partner” means entity using the Sakeng Emporium Products and Services to engage with their customers who are also active and participating Sakeng Members;
1.1.26. “Sakeng Platform”” means the deliverable software and products developed and offered by Sakeng Emporium via the Sakeng Platform;
1.1.27. “Security access” means the various security codes and passwords provided to the Sakeng Partners to access the Sakeng Platform;
1.1.28. “Service” means the digital electronic communications service, network services, internet services and other electronic communications services the Emporium and other third-party providers provide to the Sakeng Partner over the network as described and outlined on the Sakeng Platform, subject to the Sakeng Partners acceptance thereof;
1.1.29. “Sakas” means the instrument held by the Members of Sakeng Emporium which entitles them to a calculated share of the benefits generated by Sakeng Emporium;
1.1.30. “Schedules” means any Schedules that may be uploaded onto the Sakeng Platform from time to time and which Schedules form part of this Agreement;
1.1.31 “Use the Sakeng Platform” means to load the Deliverable Software into and store and run them on the Sakeng Partners equipment, or on other equipment, in accordance with the terms of this Agreement;
1.1.32 “you” and/or “your” means you the Sakeng Partner who applies for and receives service from the Emporium;
1.2. Any Schedules that may be uploaded onto the Sakeng Platform from time to time form an integral part of this Agreement and words and expressions defined in this Agreement shall bear, unless the context otherwise requires, the same meaning in such Schedules. The Parties agree that:
1.2.1. the terms of this Agreement shall apply to each and every Schedule which the Parties may enter into as if the terms of this Agreement were incorporated in such Schedule;
1.2.2. the conclusion of further Schedules shall create separate agreements between the Parties;
1.2.3. should any separate Schedule which has been created in terms hereof, be terminated by the Parties in terms of the provisions of this Agreement, the Parties will continue to fulfil their respective obligations to one another in respect of any other separate Schedules created in terms hereof and the terms of this Agreement will remain in force in respect of such separate Schedule so created;
1.2.4. the termination of any of the Schedules to this Agreement shall not affect the validity of this Agreement or any other Schedules concluded to this Agreement; and
1.2.5. to the extent that there is any conflict between the Schedules to this Agreement and the provisions of this Agreement, the provisions of this Agreement shall prevail.
1.3. The headings to the paragraphs to this Agreement are inserted for reference purposes only and shall not affect the interpretation of any of the provisions to which they relate;
1.4. If any provision in a definition in this Agreement is a substantive provision conferring rights or imposing obligations on the Parties, notwithstanding that it is only in the definition (interpretation) clause of this Agreement, effect shall be given to it as if it were a substantive provision in the body of the Agreement;
1.5. This Agreement shall be binding on the estates, executors, administrators, liquidators, trustees or permitted assigns of the parties as fully and effectually as if they had accepted this Agreement in the first instance and reference to any party shall be deemed to include such party’s estate, executors, administrators, trustees, permitted assigns or liquidators, as the case may be;
1.6. In this Agreement the word “including” shall mean “including without limitation or prejudice to the generality of any description, definition, term or phrase preceding that word”, and the word “include” and its derivatives shall be construed accordingly;
1.7. The validity, construction and performance of this Agreement shall be governed by the laws of the Republic of South Africa.
2.1. The Emporium hereby agrees to supply, and the Sakeng Partner agrees to make use of certain selected Services and Products at the rates set out on the Sakeng Platform;
2.2. The Emporium will provide the Sakeng Partner with the detailed terms of use for each selected Service or Product upon request by the Sakeng Partner on subscription. All additional terms of use must be read in conjunction with this Agreement;
2.3. The Emporium will provide the Sakeng Partner with the relevant Security Access codes to interact and use the Sakeng Platforms and services;
2.4. The Sakeng Partner shall be provided with a Customer Care Number (086 072 5364) for the purpose of technical support between the hours of 07h00 and 18h00 Monday to Friday and 08h00 to 12h00 on Saturdays.
2.5. The procurement and maintenance of Network connectivity by the Sakeng Partner is the sole responsibility of the Sakeng Partner. The Emporium does not accept any responsibility for the lack of connectivity by the Sakeng Partner or the Member;
2.6. If the Sakeng Partner makes use of the Sakeng Platform it agrees with the license agreement;
2.7. Any subscription request received by the Emporium from the Sakeng Partner as selected via the automated order service shall be deemed to be duly authorised and valid;
2.8. The parties will comply with their obligations in terms of this Agreement and the parties will act in good faith in the exercise of its rights and powers under this agreement and shall do its utmost to avoid bringing the name of the Emporium into disrepute;
2.9. The parties won’t use the service (i) unlawfully; or (ii) for an unlawful or abusive purpose; or (iii) to access or send anything unlawful; or (iv) knowingly or carelessly allow any other person to do so. Examples of such unlawful or abusive use include, for example, infringing another person’s rights, defaming another person, doing anything which may reasonably be considered to be offensive, abusive, discriminatory, indecent or a nuisance, sending spam, hacking, phishing or transmitting anything which contains viruses or other software, code, programmes or files which may damage any software or equipment;
2.10. The Sakeng Partner won’t abuse the service, won’t use the service in such a way as to interfere with other Sakeng Partners’ use of the service or jeopardise the operation of the network or knowingly or carelessly allow any other person to do so;
2.11. The Sakeng Partner shall at all times and at its own cost observe all relevant legislation and/or directions made by any competent regulatory body or authority concerning fulfilment of its obligations in terms of matter contemplated by this Agreement.
3.1. The Sakeng Partner will receive a unique contract and referral code when they sign up as a Sakeng Partner. The Sakeng Platform may facilitate the implementation and running of the Sakeng Partner’s rewards and loyalty programs, facilitates interaction between the Sakeng Partner and the Members and provides various tools to enhance Member experience and satisfaction;
3.2. The Emporium provides the following services to the Sakeng Partner, the below list is not exhaustive and may be amended from time to time:
3.2.1. Use Sakeng Emporium card for Member identification;
3.2.2. Monitor Member visits to store or facility by registering store visits;
3.2.3. Reward Members for things like spend, product support, regular visits etc. via vouchers or product coupons. Various templates are available to cater for the diverse needs of the Sakeng Partners;
3.2.4. Redeem Sakeng vouchers and coupons at POS;
3.2.5. Submit slip details to be stored in Members slip vault, no need to print slips for Members that opted in for this service;
3.2.6. In store messaging via the Sakeng Platform;
3.2.7. Push promotions and advertisements to Members that opted in for the service;
3.2.8. Push surveys and service rating questionnaires to Members who opted in for the Service;
3.2.9. Run lucky draw competitions based on several templates;
3.2.10. Enable Product manufacturers to reward Members based on detailed spend records;
3.2.11. Product manufactures can educate Members on various aspects of the Products;
3.2.12. Subscribe to services and products offered by the Emporium that are aimed at helping small businesses owners with the running of their businesses;
3.2.13. Where a Sakeng Partner requires it, it can access Member data where Members have agreed to share such data elements with the Sakeng Partner;
3.2.14. Receive requests from Members for product information or advice, leads are pushed from Members to Sakeng Partners and service providers by Members that have opted to use such services;
3.2.15. Receive emergency response requests and date from Members that have opted to use such services;
3.2.16. Send authorization requests to Members for non-redemption related transactions such as entering into contracts etc.
4.1. This Agreement shall commence on the Effective Date;
4.2. This Agreement shall continue indefinitely until terminated by either party as stipulated in Clause 15 of this Agreement.
5.1. It may be required from time to time to affect an upgrade to the existing software of the Sakeng Platform whereby the Emporium and/or any third party contracted by the Emporium requires the assistance and co-operation of the Sakeng Partner which the Sakeng Partner hereby agrees to provide;
5.2. The Emporium and/or any third party contracted by the Emporium will be doing maintenance on the Sakeng Platform from time to time. Maintenance will normally be scheduled after hours but the Emporium can’t guarantee that unscheduled maintenance work will not take place during working hours;
5.3. The Emporium and/or any third party contracted by the Emporium will take all reasonable steps to be online and available to the Sakeng Partner but can’t guarantee 100% (one hundred percent) availability due to potential failure of telecommunication lines and unscheduled maintenance.
6.1. The Emporium and/or any third party contracted by the Emporium may from time to time provide training at its discretion in order to update operating procedures relevant to the Emporiums Service;
6.2. The Sakeng Partner shall cause each of his/ her employees, representatives or agents engaged in the Services and Products of the Emporium to attend training sessions and meetings from time to time.
7.1. As all transactions are “online”, the Emporium requires the Sakeng Partner and their end point devices to be connected to the Internet to enjoy the services offered by the Emporium;
7.2. All communication to the Sakeng Partner will be via electronic channels.
8.1. The Sakeng Partner will register as a Partner on the Sakeng Platform and pay the set-up fee and monthly subscription fee for specific Products and Services as set out on the Sakeng Platform, which rates are subject to amendment from time to time;
8.2. The Emporium will not accept responsibility to reimburse the Sakeng Partner in the event of any form of erroneous selection made on the Sakeng Platform;
8.3. The Sakeng Partner may subscribe and unsubscribe for any Products and Services as set out on the Sakeng Platform, at any stage with 1 (one) months’ notice, during the subsistence of this Agreement;
8.4. Funds for the subscriptions must be pre-loaded into the Sakeng Partner’s prepaid Emporium Account by the Sakeng Partner, from which account the monthly subscription fees will be deducted, failure by the Sakeng Partner to ensure that there are sufficient funds in their Emporium prepaid Account will result in suspension of the subscribed services as per Clause 16 of this Agreement;
8.5. It is the responsibility of the Sakeng Partner to ensure that sufficient funds are loaded into their Emporium prepaid Account for the operation of the subscription Products and Services;
8.6. Once sufficient funds have been loaded into the Emporium prepaid Account, the Service and/or Product will be reinstated as per Clause 16 below.
8.7. The Sakeng Partner acknowledges that the Emporium may, from time to time, vary the rates, Products and Services as set out on the Sakeng Platform. Any changes in tariffs will be communicated to the Sakeng Partner at least 30 days prior to implementing such changes.
From time to time it may be necessary for the Sakeng Partner to sign or provide additional documentation to the Emporium in order to unlock further Services and/or Products on the Sakeng Platform. The Sakeng Partner warrants that all information provided to the Emporium is and remains true and correct.
The Sakeng Partner shall at all times ensure that the supplied marketing and/or important notice material is displayed prominently at the Sakeng Partners Premises in accordance with the marketing guidance to be issued from time to time.
11.1. Unless otherwise agreed, the Sakeng Partner and the Emporium shall at all times during and after the continuance of this Agreement hold confidential and not disclose to any third party the terms of this Agreement, any confidential information, reports or any documents received by it pursuant to, or in the course of negotiations leading to the conclusion this Agreement and any calculations, conclusions, or any determinations thereon, except as required by law;
11.2. The Sakeng Partner and the Emporium shall, however, be permitted to disclose confidential information to their auditors and professional advisors under the obligation of confidentiality;
11.3. The provisions of this clause 11 are separate and severable from the rest of this Agreement and, accordingly, shall remain in effect despite the termination or invalidity for any reason of this Agreement.
12.1. The Sakeng Partner and/or the Emporium shall fully comply with the statutory obligations contained in POPI, the Sakeng Partner warrants that it is fully conversant with it as at the Effective Date. When Personal Information is obtained and processed by the Sakeng Partner and/or the Emporium, such Personal Information is entered into a Record;
12.2. Without limiting the generality of the aforesaid the Sakeng Partner and the Emporium shall ensure that the Privacy and Data Protection Conditions are strictly adhered to when Processing the Data Subject’s Personal Information;
12.3. By choosing to become a Sakeng Partner of the Emporium, the Sakeng Partner hereby expressly consents to the processing of its information by the Emporium. If the Sakeng Partner elects not to have its Data processed by the Emporium, the Sakeng Partner must confirm same in writing upon the Effective Date of this Agreement. Should the Sakeng Partner revoke consent for the processing of Data by the Emporium, the Emporium may be unable to provide certain Services and/or Products to the Sakeng Partner;
12.4. The Emporium is required to process the Sakeng Partners and the Members information should the law require it to or should it be required to be able to fulfil its obligations in terms of this Agreement;
12.5. The Emporium will under no circumstances sell or commercialise the Data subjects Personal Information or the Sakeng Partners Data unless consent is obtained via the Sakeng Platform. Whereafter the Data will be sold or commercialised in the format agreed to between the parties;
12.6. Should the Sakeng Partner consent to the sale and commercialisation of its Data, the Sakeng Partner will be compensated for the sharing of information as set out on the Sakeng Platform;
12.7. Should the Member consent to the sale and commercialisation of its Data, the Member will be compensated for the sharing of information as set out in the Member terms and conditions;
12.8. The Emporium will take all reasonable steps to protect the Sakeng Partners and/or Members Data and put mechanisms in place for secure data transmissions but the Emporium does not accept liability for the Sakeng Partners and/or Members Data if it is obtained via computer hacking or in any other fraudulent or malicious way whatsoever. However, if the Emporium is aware of any breach, it will notify the Sakeng Partner and/or Member within 24 (twenty-four) hours of any breach of security that may have occurred;
12.9. The Emporium will keep back-ups of the Sakeng Partners and Members Data if the Sakeng Partners and the Members consent to the collection and storage of such Data.
13.1. All Intellectual Property rights subsisting in or used in respect of the Emporiums Intellectual Property are and shall remain the property of the Emporium. The Sakeng Partner shall not during or at any time after termination of this Agreement acquire or be entitled to claim any right or interest in the Emporiums Intellectual Property or in any way question or dispute the ownership thereof by the Emporium;
13.2. The Sakeng Partner acknowledges that the Emporiums Intellectual Property may only be used by the Sakeng Partner as specifically authorised in terms of this Agreement, or otherwise authorised in writing by the Emporium. Unless expressly stated otherwise, upon termination of this Agreement, the Sakeng Partner shall forthwith discontinue the use of the Emporiums Intellectual Property;
13.3. Except as may be necessary to deliver the Services, neither party shall have the right to use, and shall not use, the name of the other party or its logos or trademarks in any manner without the prior written consent of such other party, which consent may be withheld in such party’s sole discretion. Either party shall not issue any public release regarding this Agreement or the Services to be provided hereunder without the consent of the other party, which may be withheld in such party’s sole discretion;
13.4. The provisions of this clause 13 are separate and severable from the rest of this Agreement and, accordingly, shall remain in effect despite the termination or invalidity for any reason of this Agreement.
14.1. The Emporium and/or its directors and/or employees shall not be liable for any loss, claim, action, expense, damage or injury suffered or sustained by the Sakeng Partner whatsoever and however pursuant to entering this agreement or as a result of its possession of or onward supply to any Member or third party or other Service or other Product whether direct or indirect, consequential or contingent and whether foreseeable or not. In particular, the Emporium will not be liable for any financial loss, loss of business, profit, savings, revenue or goodwill suffered or sustained by the Sakeng Partner however arising;
14.2. The Sakeng Partner indemnifies the Emporium against all losses or problems or alleged problems arising from any software installed by the Emporium or the Sakeng Partner on any of the Sakeng Partners devices;
14.3. The Sakeng Platform is provided “as is”. No warranty or representation by the Emporium, whether express or implied, in relation to the satisfactory quality, completeness or accuracy of the service offered through the Sakeng Platform;
14.4. We further make no warranty or representation, whether express or implied, that the Sakeng Platform is free of viruses, spyware, malware, trojans, destructive materials or any other data or code which is able to corrupt, destroy, compromise, disrupt, disable, harm, jeopardise or otherwise impede in any manner the operation, stability, security functionality or content of your computer system, mobile device, network, hardware or software in any way. You accept all risk associated with the existence of such viruses, destructive materials or any other data or code which is able to corrupt, compromise, jeopardise, disrupt, disable, harm or otherwise impede in any manner the operation or content of a computer system, mobile device, network, or hardware or software, save where such risks arise due to the gross negligence or wilful misconduct of the Emporium, its employees, agents or authorised representatives. We thus disclaim all liability for any damage, loss or liability of any nature whatsoever arising out of or in connection with your access to or use of the Sakeng Platform.
14.5. The provisions of this clause 14 are separate and severable from the rest of this Agreement and, accordingly, shall remain in effect despite the termination or invalidity for any reason of this Agreement.
15.1. The Emporium reserves the right to terminate this agreement and disable all Services and/or cancel all Products after providing the Sakeng Partner with 30 (thirty) days notice before termination, if or should the Sakeng Partner:
15.1.1. Be placed under provisional or final liquidation, sequestration or judicial management; or
15.1.2. suffers any final judgment to be entered against it and fails to satisfy that judgment within 14 (fourteen) days thereof, provided that the Sakeng Partner has not noted an appeal or applied for rescission of judgment; or
15.1.3. commits any other act of insolvency;
15.1.4. discontinue business operations;
15.1.5. breach any provision of this agreement;
15.1.6. misrepresentation on documentation submitted.
15.2. Should any party be in breach of any term or condition of the Sakeng Partner Agreement, the non-defaulting party shall be entitled to give the defaulting party 14 (fourteen) days’ notice in writing to remedy such a breach, failing which the non-defaulting party may without prejudice to any rights that it may have in terms of this Agreement terminate;
15.3. The Parties agree that neither party shall be entitled to terminate this Agreement on account of breach due to:
15.3.1. temporary failures at the Suppliers premises at which the computerised management system is housed, or at the premises of the Emporium;
15.3.2. temporary interruptions and suspensions of transmissions caused by malfunction;
15.3.3. temporary malfunctions of the equipment and its associated ancillaries and/or the material and/or the computerised management system;
15.3.4. other temporary occurrences of a like nature with similar effect.
15.4. Upon termination of this Agreement for any reason, the Sakeng Partner shall cease to make use of the Services received via the Sakeng Platform and cease to display any mark or logo proprietary to the Emporium. The Sakeng Partner shall at its own cost return any marketing material, training manuals and/ or related documentation to the Emporium within 72 hours of termination.
The Emporium reserves the right to suspend Services and/or Products with immediate effect in the event that the Sakeng Partner has failed to load prepaid funds into its Emporium Account and as such the Emporium is unable to deduct the monthly fee on the 1st day of every month for the Product and/or Service as selected on the Sakeng Platform by the Sakeng Partner. Upon receipt of payment, the Product and/or Service will be reinstated with immediate effect or with effect from the 1st day of the following month, depending on which option is more efficient for accounting purposes.
17.1. Any dispute, question or difference arising at any time between the Parties to this Agreement out of or in regard to-
17.1.1. any matters arising out of; or
17.1.2. the rights and duties of any of the Parties hereto; or
17.1.3. the interpretation of; or
17.1.4. the termination of; or
17.1.5. any matter arising out of the termination of; or
17.1.6. the rectification of;
this Agreement shall be submitted to and decided by mediation and arbitration (other than where an interdict is sought or urgent relief may be obtained from a court of competent jurisdiction).
17.2. Such arbitration shall be held in Johannesburg in accordance with the provisions of the then current rules for Commercial Arbitrations of the Arbitration Foundation of Southern Africa (“AFSA”) (as amended or replaced from time to time) save that-
17.2.1. the arbitration shall be informal;
17.2.2. the arbitrator shall have the fullest and freest discretion to determine the procedure to be adopted;
17.2.3. it being the agreed intention that, if possible, the arbitration shall be held and concluded within 21 (twenty-one) Business Days after it has been demanded.
17.2.4. such matter shall be referred to and decided by the arbitrator whose decision shall be final and binding on the Parties to the dispute.”
17.3. Anything herein contained or implied shall not preclude any Party from applying to Court for a temporary interdict or other relief of an urgent and temporary nature, pending the decision or award of the Arbitrator hereunder;
17.4. The provisions of this clause 17 are separate and severable from the rest of this Agreement and, accordingly, shall remain in effect despite the termination or invalidity for any reason of this Agreement.
18.1. The email address entered upon download of the Sakeng Platform by the Sakeng Partner, will be considered the domicilium citandi et executandi (“domicilium”) of the Sakeng Partner for the purposes of the giving of any notice, the serving of any process and for any other purposes arising from this Agreement. Upon use of the Sakeng Platform, the Sakeng Partner is communicating with the Emporium electronically.
18.2. By registering for the Sakeng Platform and accepting the terms of this Agreement, the Sakeng Partner consents to receive notices electronically from Emporium. The Emporium may provide all communications in electronic format and any notice transmitted by email after 16H00 on a Business Day, it shall be deemed to have been received, unless the contrary is proved, on the following Business Day.
18.3. Each of the Parties shall be entitled from time to time, to vary its domicilium to any other address in the Republic of South Africa via the Sakeng Platform, which address is a valid electronic address.
19.1. This Agreement together with any Schedules and annexures constitutes the entire agreement between the Parties relating to the subject matter hereof and no Party shall be bound by any undertakings, representations, warranties, promises or the like not recorded herein;
19.2. No amendment or consensual cancellation of this Agreement or any provision or term hereof or of any agreement or other document issued or executed pursuant to or in terms of this Agreement and no settlement of any disputes arising under this Agreement and no extension of time, waiver or relaxation or agreement not to enforce or postpone the enforcement of any of the provisions or terms of this Agreement or of any agreement or other document issued pursuant to or in terms of this Agreement shall be binding unless recorded in a written document signed by the Parties or additional acceptance on the Sakeng Platform of further terms and conditions;
19.3. Except as expressly provided to the contrary herein, each paragraph, clause, term, and provision of this Agreement and any portion thereof shall be considered severable and if for any reason any part of this Agreement is held to be invalid, contrary to, or in conflict with any applicable present or future law or regulation or in terms of a final, binding judgment or award issued by any arbitrator or court, it shall not impair the operation of, or have any other effect upon, such other portions of this Agreement as may remain otherwise intelligible, which shall continue to be given full force and effect and bind the Parties hereto;
19.4. No indulgence, leniency or extension of time which any Party may grant or show to any other Party, shall in any way prejudice such Party or preclude such Party from exercising any of its rights in the future;
19.5. No Party may cede or assign any rights or obligations under this Agreement without the prior written consent of the other Party which consent shall not be unreasonably withheld;
19.6. The parties hereto hereby consent and submit to the jurisdiction of the High Court of Johannesburg.
