• Who you are contracting with: www.kalahari.com (the "Site") is owned and operated by kalahari.com, a division of MIH Internet Africa (Pty) Ltd, registration number: 2007/014128/07, a company incorporated in the Republic of South Africa ("Kalahari").
• Legally binding Agreement: By electronically submitting a "Selling Registration" form ("Registration Form") available at the Site in order to have your products listed for sale on the Site, you, as prospective seller on the Site will be agreeing to be bound by all the terms and conditions contained below in this Marketplace Seller Agreement, as read with your Registration Form (collectively hereinafter referred to as "this Agreement"),in the event that Kalahari accepts your Registration Form.
• You acknowledge that a minimal Registration Form submission fee of R5 (five rand) is charged in order to process your Registration Form and validate the banking details provided in such Registration Form.
• If you don't agree, or are unable to comply with all the terms and conditions in this Agreement, you should close the browser window, thereby wilfully terminating the listing process and withdrawing your offer to become a seller on the Site.
• To view the kalahar.net T&C's please click here

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY:

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1.1 Kalahari's Information:

1.1.1	Full name and legal status: kalahari.com, a division of MIH Internet Africa (Proprietary), registration number 2007/014128/07, a company duly incorporated in the Republic of South Africa
1.1.2	Main business: online retailer
1.1.3	Office bearers:W.J. Paladino (director), G.J. Visser (director)
1.1.4	Physical address, and address for receipt of legal service:4th floor, Eleven Adderley, 11 Adderley Street, Cape Town, 8001
1.1.5	Postal address: same as above
1.1.6	telephone number: +21 21 468 9200
1.1.7	Site address: http://www.kalahari.com
1.1.8	Email address of the Site: support@kalahari.com
1.1.9	Codes of conduct to which Kalahari subscribes: not applicable

1.2 Your information

1.2.1	All your information is to be disclosed in the Registration Form and you acknowledge and agree to Kalahari making certain of such information available to Users of the Site as may be required in terms of Section 43 of the Electronic Communications and Transactions Act 25 of 2002 ("ECT Act"),such information being similar to that disclosed by Kalahari in 1.1 above.
1.2.2	You hereby warrant that -
1.2.2.1	you have legal capacity to conclude contracts under the laws of South Africa in that you are not under 18 years of age (or if you are, that you are an emancipated minor), or, where you are a juristic person, that you are duly incorporated, and validly existing;
1.2.2.2	you have the requisite right, power and authority to enter into this Agreement and perform all your obligations hereunder;
1.2.2.3	you are in good standing under the laws of the Republic of South Africa;
1.2.2.4	you have accurately completed all details in the Registration Form, having provided your real name, identity or registration number, address, phone number, e-mail address, and valid bank account or credit card information and that you will keep such information updated and accurate at all times; and
1.2.2.5	the bank account details supplied in your Registration Form are for South African bank account/s and that you will be delivering your products from an address within the Republic of South Africa.

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2.1	Kalahari will only render the services described in this Agreement to persons who meet Kalahari’s eligibility requirements and whose Registration Forms are acceptable to Kalahari in terms thereof. Consequently, this Agreement will only be formally entered into upon Kalahari’s acceptance of your electronically submitted Registration Form.
2.2	Kalahari will notify you of its acceptance or rejection of your Registration Form and if accepted, the Services will commence forthwith upon Kalahari’s acceptance
2.3	You hereby appoint Kalahari to render the services set out in 3 below ("Services") with effect from Kalahari’s acceptance of your Registration Form and for an indefinite period thereafter (subject to termination as provided for in this Agreement) on the terms and conditions of this Agreement.
2.4	Kalahari shall render the Services as an independent contractor and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative or employment relationship between you and Kalahari and neither you, nor Kalahari, has any authority to contract on the other's behalf with visitors to the Site (hereinafter referred to as "Users") or anyone else.
2.5	In addition to the provisions of this Agreement, in your capacity as a User of the Site, you shall also comply with Kalahari's General Terms and Conditions ("the T&C").

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3.1	General
3.1.1	It is recorded that Users who are registered with the Site are able to purchase products listed in Kalahari's online product catalogue from time to time, either from Kalahari itself, or from other persons who have registered as sellers on the Site (the latter persons hereinafter referred to as "Sellers"). The Services offered by Kalahari to Sellers under this Agreement involve the provision of a platform on the Site through which Users can search for, view, order and pay for products offered by you.
3.1.2	Kalahari's acceptance of your Registration Form serves to register you as a Seller, enabling you to sell certain new and/or used products on the Site to Users (the sale agreements so reached between a Seller and User hereinafter referred to as "Sale" and the User with whom a Sale has been concluded hereinafter referred to as a "Purchaser"). You will also be able to manage your product inventory and other aspects of ordering, payment and shipment of your products via your "Marketplace" homepage("Marketplace") located on the Site.
3.1.3	You agree to abide by the additional procedures and guidelines relevant to the Service and your use thereof, to be found in the Help area on the Site (hereinafter referred to as the "Guidelines") which are incorporated by reference into this Agreement. The Guidelines explain the processes and set out acceptable conduct and prohibited practices.
3.2	Marketing of products
3.2.1	You acknowledge that you will only be able to sell such products as form part of Kalahari’s full product catalogue (“Catalogue”) from time to time. Note that such Catalogue comprises both products which are then ‘active’ (i.e. products which are already available for sale on the Site) as well as products which are ‘dormant’ (i.e. products which are not currently available for sale on the Site). Note further that Kalahari may in its sole discretion add products to, or remove products from, the Catalogue from time to time without notice to you.
3.2.2	In Marketplace, you will be able to search within the Catalogue, for the product you wish to sell. In this regard, you must ensure that the product you wish to sell is an exact match (as regards all the relevant specifications) to the product/s displayed in your Catalogue search results, if any, and you bear sole liability to Purchasers if any product sold by you does not meet such specifications. For example, if the Catalogue search results list a book titled ‘ABC of Cooking’, in hardcover, 3rd edition, published 2008 by JUTA, you will only be able to sell a book meeting all the aforementioned criteria, and not one having the same title, but being a different edition, or soft cover version, etc. In addition, you specifically agree and warrant that you will not offer to sell, or sell any counterfeit or pirated products, even though such products may ostensibly match the specifications set out in the Catalogue.
3.2.3	Should your search yield an exact product match, you must complete and electronically submit the relevant Product Detail form (see "Sell Yours Here" for details), specifying the product price, quantity available, whether you will offer courier delivery in addition to postal delivery,delivery periods,the condition of the product,and return policy. Upon Kalahari's acceptance of any such Product Detail form, the relevant product will be added to list of products available for sale on the Website and, if clicked on by a User, all the details provided in your Product Detail form will appear in a complete product listing for such product ("Listing")-. Note however that, if the product you wish to sell is currently a 'dormant' product, it can take up to 4 days for such product to be 'activated' and added to such list.
3.2.4	Listings follow a pre-determined Kalahari format, containing the specific details entered in the relevant Product Detail forms and do not enable a Seller to upload any pictures of the relevant product.
3.2.5	A User placing a product in a shopping basket without completing the purchase cycle does not constitute an order or Sale and, in the event that your stock availability as reflected in Marketplace (which is based upon the information provided in your Product Detail form) indicates that you are out of stock of such product, Kalahari's system will automatically remove such product from the shopping basket.
3.2.6	You shall be solely responsible and liable for all information provided in your Product Detail form and hereby indemnify and hold harmless Kalahari from any and all claims, losses, damages, liabilities, judgments, or settlements, including attorney’s fees on a client-and-attorney basis, costs, and other expenses incurred by Kalahari (collectively, the “Claims”) related to or in connection with the content of your Product Detail form.
3.2.7	By listing a product, you represent and warrant to Kalahari and prospective Purchasers that you have the right and ability to sell the product, that the relevant listing details are accurate, current, complete and not misleading or otherwise deceptive, and the product is not a pirated or counterfeit product.
3.2.8	In particular, you must ensure that –
3.2.8.1	your Product Detail form and resultant Listing displays the price accurately, adequately, and unambiguously;
3.2.8.2	the product condition description is not false/misleading/deceptive;
3.2.8.3	if a branded/trademarked product has been reconditioned/rebuilt/remade, such fact is clearly indicated;
3.2.8.4	in the case of so-called ‘grey goods’, that prospective Purchasers are notified of the fact that the product has been imported without approval or licence of a trade mark owner.
3.2.8.5	you do not engage in ‘bait marketing’ (in that you market any products as being available at a specific price in a way that misleads/deceives prospective Purchasers in any respect relating to the actual availability of the product at such price) or promotional offers which you do not intend fulfilling as offered.
3.3	Sales – Kalahari's relationship with Purchasers and other Users
3.3.1	Kalahari is not party to the actual Sales between Sellers and Purchasers and, save for receiving and holding payment on behalf of the Seller for a limited period, is not the agent of and has no authority for either of them for any purpose whatsoever. The Service rendered by Kalahari is limited to facilitating the conclusion of such Sales by displaying Sellers’ product Listings on the Site, providing electronic functionality for the placement of orders and making of payments by Users.
3.3.2	The extent of Kalahari's relationship with Purchasers and Users is limited to and governed by the T&C.
3.3.3	By entering into this Agreement and listing any product for Sale, you agree to complete and execute the Sale. You shall be solely responsible for all aspects of, and actions associated with, any Sale, including contacting the relevant Purchaser directly to accept or reject any order placed by the Purchaser, invoicing, making delivery of the product, issuing any refunds or discounts where relevant, and defending and/or resolving any Sale related disputes. However, take note that, so as to prevent suspected fraud and protect the interests of customers, Kalahari may scrutinize Sellers' transactions and, if not satisfied with the legitimacy of any transaction in its sole discretion, refuse to process any order, or terminate a Sale which has already been concluded, and Kalahari accepts no liability that may arise as a result thereof.
3.3.4	You acknowledge that by not fulfilling your Sale obligations, you can be held liable by your Purchaser/s under the terms of such Sale/s, as well as by Kalahari for breach of this Agreement.
3.4	Payment Service
3.4.1	Payments made via Kalahari: Purchasers will not make payment directly to you. Instead, Kalahari will facilitate such payments by providing a payment service as detailed below, it being recorded that such facilitation does not render Kalahari a purchaser of your products, or an agent of any Purchaser and you must resolve any and all disputes directly with your Purchasers.
3.4.2	Means of payment: Purchasers will be able to make payment via the Site by means of credit card (being any major credit cards acceptable by Kalahari), Secure Internet Deposit, or eBucks, or credits available to them on their online profile. Note that any Kalahari gift vouchers or promotional voucherscoupons available to Users on the Site can only be redeemed towards products sold by Kalahari, and not products sold by Sellers.
3.4.3	Kalahari’s 14 day hold on your Sale proceeds: Each Purchaser will make payment in respect of any Sale by you, to a Kalahari bank account designated from time to time for such purpose (“Kalahari Account”), to be held by Kalahari until 14 days have passed since Kalahari’s receipt of –
3.4.3.1	the relevant tracking number and related shipping information captured by you in accordance with clause 5.4.7 below; or
3.4.3.2	an electronic notification from the Purchaser that the product/s so purchased by such Purchaser have been delivered and that such delivery has been accepted by the Purchaser,
	whichever is received first,at which point, subject to 3.4.4 below, the funds (nett of any fees, other amounts due to Kalahari in terms of this Agreement and refunds to be paid to any of your other Purchasers where expedient) shall become payable by Kalahari to you on the immediately following Wednesday (unless same is a South African public holiday, in which case it shall be payable on the immediately following business day) ("Payment Date"), into the South African bank cheque account identified by you in your Registration Form as being your 'Deposit Account' ("Deposit Account").
3.4.4	Kalahari’s possible extended hold on your Sale proceeds:
3.4.4.1	Should any of your Purchasers submit an electronic request for a refund (“Refund Request”) prior to the expiry of the 14 day period referred to in 3.4.3 above, you shall be notified thereof in Marketplace and the price paid by such Purchaser into the Kalahari Account will be placed on hold (so as to accommodate your resolution of any dispute in this regard with the Purchaser) until the earlier of the date on which
3.4.4.1.1	the Purchaser retracts the relevant Refund Request, in which case the funds will be paid to you in accordance with 3.4.3 (to the extent applicable); and
3.4.4.1.2	you provide Kalahari with payment instructions (by means of the electronic functionality provided therefor on Marketplace),in which event payment will be made to such person/s in such amount/s as directed by you.
3.4.4.2	Should Kalahari reasonably suspect that any fraudulent activity has taken place in relation to a specific transaction, the price paid by such Purchaser into the Kalahari Account may be placed on hold pending the outcome of Kalahari’s investigation in this regard.
3.4.5	Keeping you informed about your Sales: Kalahari will inform you of orders placed for your products using its standard procedures in Marketplace as well as via email. Furthermore, although funds will only be transferred to your Deposit Account on Payment Dates, you will be able to view, in a virtual "Seller Account" in Marketplace ("Seller Account"), all transactional information relating to your Sales in real time (such as Purchaser payments, refunds, Kalahari fee deductions etc.).
3.4.6	Disclaimer: Kalahari will not be liable to you: (i) if Kalahari does not proceed with a transaction, disbursement, or adjustment that would exceed any limit established by it for a security reason, or (ii) if Kalahari permits a Purchaser to withdraw from an order because the payment service was unavailable following the commencement of placing such order.for reasons unrelated to Kalahari’s negligence.

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4.1	Note that during the Launch Phase of Marketplace (being the period commencing on 29 January 2010 until 1 October 2010) , no fees other than the ‘Refund Fee’ referred to in 4.2.4 below were charged by Kalahari for the Service.
4.2	However, as from 2 October 2010 onwards, in consideration for the Service provided by Kalahari, charges fees as follows:
4.2.1	a once-off registration administration fee (“Admin Fee”) payable upon your registration as a Seller so as to set up your account and verify the details of the bank account or credit card indicated as your ‘Payment Account’ in your Registration Form (“Payment Account”);
4.2.2	a success fee (“Success Fee”) on every product sold by you, calculated as a percentage of the purchase price of the relevant product (the amount of the relevant percentage being dependant on the category into which such product falls) which Success Fee is payable upon conclusion of the relevant Sale, but is refundable in the event that a full purchase price refund is processed in respect of such product at a later stage in accordance with the terms of this Agreement;
4.2.3	a flat service fee in respect of every product sold, irrespective of the type of product/s so sold by you (“Closing Fee”), payable upon conclusion of the relevant Sale and not refundable in the event of any purchase price refund; and
4.2.4	a refund service fee in respect of every refund processed in respect of one or more purchase prices (“Refund Fee”),(hereinafter collectively referred to as “Fees”)
4.2.4	a refund service fee in respect of every refund processed in respect of one or more purchase prices (“Refund Fee”),(hereinafter collectively referred to as “Fees”)
	(hereinafter collectively referred to as "Fees")
4.3	The aforesaid Fees shall be set out in detail in the Marketplace Fee Schedule ("Fee Schedule"). Such Fee Schedule forms part of this Agreement and is incorporated herein by reference and shall be adhered to by you at all times. The Fee Schedule may vary in the future. Any particular Sale shall be governed by the Fee Schedule in effect on the date of such Sale. You will be given 30 days notice of any changes in the Fee Schedule via email.
4.4	Subject to 4.5 below, all Fees shall be posted to your Seller Account as and when due and will be deducted from the credits in your Seller Account, the remaining balance of your Seller Account to be remitted to you on the next Payment Date.
4.5	In the event that there are insufficient credits in your Seller Account to offset any Fees or any other amounts which may be payable by you in terms of this Agreement, you hereby authorise Kalahari to debit your Payment Account. In this regard it is recorded that the Admin Fee will be so debited to your Payment Account.
4.6	You may also use your Payment Account in your capacity as Purchaser should you make any purchases on the Site, subject to the T&C.
4.7	Notwithstanding the aforegoing, Kalahari may, in its sole discretion, waive, reduce, or reverse charges or fees for a specific Sale or refund.

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5.1	Conclusion of Sales
	A Sale is only concluded if and when a User electronically submits a properly completed order for one or more products in his/her shopping basket and payment therefor is either authorised, or received into the Kalahari Account.
5.2	Purchase Prices
5.2.1	You will determine the purchase price for each product you list on the Site via and subject to Kalahari's standard functionality for listing the purchase price. We may provide comparative pricing of similar products on the Site to you, and make pricing suggestions, but you are not obliged to following any such pricing suggestions.
5.2.2	Your Listing must clearly indicate the full all-inclusive pricing of the product, without obscuring or hiding any components of the pricing or ancillary charges (including import duties, if applicable) and to this end, prices must also clearly indicate that they are VAT inclusive. You are obligated to sell your product/s at the price specified in your Listing/s and you will bear the risk and liability associated with any errors made by you in this regard.
5.3	Delivery Costs & Shipping Credits
5.3.1	Kalahari’s estimation of delivery costs: For each Sale, the estimated shipping/delivery cost will be calculated by Kalahari per product so sold, based on the approximate weight of the product/s and the method of delivery selected, subject to a minimum amount of R30 for postal delivery, and R80 for delivery by courier ("Shipping Credit"). Please see details of delivery charges here.
5.3.2	Purchasers will have to pay, at the time of placing their order, the relevant purchase price set by you as well as the relevant Shipping Credit/s determined by Kalahari (collectively hereinafter referred to as a "Purchase Payment").
5.3.3	Shipping Credits only an estimation: The Shipping Credit is not an accurate indicator of what your delivery costs in fact will be, the actual delivery costs being dependent on, amongst other things, the method of delivery agreed between you and the Purchaser under the relevant Sale.Consequently, in setting your purchase prices, you should take into account both your actual costs of delivery and Kalahari’s calculation of Shipping Credits (based on Kalahari’s delivery charges as aforesaid).Kalahari will not be liable in any way should your actual delivery costs exceed such Shipping Credit even if the weight used by Kalahari to estimate the Shipping Credit is inaccurate provided such inaccuracy was not due to Kalahari being negligent.
5.4	Delivery
5.4.1	Purchasers will only be able to insert a delivery address within the borders of South Africa and you will thus not be able to deliver your products internationally.
5.4.2	You must ensure that any and all orders placed for your products are processed, packaged and dispatched for shipment within 2 business days of placement of the relevant order. You must ensure that the product is delivered via the delivery method chosen by the Purchaser to the correct address as specified by the Purchaser.
5.4.3	You acknowledge that –
5.4.3.1	should you fail to deliver within the delivery time specified in your Listing,you will be in breach of the relevant Sale and the ECT Act entitles the Purchaser to cancel the relevant Sale on 7 days notice to you and you will have to refund the Purchaser; and
5.4.3.2	should you be out-of-stock of any product purchased from you, you are obliged to notify the Purchaser and fully refund the Purchaser, by means of requesting Kalahari to process the necessary refund via the functionality provided therefor in Marketplace.Note that if you sell products in the ordinary course of business, you are regarded as a ‘supplier’ under the Consumer Protection Act 68 of 2008 (“CPA”) and as from 31 March 2011 onwards, Section 47 of the CPA requires such refund to be made with interest (at the rate which may be prescribed by regulation) and that the Purchaser also be reimbursed for any costs directly occasioned by your non-delivery where you have been at fault.
	Please see the Refund Policy for more details in this regard.
5.4.4	You are entitled to offer various means of delivery to your Purchasers (including via courier), provided that Purchasers shall at all times be entitled to select that delivery take place via registered mail from a post office.In this regard you acknowledge that the Shipping Credit payable by a Purchaser has been calculated based on the estimated costs of delivery within the borders of South Africa via either registered mail or door to door courier and that any additional costs shall be for your account.
5.4.5	You will also provide to Kalahari (using the processes and timing that Kalahari designates) any requested information regarding shipment, tracking (to the extent available) and order status, and Kalahari may make any of this information publicly available.
5.4.6	You are solely responsible for the delivery/shipment of all products sold by you and should you ship/deliver to the incorrect address, you cannot hold Kalahari liable for any costs, expense or damages you may suffer as a result thereof, including any refunds paid to the Purchaser in accordance with the provisions of this Agreement, either via the payment process described in 3.4.4 above or in terms of the Refund Policy.
5.4.7	Promptly, but in any event within 1 day after shipment of a Purchaser's order, you will accurately inform Kalahari that the order has been shipped and provide Kalahari with the tracking number and related shipping information (such as estimated delivery date and details of the courier company if applicable), using the functionality for this in Marketplace ("Shipment Confirmation"). Until such time as you have provided Kalahari with such Shipment Confirmation (with tracking number), Kalahari will not be obliged to make any payment to your Deposit Account.
5.4.8	Based upon the information received by Kalahari in your Shipment Confirmation, Kalahari will notify the relevant Purchaser that the products purchased by him/her have been shipped. As such, you will not send Users emails concerning shipping confirmation of products you sell.
5.4.9	Should you fail to submit such Shipment Confirmation within the stipulated timeframe, Kalahari shall be entitled, but not obliged, to cancel (and/or direct you to stop and/or cancel) the relevant Sale, and you will stop and/or cancel such Sale upon such request by Kalahari.
5.4.10	Kalahari provides a delivery notice in Marketplace which you are entitled to print and package together with the product/s to be sent to the Purchaser. Note that such delivery notice does not constitute a VAT invoice.
5.5	Returns and Refunds
5.5.1	You must at all times comply with the Refund Policy in so far as it applies to sales by Marketplace Sellers.Note that such Refund Policy provides, inter alia, that customers are entitled to a refund, replacement or repair for any product defects discovered within 6 months after delivery of the product to them. Please ensure that you read the Refund Policy carefully.You shall accept and process returns, refunds and adjustments relating to your Sales in accordance with the Refund Policy applicable at the time of the relevant Sale, as read with this Agreement. Note that the Refund Policy has been drafted so as to be addressed to Users and as such, references to “you” or “your” in the Refund Policy, are references to the relevant Purchaser, and not to you (you being referred to therein as a “Marketplace Seller”).
5.5.2	Notwithstanding the discretion which may be given to you in the Refund Policy from time to time as regards the making of refunds or adjustments -
5.5.2.1	Kalahari may make suggestions to you as to what action to take; and
5.5.2.2	Kalahari may, if in its sole discretion it is advisable to do so in order to protect the interests of Purchasers, override your discretion and compel you to provide a refund and/or adjustment to the relevant Purchaser.
5.5.2	Notwithstanding the discretion which may be given to you in the Refund Policy from time to time as regards the making of refunds or adjustments -
5.5.2.1	Kalahari may make suggestions to you as to what action to take; and
5.5.2.2	Kalahari may, if in its sole discretion it is advisable to do so in order to protect the interests of Purchasers, override your discretion and compel you to provide a refund and/or adjustment to the relevant Purchaser.
5.5.3	You will calculate refunds, adjustments (including any taxes, shipping and handling or other charges) or other amounts payable by you to Purchasers in connection with Sales through the functionality Kalahari makes available to you in Marketplace from time to time.
5.5.4	Refunds will be processed by Kalahari immediately (and not only on Payment Dates) and you will forthwith reimburse Kalahari for all amounts so paid. Kalahari may offset such payments against any amounts to be remitted or paid by Kalahari to you under this Agreement on a Payment Date, or seek reimbursement from you via your Payment Account.
5.6	Taxes
	Any and all sales, goods and services, use, excise, import, export, value added, consumption and other taxes and duties assessed, incurred or required to be collected or paid for any reason in connection with any advertisement, offer or sale of products by you on or through the Site, or otherwise in connection with any action, inaction or omission of yours or any of your affiliates, or either of your respective employees, agents, contractors or representatives ("Seller Taxes") must be determined/calculated, collected, reported and remitted by you to the appropriate tax authority.You hereby agree that Kalahari is not obligated to determine whether Seller Taxes apply to any Sale and is not responsible to collect, report, or remit any sales, use, or similar taxes arising from any Sale.

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6.1	To the extent that your marketing of products to Users is in the ordinary course of your business, you will be regarded as a ‘supplier’ for purposes of the CPA and, as from 31 March 2011, will have to comply with its provisions.
6.2	The CPA gives ‘consumers’ certain fundamental rights and imposes obligations on you (in all aspects of the marketing, sale and delivery of your products) in relation to your ‘consumers’, which include not only persons to whom you sell products (being your Purchasers) but also persons to whom you market your products, (being Users) and persons who end up using your products (and thus not necessarily a Purchaser, or User of the Site) and you may be held accountable by any one or more of the aforementioned persons.
6.3	Although the provisions of this Agreement are aimed at fostering compliance by Kalahari’s Sellers with the CPA, it is your obligation as Seller to ensure your compliance with the CPA (if applicable to you) and you thus undertake to read and familiarize yourself with the provisions of the CPA, a copy of which can be found at http://www.dti.gov.za/ccrd/cpact09.pdf,and at all times conduct yourself in such manner so as not to contravene the CPA. You hereby further indemnify Kalahari and hold Kalahari harmless against any loss, expense, or damage suffered, or any claims which may be made against it by third parties, which arise from or in relation to any contravention by you of the CPA.
6.4	Without detracting from the generality of the aforegoing, Kalahari specifically draws your attention to the following rights granted to consumers under the CPA:
6.4.1	Right to equality (which outlaws unfairly discriminatory marketing);
6.4.2	Right to privacy (which inter alia outlaws unwanted direct marketing);
6.4.3	Right to choose (which entails various rights as regards inter alia the selection of suppliers, ‘cooling-off’ after direct marketing, delivery of goods, choice and examination of goods, return of goods, unsolicited goods, cancellation of advance orders, pre-authorization of repairs or maintenance)
6.4.4	Right to disclosure of information (entailing the rights to information in plain and understandable language, disclosure of prices, product labeling and trade descriptions, disclosure of reconditioned or grey market goods, keeping of sales records, identification of installers etc)
6.4.5	Right to fair and responsible marketing, where provisions impose general marketing standards and regulate or prohibit (as the case may be) bait marketing, negative option marketing, direct marketing, catalogue marketing, trade coupons, customer loyalty programmes, promotional competitions, alternative work schemes, referral selling and agreements with persons lacking legal capacity (such as minors);
6.4.6	Right to fair and honest dealing, regulating and/or prohibiting inter alia unconscionable conduct, false, misleading or deceptive representations, fraudulent schemes, pyramid schemes, auctions, and over-selling;
6.4.7	Right to fair, just and reasonable terms and conditions; and
6.4.8	Right to fair value, good quality and safety (regulating consumers’ right to demand quality, safety monitoring and recall, liability for damages, and imposing implicit warranties of quality). In this regard note specifically that in terms of Section 61 you will be liable, irrespective of whether you were negligent or not, for any death, illness, loss or physical damage to property, or resultant economic loss, which results wholly or partly from a Sale by you of any product which is unsafe, or has a failure, defect, hazard, or in respect of which inadequate hazard warnings/instructions were contained in your Listing. Your liability in this regard will be joint and several with the producer, importer, distributor and any other retailers of the particular product. You may however escape such liability in the event that inter alia the relevant defect/hazard etc was not present in the product at the time you sold it to the Purchaser, or was present but wholly attributable to your compliance with the instructions provided to you by the supplier of the product to you, or it is unreasonable to expect you to have discovered the defect/hazard.

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7.1	Unreleased Items/Information - You will not be able to list pre-order products or unreleased/forthcoming products.
7.2	In your use of the Service you shall not –
7.2.1	harm Kalahari, its reputation, computer systems, programming and/or other Users.
7.2.2	do, or omit to do, anything which could reasonably cause any User confusion as to Kalahari's relationship with you, or as to the Site;
7.2.3	in any manner, either expressly or implicitly, misrepresent or embellish the relationship between you and Kalahari;
7.2.4	use the Service in connection with the distribution of SPAM, junk mail or any unsolicited messages to your Purchasers, other Users, or any other person whatsoever, whether by e-mail or otherwise;
7.2.5	harvest or otherwise collect information about others, including email addresses, without their consent;
7.2.6	offer to sell or sell any pirated or counterfeit goods;
7.2.7	include any false information in your Product Detail form and/or Listing or otherwise attempt to mislead others;
7.2.8	display unlawful, harassing, defamatory, libellous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature;
7.2.9	display any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity;
7.2.10	libel, defame or slander any person, or infringe upon any person's privacy rights;
7.2.11	transmit any material that contains viruses, Trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;
7.2.12	interfere with or disrupt networks connected to the Service or violate the regulations, policies or procedures of such networks;
7.2.13	attempt to gain unauthorized access to other parts of the Site, other Sellers' Listings or Marketplace homepages, computer systems or networks connected to the Site, through password mining or any other means;
7.2.14	interfere with other Users' use and enjoyment of the Site; or
7.2.15	engage in any other activity that could subject Kalahari to criminal liability or civil penalty or judgment.

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	NOTE: this is an important clause which you must pay particular attention to. In order to protect the interests of all Users of the Site, Kalahari has to maintain ultimate control over the activities taking place via the Site. In doing so, the Services provided to you may be affected, and this clause sets out the nature and extent of Kalahari’s rights to do so.
8.1	Site or Service changes: Kalahari retains the right to determine the content, appearance, design, functionality and all other aspects of the Site and the Service (including the right to re-design, modify, remove and alter the content, appearance, design, functionality, and other aspects of the Site and the Service and any element, aspect, portion or feature thereof, from time to time) and will notify you thereof by placing notice thereof on Marketplace.
8.2	Product listings, shipping destinations, and sales: Where fraudulent activity and/or- a breach of this Agreement is suspected,Kalahari reserves the rights to delay or suspend listing of, or to refuse to list, or to de-list, or to require you not to list, any or all products in its sole discretion. Kalahari may in its sole discretion withhold for investigation, refuse to process, restrict shipping destinations for, stop and/or cancel any of your transactions. You will stop and/or cancel orders of your products if Kalahari asks you to do so (provided that if you have transferred your products to the applicable carrier or shipper, you will use commercially reasonable efforts to stop and/or cancel delivery by such carrier or shipper). You will refund any Purchaser (in accordance with this Agreement) that has been charged for an order that Kalahari has stopped or cancelled and hereby authorise Kalahari to pay any such refund to the Purchaser from funds held by Kalahari on your behalf.
8.3	Temporary suspension of Service: Kalahari shall be entitled, at any time, and without liability to you or any third party, to modify, expand, improve, maintain or repair the Services notwithstanding that this may require suspending the operation of the Services temporarily provided that - Kalahari shall provide you with advance notice of any such suspension by means of a notice displayed on Marketplace, and provided further that Kalahari shall minimise the duration thereof, in so far as this is reasonably practical.
8.4	Reimbursements from you: So as to preserve Kalahari’s good reputation and protect the rights of Purchasers, Kalahari reserves the right to seek reimbursement from you if (a) Kalahari, in its sole discretion, decides to reimburse a Purchaser or provide a refund to Purchaser, (b) you cannot promptly deliver the goods, (c) Kalahari discovers erroneous or duplicate transactions,(d) Kalahari receives a chargeback from a Purchaser's credit card issuer for the amount of the Purchaser's purchase from you or (e) you fail to respond to any communication from a Purchaser or Kalahari within a reasonable period, not exceeding 7 days.Kalahari may obtain reimbursement of any amounts owed by you to Kalahari by deducting from future payments owed to you, reversing any credits to your Seller Account, charging your Payment Account, or seeking such reimbursement from you by any other lawful means. You authorize Kalahari to use any or all of the foregoing methods to seek reimbursement, including the debiting of your Payment Account.
8.5	Objectionable Content: Kalahari has the absolute right to reject any content that is illegal, offensive or otherwise in breach of this Agreement, including the Guidelines, and if you refuse to remove any content deemed objectionable by Kalahari, Kalahari may immediately terminate the Service being provided to you on notice and you shall be liable for any fees and charges up to the date of such termination.
8.6	User Complaints: In the event of significant User complaints related to any of your product/s, Kalahari may, in order to protect the rights of consumers, remove any or all of your products for a specific amount of time or indefinitely. Kalahari may also, in its sole discretion, suspend or terminate your access to the Site or the Service, or any one or more current Sales immediately on notice in the case of suspected fraudulent activity or contraventions of this Agreement and/or the T&C, by you or any of your Purchasers
8.7	Extended hold on Sales proceeds: If Kalahari reasonably concludes based on information available to it that your actions and/or performance in connection with the Services may result in Purchaser disputes, chargebacks or other claims, then Kalahari may, in its sole reasonable discretion and without attracting any liability therefor, delay initiating any remittances and withhold any payments to be made or that are otherwise due to you in connection with the Services or this Agreement for the shorter of –
8.7.1	a period of 90 days following the initial date of suspension; or
8.7.2	completion of any investigation(s) regarding your actions and/or performance in connection with this Agreement.

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9.1	The Site and Service may only be used for legal purposes under all applicable international, national, provincial, and local governmental laws and you agree to adhere to all such laws.
9.2	You may not register under a false name or use an invalid or unauthorized Payment Account. You may not impersonate Kalahari itself or any other Seller or use another Seller’s password(s).Fraudulent conduct may be reported to law enforcement, and Kalahari will cooperate to ensure that violators are prosecuted to the fullest extent of the law.
9.3	Kalahari has the right, but not the obligation, to monitor any activity and content associated with this Site and investigate as Kalahari deem appropriate. Kalahari also may investigate any reported violation of its policies or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of Service, denying access, and/or removal of any materials on the Site, including product listings. Kalahari reserves the right and has absolute discretion to remove, screen, or edit any content that violates these provisions or is otherwise objectionable.
9.4	Violations of the provisions of this clause 9 may, notwithstanding anything to the contrary contained herein, result in termination of the Service, with or without the grant of a notice or remedy period.

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10.1

Kalahari shall grant you access to your ‘Marketplace’ homepage and your Seller Account utilizing the username and password specified on your Registration Form. Your password may be used only to access the Site, use the Service, electronically sign your Sales, and review your completed Sales.You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password on this Site. You are solely responsible for maintaining the security of your password and if your password is compromised, you must change your password. In the event of a breach of security through your Seller Account, you will be liable for any unauthorized use of the Service, including any damages resulting therefrom, until you notify Kalahari of such security breach in writing.

10.2

Although Kalahari uses its reasonable endeavours to ensure the security of the Site and its payment service as described above,and subject to Kalahari being liable in so far as its payment system is not sufficiently secure as required by Section 43(5) and (6) of the ECT Act, you acknowledge that fraud and cyber crime is always a risk when transacting over the internet and you hereby agree to bear any and all such risk associated with doing business via the Site, including the risk of credit card fraud (i.e. fraudulent purchases arising from the theft and unauthorized use of a third party's credit card information),it being agreed that Kalahari will not be held liable for any loss, expense or damage you may suffer in relation to any such fraud, save where same has arisen due to Kalahari’s gross negligence.

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You will not, and will ensure that your affiliates do not, directly or indirectly disclose, convey or use any Sales information or other data or information acquired by you or your affiliates from Kalahari or its affiliates (or otherwise) as a result of this Agreement, the Sales and other transactions contemplated hereby, or the parties' performance hereunder (“Transaction Information”) save as may be required for you to perform your obligations under this Agreement, provided that you ensure that every recipient of any Transaction Information uses same only for that purpose and complies with the restrictions applicable to you related to that information. In particular, you may not use any Purchaser’s contact information (eg mobile number or email address) to send unsolicited communications to such Purchaser, or to contact such Purchaser for any purpose whatsoever other than for purposes of the Sale/s concluded with such Purchaser. The terms of this clause 11.4 do not prevent you from using other information that you obtain separately from the Transaction Information, even if such information is identical to Transaction Information, provided that you do not target communications on the basis of the intended recipient being a User.

11.1	Kalahari’s Privacy Policy (“Privacy Policy”) will apply, and is incorporated by reference, into this Agreement. The Privacy Policy may be changed by Kalahari from time to time on notice to you.
11.2	Kalahari and its affiliates may communicate with you in connection with your Listings, Sales, and the Service, electronically and in other media, and you consent to such communications of such nature regardless of any "Customer Communication Preferences" (or similar preferences or requests) you may have indicated on the Site or by any other means.
11.3	When you use the Service, some personally identifiable information about you, including your feedback and the e-mail address associated with your account, may be displayed on the Site and may be viewed by potential Purchasers, including the information required to be displayed in terms of Section 43 of the ECT Act (being your Product Listing information and the information described in 1.2.1 above).
11.4
11.5	It is Kalahari's policy to respect the privacy of Sellers. Kalahari will not monitor, edit, or disclose any personal information about you or your account (including contact details, IP addressing and traffic information, usage history and posted content) in a manner other than as contemplated by this Agreement, without your prior permission unless Kalahari has a good faith belief that such action is necessary to –
11.5.1	conform to legal requirements or comply with legal process;
11.5.2	protect and defend the rights or property of Kalahari or Users;
11.5.3	enforce this Agreement or protect Kalahari's business or reputation, including without limitation upon termination, cancellation or suspension of this Agreement by Kalahari;
11.5.4	respond to request for identification in connection with claim of copyright or trademark infringement by you, or a claim by a third party that you are using the Service in connection with an infringing, illegal or improper activity; or
11.5.5	act to protect the interests of you or others.
11.6	You authorise Kalahari to verify your information submitted by you in your Registration Form (including any updated information), and to obtain credit reports about you (either in order to approve you as Seller, or thereafter), including credit reports about your spouse if you are married in community of property.
11.7	You agree that Kalahari may monitor or access your Listing to ensure the quality and reliability of the content thereof; to respond to service or technical issues; or to ensure that this Agreement is not being breached by you. You acknowledge that Kalahari may receive information from or about visitors to your Listing via Google Analytics or similar means. You hereby give your consent and authorization for Kalahari to access, receipt, store, use and disclose any and all such information.
11.8	You hereby grant Kalahari the right to send you communication via E-mail of any updates, upgrades, notices or other information that Kalahari deems important for you to know relating to the Service.
11.9	Kalahari may include your name and contact information in directories of Kalahari’s Sellers for the purpose promoting the use of the Service.

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12.1	Without detracting from your statutory rights, tThe Service is provided “voetstoots”, on an “as is”, as available, basis without warranties of any kind, either express or implied, including, but not limited to –
12.1.1	that the Site or Service will meet your requirements, will always be available, accessible, uninterrupted, timely, secure or operate without error;
12.1.2	the information, content, materials or products included on the Site will be as represented by other Sellers or Users, available for sale at the time of sale, lawful to sell, or that Sellers or Purchasers will perform as promised;
12.1.3	any implied warranty arising from the course of dealing or usage of trade;
12.1.4	any obligation, liability, right, claim, or remedy in delict, whether or not arising from Kalahari’s negligence, and, save for Kalahari being liable to you under the CPA and under sections 43(5) and 43(6) of the ECT Act (in relation to Kalahari’s payment systems not being sufficiently secure), Kalahari will not be liable for any damages of any kind (be it direct, indirect, punitive, incidental or consequential) arising out of or in relation to this Agreement, the Site, the Service, save where such damage arises directly as a result of Kalahari’s gross negligence.
12.2	No oral advice or written information given by Kalahari, its employees, representatives, agents, licensors or the like, will create a warranty; nor may you rely on any such information or advice.
12.3	Other than as may be set out herein and subject to any relevant law, including the ECT Act and CPA, Kalahari, its owners, employees, officers, suppliers, partners, affiliates and agents shall not be liable for any damage, loss or liability of any nature incurred by any person as a result of his/her/its use of the Service; his/her/its access to the Site or websites/webpages linked to the Site, content available on the Site, products available from the Site, downloads and use of content from the Site; access delays or access interruptions; data non-delivery or data mis-delivery; acts of God; the unauthorized use or misuse of your username or password; errors, omissions, or misstatements in any and all information or services(s) provided under this Agreement; the interruption of the Service; and/or any other reason not directly related to Kalahari’s gross negligence.
12.4	Kalahari and its directors, officers, employees and agents shall not be liable for any damages of any kind whatsoever resulting from the use or inability to use any component of the Service or for the cost of procurement of substitute services, save where such damages result directly from Kalahari’s gross negligence. Kalahari shall not under any circumstances (whether due to its gross negligence or otherwise) be liable for any loss of profit, or other indirect, special or consequential damages of any kind whatsoever.
12.5	You agree that Kalahari’s aggregate liability with respect to the Service or any part thereof and any breaches of this Agreement is limited to lesser of the amount paid for such Service by Seller concerned and ZAR2 000 (two thousand rand), irrespective of the number of claims.

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You hereby indemnify and hold harmless Kalahari and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all expense, loss, damage suffered by it (direct or consequential) as well as any claims which may be made against it (including reasonable attorneys' fees) arising from or in relation to any Sales or disputes between you and any Purchaser; the products you sell, any content you provide, the advertisement, offer, sale or return of any products you sell; Seller Taxes; any actual or alleged breach by you of this Agreement; your activities conducted in relation to the Site and/or your use of the Service; and your own website or other sales channels.

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14.1	By entering into this Agreement and Listing a product, you grant Kalahari a royalty-free, non-exclusive, worldwide, perpetual, irrevocable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all of the content you submit to Kalahari and its affiliates, and to sublicense the foregoing rights to Kalahari’s affiliates and operators of any other website or other online point of presence through which the Site and/or products available thereon are syndicated, offered, merchandised, advertised or described; provided, however, that Kalahari will not alter any of your trademarks (i.e., trademarks of yours that you provide to Kalahari in non-text form for branding purposes that are separate from and not embedded or otherwise incorporated in any product specific information or materials) from the form provided by you (except to re-size trademarks to the extent necessary for presentation, so long as the relative proportions of such trademarks remain the same) and will comply with your removal requests as to specific uses of your trademarks (provided you are unable to do so using standard functionality made available to you via the Site or Service); provided further, however, that nothing in this Agreement will prevent or impair Kalahari’s right to use without your consent the content and any other materials provided by you, to the extent that such use is allowable without a license from you or your affiliates under applicable law (e.g., fair use under copyright law or valid license from a third party).
14.2	You represent and warrant that you own or otherwise control all of the rights to the content you submit to Kalahari and its affiliates, and that the use of such materials by Kalahari and its affiliates will not infringe upon or violate the rights of any third party.
14.3	Save as expressly provided above, nothing in this Agreement shall be interpreted as granting either Party any rights whatsoever on or to the other Party’s intellectual property rights and in particular, you will not be entitled to use any of Kalahari’s trademarks (whether registered or unregistered) or to make reference to Kalahari in any advertising, promotion, or publication other than as may be expressly permitted in terms of this Agreement or by Kalahari in advance in writing.

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15.1	By You: You will be entitled to terminate this Agreement at any time on notice to Kalahari, by means of contacting Kalahari’s customer service at support@kalahari.net or +27 21 468 9200 .
15.2	By Kalahari: Kalahari reserves the right to terminate this Agreement with you at any time in its sole discretion on 30 days’ notice. However, if you commit any breach of this Agreement in any way and fail to remedy same within 5 business days after Kalahari giving you notice to do so (via Marketplace), Kalahari will be entitled to terminate this Agreement forthwith without any further notice to you.
15.3
15.4	Upon termination –
15.4.1	Kalahari will de-activate your inventory and you and/or your products will no longer be visible to Users as Listings or otherwise;
15.4.2	any pending Sales or other transactions (“Outstanding Sales”) will be honoured by you, Kalahari being obliged to render such aspects of the Service as may be required to ensure that same be so honoured, subject to Kalahari’s right to terminate any Sale (due to illegality, suspected fraud or otherwise) as provided for in this Agreement;
15.4.3	you must pay Kalahari whatever fees are due to Kalahari as at the date of termination and as may be incurred in Kalahari’s fulfilment of Outstanding Sales;
15.4.4	Kalahari shall be entitled to set off against any payments to be made to you, an amount determined by Kalahari to be adequate to cover possible chargebacks, refunds, adjustments or other amounts payable to your Purchasers (“Debts to Purchasers”) for a prospective 3-month period. At the end of such 3-month period, Kalahari will disburse to you any amount not used to offset such Debts to Purchasers or to seek reimbursement from you via any of the means authorized in clause 8.4 above for any Debts to Purchasers, as applicable;
15.4.5	Once all amounts due and payable by you to Kalahari, or visa versa as the case may be, have been paid, Kalahari will completely de-activate your Seller Account and access to Marketplace.

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16.1	You acknowledge that you have read and understand the terms and conditions contained in this Agreement and agree to be bound thereto without reservation.
16.2	Furthermore, you acknowledge that you have reviewed and understand the nature and extent of the Service and the relevant rates and charges and agrees to be bound be such rates and charges.
16.3	You agree that Kalahari has no responsibility or liability for the deletion, corruption or failure to store any messages or other content maintained or transmitted as part of the Service save where due to Kalahari’s gross negligence.

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	In this section, "data messages" means data messages as defined in the ECT Act.
17.1	The Service advertised on the Site is not an offer, but merely an invitation to do business. By completing and submitting the Registration Form (inclusive of the necessary payment information), you make an offer to Kalahari, which may be accepted and/or declined at Kalahari’s sole and absolute discretion. A binding agreement between you and Kalahari for the provision of the Service is only concluded upon Kalahari’s acceptance of your Registration Form, as provided for in clause 2.2 above.
17.2	Not withstanding section 23(b) of the ECT Act, Kalahari shall not be deemed to have received a data message if that message was blocked, filtered and/or destroyed by Kalahari’s content filtering and virus security systems.
17.3	Data messages sent by –
17.3.1	Kalahari to you are deemed to be received by you as detailed in section 23(b) of the ECT Act and sent from the location(s) as detailed in section 23(c) of the ECT Act; and
17.3.2	you to Kalahari are deemed to have been created and sent from within the geographical boundaries of the Republic of South Africa.
17.4	Electronic signatures, encryption and/or authentication are not required for valid electronic communications between Kalahari and you.
17.5	Subject to the provisions of sections 43(5) and 43(6) of the ECT Act and the requirements for a valid electronic invoice issued by the South African Revenue Service from time to time, if applicable, Kalahari is under no legal duty to encrypt any content or communications from and to you and is also under no legal duty to provide digital authentication of any pages on the Site.

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18.1	Disputes with Purchasers
	Because Kalahari is not your agent nor the agent of any Purchaser for any purpose whatsoever, Kalahari will not act as your or a Purchaser’s agent in connection with resolving any disputes between you related to or arising out of any Sale or other transaction effected via the Site and you agree to cooperate with all Purchasers and other Sellers (where applicable) to resolve any such disputes.
18.2	Disputes with Kalahari
	The Parties shall use their respective best endeavours to attempt to resolve all disputes arising out of this Agreement in a spirit of cooperation, without formal proceedings. Any dispute which cannot be so resolved, shall be subject to arbitration upon the written demand of either Party in terms of the rules of the Arbitration Forum of South Africa ("AFSA"). The website of AFSA is located at www.arbitration.co.za. Arbitration shall take place in South Africa in English and the arbitrator shall be appointed by the Parties, failing which by the President of the time being of AFSA. The provisions of this clause shall not, however, prevent a Party from seeking urgent relief from a court with competent jurisdiction. Should any legal action permissible under this Agreement be instituted to enforce the terms and conditions of this Agreement, the prevailing Party shall be entitled to recover reasonable attorney's fees and expenses incurred by him.
18.2	Disputes with Kalahari
	The Parties shall use their respective best endeavours to attempt to resolve all disputes arising out of this Agreement in a spirit of cooperation, without formal proceedings. Any dispute which cannot be so resolved, shall be subject to arbitration upon the written demand of either Party in terms of the rules of the Arbitration Forum of South Africa (“AFSA”). The website of AFSA is located at www.arbitration.co.za. Arbitration shall take place in South Africa in English and the arbitrator shall be appointed by the Parties, failing which by the President of the time being of AFSA. The provisions of this clause shall not, however, prevent a Party from seeking urgent relief from a court with competent jurisdiction. Should any legal action permissible under this Agreement be instituted to enforce the terms and conditions of this Agreement, the prevailing Party shall be entitled to recover reasonable attorney’s fees and expenses incurred by him.

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19.1

All notices Kalahari sends to you will be in writing and sent by e-mail or will be posted on the Site at Marketplace or by any other means specified by Kalahari from time to time. E-mails will be sent to you at the e-mail address, and for the attention of the contact person, as reflected in Kalahari's records for you. You will monitor your e-mail messages frequently to ensure awareness of any notices sent by Kalahari.

19.2

Any notices you send to Kalahari must be in writing and sent via the functionality provided by Kalahari for this purpose in Marketplace.

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Kalahari frequently updates, modifies, and otherwise continually seeks to improve the Service and such changes often dictate that Kalahari simultaneously modify this Agreement and/or the Guidelines. You agree that Kalahari is entitled to change the terms of this Agreement, including the Refund Policy and the Guidelines, at any time, provided that Kalahari will notify you thereof ahead of time via email and on Marketplace.Your continued use of the Service after having received notice of any such changes will constitute your acceptance of the amended terms. If you do not agree with any such changes, you should not continue to use the Service or Site, and are entitled to terminate the Agreement in accordance with 15.1 above

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21.1

The interpretation and enforcement of this Agreement shall be governed according the laws of the Republic of South Africa.

21.2

Subject to the provisions of clause 18.2 above, the parties hereby consent to the jurisdiction of the High Court (Cape of Good Hope Provincial Division) for any action arising out of this Agreement and/or your use of the Services. In any such proceedings, the prevailing party will be entitled to recover all legal expenses incurred in connection with the action, including but not limited to its costs, both taxable and non-taxable, and reasonable attorney’s fees.

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22.1	Whole Agreement: This Agreement (together with any terms and conditions incorporated by reference) constitutes the entire agreement between you and Kalahari with respect to the Service specifically and supersedes all prior agreements, arrangements or understandings between you and Kalahari in this regard.
22.2	Non-Waiver: Kalahari will not be considered to have waived any of its rights or remedies described in this Agreement unless the waiver is in writing and signed by it. No delay or omission by Kalahari in exercising its rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. Kalahari's failure to enforce the strict performance of any provision of this Agreement will not constitute a waiver of Kalahari's right to subsequently enforce such provision or any other provisions of this Agreement.
22.3	Severability: In the event that a portion of this Agreement is held unenforceable, the unenforceable portion will be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions will remain in full force and effect. The terms of this clause will survive any termination of this Agreement.
22.4	Cession and Assignment: You may not cede, assign, transfer or otherwise dispose of your rights and obligations under this Agreement to any other person, without the prior written consent of Kalahari. More specifically, should you sell products on the Site as part of your business, and you wish to sell or otherwise dispose of such business, you and the prospective purchaser must notify Kalahari thereof, requesting either that this Agreement be ceded and assigned to such purchaser, or that this Agreement be terminated, failing which, you shall continue to be liable for payment of the Fee.
22.5	Events beyond the parties’ control: Although Kalahari will use its reasonable endeavours to maintain a full time Internet presence for you on the Site, you hereby acknowledges that the Site may, at various time intervals, be down due, but not restricted to, utility interruption, equipment failure, natural disaster, acts of God, or human error. In no event shall Kalahari be liable to you for any damages resulting from or related to any failure or delay of Kalahari in providing the Service under this Agreement, save where due to its gross negligence.

Note that as from 2 October 2010, Kalahari’s ‘Marketplace’ Service will no longer be in its Launch Phase, which means that, as from 2 October 2010, fees will be payable by Sellers to Kalahari.

• Admin Fee
  
  R5.00 (Five Rand incl. VAT) once-off
  
  
• Success Fee
  
  6% (Excl. VAT) of purchase price of each product sold by you (applicable to all supported product categories)
  
  
• Closing Fee
  
  None. However, Kalahari reserves the right to introduce a Closing Fee at any time in future
  
  
• Refund Fee
  
  R10.00 (Ten Rand excl. VAT) for every refund processed in respect of one or more purchase prices.

To view the kalahar.net T&C's please click here