1. INTRODUCTION

1.1. These terms and conditions (“Ownpay End-user Terms and Conditions”) govern your use of the Ownpay Service to make a payment.

1.2. You agree to these Ownpay End-user Terms and Conditions and all other Ownpay terms and conditions and policies that apply to you.

1.3. You understand, agree and acknowledge that these terms constitute a legally binding agreement between you and Ownpay and that your use of the Service shall indicate your conclusive acceptance of these Ownpay End-user Terms and Conditions.

1.4. It is your responsibility to decide whether the Services are suitable and adequate for your needs. Other than provided for in terms of applicable law or the Rules, you assume all risks associated with your use of the Services.

2. DEFINITIONS AND INTERPRETATION

2.1. In these Ownpay End-user Terms and Conditions, the following words and phrases shall have the meanings given to them below, unless the context requires otherwise:

2.1.1. “Associations” refers to the card associations supported by the acquiring banks from time to time for the purposes of processing transactions;

2.1.2. “Business Day” refers to a day from Monday to Friday excluding any public or national holidays in the Republic of South Africa;

2.1.3. “Card” refers to any of the cards supported by the Associations from time to time for the purposes of processing transactions;

2.1.4. . “EFT” refers to Electronic Funds Transfer or the electronic transfer of funds from the End-user's bank account into the nominated Merchant's bank account;

2.1.5. “End-user” refers to the person or entity using the Service through the Merchant. The words “you” or “your” is used interchangeably and refer to the End-user;

2.1.6. “Instant EFT” refers to a payment method offered by Ownpay, in partnership with the Merchant, which automates the initiation of payments for End-users to Merchants and also provides confirmation of payment to the Merchant to enable them to dispatch the goods or services purchased or to facilitate a deposit or withdrawal. Note: In certain instances, which you will be notified of accordingly, Ownpay will process Instant EFT payments using a method called “Screen Scraping”;

2.1.7. “Merchant”; refers to the individual/entity contracting with Ownpay to use the Services as identified in the Merchant application form and/or Merchant agreement with physical and email address as per the Merchant application form and/or Merchant agreement;

2.1.8. “Ownpay” refers to Dynamic Product Technologies (Pty) Ltd t/a Ownpay, a private limited liability company existing under the laws of the Republic of South Africa with registration number 2017/092194/07. The terms “We”, “Our”, “Us”, “Its” are used interchangeably and refer to Ownpay itself and all individuals and/or entities acting directly on behalf of Ownpay;

2.1.9. “Ownpay Trademarks” refers to all trademarks owned by Ownpay;

2.1.10. “Personal Information” refers to any and all information relating to an identifiable, living, natural person, and where it is applicable, an identifiable, existing juristic person. Personal Information may include, but is not limited to:

2.1.10.1. information relating to the race, gender, sex, pregnancy, marital status, national, ethnic or social origin, colour, sexual orientation, age, physical or mental health, well-being, disability, religion, conscience, belief, culture, language and birth of the person;

2.1.10.2. information relating to the education or the medical, financial, criminal or employment history of the person;

2.1.10.3. any identifying number, symbol, e-mail address, physical address, telephone number, location information, online identifier or other particular assignment to the person;

2.1.10.4. the biometric information of the person;

2.1.10.5. the personal opinions, views or preferences of the person;

2.1.10.6. correspondence sent by the person that is implicitly or explicitly of a private or confidential nature or further correspondence that would reveal the contents of the original correspondence;

2.1.10.7. the views or opinions of another individual about the person;

2.1.10.8. the name of your bank, your bank account number (in encrypted form), the cost of the goods/services you are purchasing and identification of the seller of the goods/services you are purchasing;

2.1.10.9. including the location of your IP address;

2.1.10.10. the name of the person if it appears with other personal information relating to the person or if the disclosure of the name itself would reveal information about the person; and

2.1.10.11. including the IP address and browser settings of the device on which the payment is being processed. In gaining device information, we may use web traffic tools that permit us to analyse user activity and we collect analytics and log information when you use our Website to help us improve our products and Services.

2.1.11. “Screen scraping” in payments refers to the use of computer techniques to solicit the End-user's online banking login credentials to access the clearing system participant's online banking website to issue an EFT credit payment instruction on behalf of the End-user;

2.1.12. “Third-party” refers to any individual or entity other than Ownpay and the End-user.

2.2. Any reference to a statute or statutory provision is a reference to that statute or statutory provision as amended, extended or re-enacted from time to time, and shall include all subordinate legislation made from time to time under that statute or statutory provisions.

2.3. The headings used in these Ownpay End-user Terms and Conditions are for ease of reference and shall not be used in the interpretation nor modify or amplify the terms of the Ownpay End-user Terms and Conditions.

2.4. Any words in the singular shall include the plural and any words in the plural shall include the singular.

3. SERVICES

3.1. Ownpay acts as a payment gateway by facilitating the making and receiving of online payments. In providing payment services, Ownpay acts as a “System Operator” and “Third-Party Payment Provider” as contemplated by the National Payment Systems Act of 1998 (the “NPS”)..

3.2. Ownpay will only act on instructions that appear to have been sent by you. As soon as you submit a payment instruction and comply with the required verification steps such as verifying your identity, Ownpay will be entitled to carry out the instruction. The Merchant will verify your identity when opening up an account, onboarding or processing a transaction requested by you. Once the instruction has been carried out and the transaction has been completed by Ownpay, it will not be possible to reverse any transaction.

3.3. Ownpay uses the services of a licensed Third-Party Supplier to render and process Card transactions which are subject to the security and confidentiality rules and regulations imposed by acquiring banks and Card Associations from time to time. These services, where applicable, will be delivered in conformance with the EMV rules, Payment Card Industry Data Security Standard (“PCI DSS”) or its successor standard(s), for cardholder data that is prescribed or otherwise issued by the PCI Security Standards Council, as may be amended from time to time and regulations issued by the Card Associations.

3.4. When making an Instant EFT and/or Card payment using the Ownpay Service:

3.4.1. You will select your payment method on the Merchant's website or app;

3.4.2. You will enter your online banking login credentials or debit/credit card details;

3.4.3. Consent to the Ownpay End-user Terms and Conditions;

3.4.4. If payment is via Instant EFT, choose the relevant account you would like to make the payment from; and

3.4.5. Authorise the payment to be processed for Instant EFT via the banking app, One Time Pin (OTP) or if payment is via Card, authorize via the banking app.

4. RIGHTS AND OBLIGATIONS

4.1. Ownpay reserves the right to alter, update, or amend any criteria or information set out in these Ownpay End-user Terms and Conditions without notice. It is important to regularly check these terms for updates to ensure that you are aware of any changes that may affect your use of the Ownpay Service.

4.2. It is your duty to check that your transaction information, including details of the Merchant or provider, is correct.

4.3 Where you have provided us with instructions, you hereby authorise Ownpay to deduct from your bank account, the value of:

4.3.1. All payments to Merchants for purchases or deposits made by you using the Ownpay Services;

4.3.2. Any payment instruction made by you; and

4.3.3. Any applicable withdrawals or service fees.

4.4. Ownpay is not responsible for loss or damages you may suffer if you accidentally repeat a transaction or provide any incorrect details which are requested.

4.5. Our payment processing system operates in real time. Instant EFT transactions are processed immediately upon submission and cannot be reversed once initiated. Ownpay utilises the direct transfer of funds between bank accounts, ensuring swift and secure transactions. All payment made via Instant EFT are final and irreversible.

4.6. Ownpay acts as an intermediary between the Merchant and the Bank, acquires information supplied from the Merchant and the Bank and processes transactions in good faith.

4.7. Any dispute arising in respect of this clause is deemed to be a dispute between the Bank and the Merchant and Ownpay is not a party thereto. Ownpay will in no way be held liable by the End-user or the Merchant for any damages suffered by the End-user or Merchant pursuant to such dispute.

5. CONSENT AND AUTORISATION

5.1. In certain circumstances, which you will be notified of accordingly, Ownpay will make use of a Screening Scraping technique in order to process Instant EFT credit payment instructions on your behalf and, by continuing to use the Ownpay Service, you agree to Screen Scraping in the above-mentioned circumstances and accept all the risks associated with this process. In addition to the above: -

5.1.1. You agree and consent to share your online banking login credentials with Ownpay and confirm that you are aware that you are not logging on to your online banking website or mobile application.

5.1.2. You hereby authorise Ownpay to make use of your online banking login credentials for purposes of issuing an instant Electronic Funds Transfer (“Instant EFT”) credit payment instruction on your behalf and note that the online banking credentials shall be used solely for this purpose and no other purpose.

5.2. Online banking login credentials will be processed and safeguarded in accordance with applicable information and data privacy legislation.

6. PRIVACY AND PAIA

6.1. Ownpay manages the collection, processing and storage of your Personal Information in accordance with Ownpay's Privacy Policy and the Promotion of Access to Information Act 2 of 2000 (“PAIA”) Manual, both of which are available on the Ownpay Website (“www.ownpay.co.za”). By disclosing or submitting your Personal Information to Ownpay, you consent to us collecting, processing and storing your Personal Information for the purposes described in our Privacy Policy and PAIA Manual.

6.2. It is your responsibility to review these Ownpay End-user Terms and Conditions, Privacy Policy, and PAIA Manual in case of any updates or amendments.

6.3. Your login credentials are processed and safeguarded in accordance with applicable information and data privacy legislation.

7. INTELLECUTUAL PROPERTY RIGHTS

7.1. All the content, trademarks, data, or information contained in any materials or documents (“Documentation”) or used in relation to the Services, including copyrighted works, software, databases, text, graphics, icons, designs, hyperlinks, domain names, information and agreements (“Content”), are the property of or licensed to Ownpay and are protected from copying and infringement by all applicable laws.

7.2. Any intellectual property rights subsisting in the Documentation (including Integration Documents), Content, Services and their underlying software (“Software”), these Ownpay End-user Terms and Conditions, or otherwise developed by or on behalf of Ownpay, including all patents, rights in inventions, rights in designs, trademarks, trade and business names and all associated goodwill, rights to sue for passing off or for unlawful competition, copyright, moral rights and related rights, rights in databases, topography rights, domain names, rights in information (including know how and trade secrets) and all other similar or equivalent rights subsisting now or in the future in any part of the world, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights for their full term (“Intellectual Property Rights”), vests in Ownpay, its licensors or suppliers, and all rights not expressly granted are reserved.

7.3. You may not copy, duplicate, distribute, reproduce, transmit, modify, reverse engineer, decompile, or disassemble the Service or Content including the Software or Integration Documents, any user manuals or any printed material associated with the Service or any portion thereof, by any means, whether electronically or not, without prior written permission from Ownpay, and will only use it for the purpose for which it is supplied.

7.4. You may not use or alter any trademarks, trade or business names, designs or logos forming part of the Intellectual Property Rights, including our Ownpay Trade Marks or do (or fail to do) anything that could adversely affect our rights in the Ownpay Trade Marks or their value. You will be liable to fully reimburse us for any loss or damage that we suffer as a result of any use by you of our Ownpay Trade Marks which is not in accordance with these Ownpay End-user Terms and Conditions.

8. WARRANTIES

8.1. You warrant that all information provided by you to Ownpay in connection with your use of the Service, including but not limited to any transaction requested through the Service, and the performance of your obligations hereunder is and shall remain true and correct in all respects.

8.2. Ownpay does not warrant that the Service will always be accessible, free of error or always be uninterrupted. Ownpay will not be liable to you if, for any reason, the Service is unavailable to you at any time or for any period.

9. LIMITATION OF LIABILITY

9.1. You acknowledge that Ownpay shall not be responsible for instances that are outside of its control, which include but are not limited to:

9.1.1. Any actions or omissions by you that result in a loss of service including but not limited to any defect or fault in your hardware and/or software;

9.1.2. Any inaccuracies in amounts paid as a result of the information provided by you;

9.1.3. Any events or outages affecting the Ownpay system and Service that are outside of the authority, control and/or responsibility of Ownpay;

9.1.4. The unavailability of the Ownpay Website for any reason whatsoever;

9.1.5. Any delays in the settlement of transaction funds; and

9.1.6. Any failure on the part of Ownpay to carry out instructions given online under circumstances where such failure is the result of a cause beyond Ownpay's control.

9.2. Neither Ownpay nor any of its agents, officers, affiliates, successors, assigns, directors, service providers, suppliers, employees or representatives shall be liable for any direct, indirect, incidental, special or consequential loss, damages or liability whatsoever nature resulting from:

9.2.1. Your use of, inability to use, or unavailability of the Service; and

9.2.2. Hacking, tampering, or other unauthorised access or use of the Services;

9.3. In addition, even if the alleged liability is based on contract, delict, negligence, strict liability, or any other basis, or if Ownpay has been advised of the possibility of such damage, Ownpay shall not be liable.

9.4. In instances of fraudulent or unauthorized or incorrectly issued electronic funds transfer credit payment instruction/s, the party responsible must bear the risk.

9.5. Should you qualify as a consumer in terms of the Consumer Protection Act 68 of 2008 (“CPA”), the limitation of liability in this clause will not apply to any loss directly or indirectly caused through the gross negligence of Ownpay or the Third- Party service provider (and their respective agents, officers, affiliates, successors, assigns, directors, service providers, suppliers, employees or representatives).

10. LIMITATION OF LIABILITY

10.1. To the extent permitted by law, you agree to defend, indemnify and hold Ownpay and our officers, affiliates, successors, assigns, directors, agents, service providers, suppliers, and employees harmless from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses, including but not limited to attorneys' fees, arising from:

10.1.1. And against any and all claims from any third parties, for costs, damages, penalties, actions, judgments, suits, expenses, disbursements, fines or other amounts;

10.1.2. Any actual or alleged breach of your warranties or obligations set out in these Ownpay End-user Terms and Conditions;

10.1.3. Any transactions submitted by you through the Service; or

10.1.4. Your violation of any Third-Party right, including without limitation to any privacy, publicity rights or Intellectual Property rights.

10.2. Should you qualify as a consumer in terms of the Consumer Protection Act 68 of 2008, the indemnity in this clause will not apply to any loss directly or indirectly caused through the gross negligence of Ownpay or the Third-Party service provider (and their respective agents, officers, affiliates, successors, assigns, directors, service providers, suppliers, employees or representatives).

11. NOTICES

11.1. Ownpay chooses as its domicilium citandi et excutandi for all purposes under these Ownpay End-user Terms and Conditions, whether in respect of court process, notice or other documents or communication of whatsoever nature::

6 Tetford Circle,

Millennium Business Park,

La Lucia,

Kwa-Zulu-Natal,

South Africa,

4360.

12. CESSION, ASSIGNMENT AND SUB-CONTRACTING

12.1. Ownpay shall be entitled to cede and/or assign to any Third-Party, at its absolute discretion, all or any of its rights and/or obligations in terms of the Ownpay End-user Terms and Conditions.

12.2. You may not cede, assign or otherwise transfer your rights and obligations in terms of these Ownpay End-user Terms and Conditions to any Third-Party, without the express prior written consent of Ownpay, which consent Ownpay shall not be unreasonably withheld.

13. GOVERNING LAW

13.1. The Ownpay End-user Terms and Conditions is governed and interpreted in accordance with the laws of the Republic of South Africa..

13.2. Should any dispute arise in relation to any matter pertaining to or arising out of these Ownpay End-user Terms and Conditions, or arising out of the termination thereof, then such dispute shall, at the instance of either Ownpay or you, be referred to arbitration by a single arbitrator, in accordance with the provisions of this clause.

13.3. The arbitration shall be held:

13.3.1. at Durban; subject to the provisions of this clause, in accordance with the Arbitration Foundation of Southern Africa (“AFSA”) rules relating to expedited arbitrations (“Rules”); and as soon as is reasonably practicable in the circumstances and with a view to it being completed as soon as possible.

13.3.2. The arbitrator shall be a retired Judge of the High Court of South Africa or a practicing senior counsel of at least 10 (ten) years standing as such, agreed upon between Ownpay and you to the dispute, provided that should such parties fail to agree on an arbitrator within 3 (three) Business Days after the dispute is referred to arbitration, the arbitrator shall, at the written request of either Ownpay or you, be appointed by the President for the time being of AFSA or its successor.

13.3.3. The arbitrator shall determine who shall pay the costs of and incidental to the arbitration or, if more than one is to contribute, the ratio of their respective contributions, and the scale on which such costs are to be paid.

13.4. Subject to both parties' rights of appeal in accordance with the Rules, you irrevocably agree that the decision of the arbitrator shall be final and binding, shall be carried into effect, and shall be capable of being made an order of any court of competent jurisdiction.

13.5. The provisions of this clause:

13.5.1. constitute an irrevocable consent to any proceedings in terms hereof and you shall not be entitled to withdraw therefrom or claim at any such proceedings that it is not bound by such provisions;

13.5.2. are severable from the rest of these Ownpay End-user Terms and Conditions and shall remain in effect despite the termination of or invalidity for any reason of these Ownpay End-user Terms and Conditions; and

13.5.3. shall not preclude either party from obtaining interim relief on an urgent basis from any court of competent jurisdiction pending the decision of the arbitrator.

14. GENERAL

14.1. Any failure to exercise or enforce any right or provision of these Ownpay End- user Terms and Conditions shall not constitute a waiver of such right or provision.

14.2. If any term or condition contained in these Ownpay End-user Terms and Conditions is declared invalid, the remaining terms and conditions will still remain valid and in full force and effect, unless expressly stated otherwise.

14.3. The termination of any agreement created by these Ownpay End-user Terms and Conditions will be without prejudice to any other rights or remedies under these Ownpay End-user Terms and Conditions or at law, and will not affect any accrued rights or liabilities nor the coming into or continuance in force of any provision of these Ownpay End-user Terms and Conditions which is expressly or by implication intended to come into or continue in force on or after such termination.