Terms & Conditions

WAPPOINT CONTRACT – Terms & Conditions

1. AUTHORISATION & VOUCHER PROCEDURES

• • • 1.1 The party contracting with WAPPOINT PTY LTD (hereinafter referred to as the MERCHANT) undertakes to accept cards, i.e. any genuine, current and valid card which is acceptable to Nedcor Bank Ltd, Absa Bank Ltd or Standard Bank Ltd (hereinafter referred to THE AQUIRING BANK), as notified to the MERCHANT from time to time and issued by a financial institution for exclusive use by any juristic or natural person to whom a card is issued and/or who is authorised to use the card, which card is required to execute the transactions contemplated herein, for payment for goods and/or services relating to the MERCHANT’S business only.
    • 1.2 Before concluding a sale the MERCHANT shall verify that the card presented complies with the provisions of clause 1.1.
    • 1.3 The MERCHANT shall at all times use only the vouchers i.e. the paper record for a card transaction, and related WAPPOINT stationery that WAPPOINT approves and/or provides.
    • 1.4 The MERCHANT agrees to put the following pieces of Information onto the voucher: the Merchant Number relating to the terminal the transaction is being processed on; card imprint made by a ZipZap Machine, clearly indicating the name of the cardholder and card number and expiry date on the card; the CVV number that appears on the back of the card; cardholders cell phone number; transaction amount; date of the transaction; trace number; cardholders signature.
    • 1.5 The MERCHANT shall ensure at the time of the sale that the cardholder signs the voucher, where after the MERCHANT shall compare the cardholder’s signature on the voucher to the specimen signature on the card and ensure that the details of the MERCHANT and the cardholder are imprinted legibly on the voucher. The MERCHANT shall furthermore ensure that each voucher is dated with the transaction date and that sufficient details are included to identify the card transaction as stipulated In 1.4. The MERCHANT is liable for the amount of any and every voucher should the cardholder subsequently repudiate or dispute any transaction.
    • 1.6 The transaction shall be considered invalid if the voucher is not signed by the cardholder (i.e. a juristic or natural person to whom a card is issued and /or who is authorised to use the card). The MERCHANT shall inform the cardholder that WAPPOINT shall be reflected on the cardholder’s credit card statements for the specific transaction and not the MERCHANT’S details unless the MERCHANT has obtained their Own Merchant Account or unless a different shared merchant account type has been provided to the MERCHANT.
    • 1.7 The MERCHANT shall retain a copy of every voucher (the MERCHANT’S vouchers) for a period of at least 3 (three) years from the card transaction date.
    • 1.8 If WAPPOINT requires a copy of the MERCHANT’S voucher for any reason whatsoever, the MERCHANT shall furnish it within 3 (three) days, after WAPPOINT has requested the MERCHANT to do so.
    • 1.9 The MERCHANT shall not charge for goods and/or services in excess of the MERCHANT’S cash prices, for any card transaction.
    • 1.10 The MERCHANT shall not permit the card to be used to draw cash from the MERCHANT unless the terminal is equipped to process a cashback or cash withdrawal transaction.
    • 1.11 The MERCHANT shall not without the cardholder’s consent sell, purchase or exchange any information relating to the card to any third party other than THE AQUIRER or a person or institution authorized by law.
    • 1.12 The MERCHANT shall have no claim against WAPPOINT in respect of any transaction other than via the WAPPOINT point of sale facility i.e. Web Terminal, Cell Terminal, Ecommerce Terminal or Machine Terminal.
    • 1.13 WAPPOINT is bound by authorization given by THE AQUIRING BANK, who reserves the right to decline any authorization, without giving any explanation or reason therefore.
    • 1.14 Any authorization granted shall not be evidence or constitute a warranty of eventual payment by WAPPOINT, of the validity of the card, of the genuineness of the card (i.e. that the card is not a counterfeit), or that the person presenting the card is the cardholder but is merely an indication that the relevant account has sufficient funds to meet payment as at the date of authorization and that the card has not been reported lost or stolen at the time of the card transaction.

2. THE MERCHANT’S PACKAGE AND PRICING

• • • 2.1 The MERCHANT’S initial transaction fee is set out in page one of the WAPPOINT Contract and thereafter based on total turnover of valid card transactions per month. Transaction fees do not change automatically when turnover increases and the MERCHANT has to request a percentage change in writing or per telephone to the transactions department.
    • 2.2 Any changes to the MERCHANT’S Package, which determines the type, ceiling, transaction fee, bank details, setup and monthly subscription agreement, must be done in writing by completing page one of the WAPPOINT Contract again and submitting it to WAPPOINT for approval.
    • 2.3 This contract will automatically apply to the last approved WAPPOINT Contract page one in the possession of WAPPOINT.
    • 2.4 WAPPOINT shall be entitled to take all such steps as it may deem necessary to verify the information contained in the MERCHANT’S WAPPOINT Contract (including without limitation access to any credit bureau); furnish any confidential information relating to any account operated by the MERCHANT to THE AQUIRER or to any person or institution which is authorized by law.
    • 2.5 WAPPOINT may adjust the amounts payable by the MERCHANT in terms of the agreement to reflect any increase in the cost to WAPPOINT in providing the services which is due to any factor beyond the control of WAPPOINT. In addition to the aforegoing, WAPPOINT may adjust the amounts payable in terms of this agreement on a yearly basis by an amount equal to the year on year percentage increase in the Consumer Price Index (CPI) or inflation rate or at a fixed percentage of up to 10% per year.

3. MERCHANT ID APPLICATIONS

• • • 3.1 WAPPOINT shall assist the merchant in applying for a MERCHANT ID with an acquiring banking partner or similar service provider. The MERCHANT therefore agrees to provide WAPPOINT with the necessary information required to initiate the application process.
    • 3.2 WAPPOINT may choose to provide the services to the MERCHANT whilst waiting for the acquiring banking partner to provide approval. In the event that the MERCHANT is not successful in procuring a MERCHANT ID via a bank or similar service provider, then the terms of this contract shall become null and void, save for those clauses which survive the termination of the contract, and any terminals and peripheral equipment including SIM cards and the like shall be returned to WAPPOINT within three working days failing which WAPPOINT shall hold the MERCHANT for the full value of the equipment retained by the MERCHANT.
    • 3.3 The MERCHANT shall not hold WAPPOINT responsible or liable in any way in the event that the MERCHANT fails to secure a MERCHANT ID.

4. NATURE OF BUSINESS & OWNERSHIP

• • • 4.1 In the event of any change in the nature of the business which the MERCHANT conducts, or change of Ownership, the MERCHANT undertakes to notify WAPPOINT immediately in writing and WAPPOINT shall, notwithstanding any clause to the contrary contained herein, be entitled, but not obliged, to either terminate this agreement immediately without giving notice or reasons therefore or continue with this agreement subject to such amendments which WAPPOINT at its sole discretion deems appropriate.

5. DURATION

• • • 5.1 This agreement will commence on the date of signature of this agreement by the party so last signing and shall remain in force for the duration determined on page one of the WAPPOINT Application & Contract or until terminated in terms of this agreement.
    • 5.2 This agreement shall be automatically renewed on a month to month basis should the MERCHANT not give 1 (one) calendar month notice, before the initial period expires, in writing to WAPPOINT of its intention not to renew this agreement. If the agreement is cancelled before the time period of the agreement has expired, a cancellation fee may be payable by the MERCHANT.

6. NOMINATED BANK ACCOUNT & PAYMENTS

• • • 6.1 The MERCHANT shall not change the nominated bank account without giving written notice to WAPPOINT. Any query relating to the nominated bank account shall be communicated to WAPPOINT within 3 (three) days of the date of the relevant bank statement, failing which the MERCHANT shall have no claim against WAPPOINT in respect thereof.
    • 6.2 WAPPOINT shall endeavour to transfer electronically the proceeds thereof into the nominated bank account within 10 (ten) days of the date of a valid card transaction or debit order. WAPPOINT may, for any reason whatsoever, set off any amounts which are due and payable to WAPPOINT against any amounts which WAPPOINT may owe to the MERCHANT, from the nominated bank account. The MERCHANT shall immediately upon demand pay WAPPOINT any nett amount which remains owing and payable to WAPPOINT after set-off.
    • 6.3 Payment to the MERCHANT will only be effected once the transaction has been authorized by THE AQUIRER or settled via the debit order system, the transaction has been verified by WAPPOINT with the cardholder and the money has been received by WAPPOINT. The cardholder telephone number (preferably a cell number) must always be taken and both written on the voucher and be captured on the terminal when authorizing the transaction. Without this number the cardholder cannot be contacted to verify a transaction which could result in the MERCHANT not being paid out for this transaction.
    • 6.4 WAPPOINT reserves the right to withhold payment for 6 (six) months if the transaction is suspected as fraudulent or a dispute query has been reported or if the transaction cannot be verified with the cardholder or if the voucher is invalid or has not been supplied to WAPPOINT after WAPPOINT requested the MERCHANT to do so.
    • 6.5 By accepting electronic transfers into the nominated bank account the MERCHANT warrants that all data reflected on the voucher are true and correct, the prices of goods and/or services the MERCHANT supplied to the cardholder do not exceed the MERCHANT’S cash price, the transactions between the MERCHANT and the cardholder is lawful and no defenses, counter-claims, disputes or rights to set-off exist which would entitle the cardholder to refuse or to withhold payment of the full amount appearing on the voucher, and nothing has occurred or arisen which will or may invalidate the voucher.
    • 6.6 All electronic transfers into the MERCHANT’S nominated bank account shall be deemed as payment of money to be credited to the nominated bank account only once the card /debit order transaction has been honoured. If any card /debit order transaction is dishonoured, the MERCHANT authorizes WAPPOINT to debit the nominated bank account with the amount of any such card/debit order transaction.
    • 6.7 The MERCHANT hereby authorizes WAPPOINT to debit the nominated bank account with the following items: the MERCHANT’S Transaction Fee, calculated at the rate stated on page one of the WAPPOINT Contract, on the total value of all valid card transactions; adjustments of any errors, whether the MERCHANT or WAPPOINT made such errors; reversals in respect of invalid vouchers; adjustments in respect of fraudulent entries/items; any dishonoured card /debit order transactions; all service and other fees and charges prevailing from time to time as determined at WAPPOINT’s sole discretion including, but not limited to, stamp duties, VAT, collection commission, transaction fees, stationary fees, introductory fees and other fiscal charges payable in respect of this agreement; the amount of any card transaction in respect of which the MERCHANT fails to furnish WAPPOINT with the requested MERCHANT’S voucher in terms of clause 1.12; in the event of the cardholder subsequently repudiating or disputing any card transaction for any reason whatsoever the full subscription payable by the MERCHANT as stated on page one of the WAPPOINT Contract to WAPPOINT (inclusive of VAT) on the first day of each month. An Interest fee of 2.5% shall accrue on all amounts outstanding calculated from due date until date of final payment, both days inclusive. A failed debit order fee will be charged on all failed debit orders.
    • 6.8 As WAPPOINT is required to keep customer files FICA approved at all times, WAPPOINT may request the MERCHANT to update their FICA documents from time to time. WAPPOINT reserves the right to withhold payment on transactions until such time as the FICA requirements have been met.

7. FLOOR & CEILING LIMITS

• • • 7.1 The MERCHANT’S floor limit is R 0 (zero rand), that means that the MERCHANT must obtain valid authorization for each and every transaction regardless of the value of the sale.
    • 7.2 Every merchant starts on a default ceiling of R5000 per single transaction unless pre-approved for a higher ceiling during sign up. Any changes to this ceiling must be requested in writing by completing page one of the WAPPOINT Contract again and sending an email to transactions@wappoint.co.za. Once the requested ceiling change has been approved, we will notify you in writing. Additional documents may be required in order to approve these requests.
    • 7.3 A ceiling limit means a value in South African Rands which may not be exceeded in the sale of any goods and/or services per cardholder.
    • 7.4 Merchants may not split transactions in order to bypass the ceiling limit.
    • 7.5 Transactions processed above the MERCHANT’S ceiling limit may result in a transaction being reversed or delay the MERCHANT’S payment until the transaction can be verified with the cardholder or until the dispute risk period has lapsed.

8. DISPUTES, CHARGEBACKS & FRAUD

• • • 8.1 The MERCHANT hereby indemnifies WAPPOINT against any liability arising from any dispute whatsoever with a cardholder or debit order client regarding goods and/or services obtained/deducted for through the use of the card or debit order.
    • 8.2 While acting in good faith and exercising reasonable care, WAPPOINT shall not be liable if any card /debit order transaction is dishonoured for any reason whatsoever.
    • 8.3 The MERCHANT will stay responsible for any transaction for 6 (six) months, as any cardholder can query a transaction for up to 6 (six) months after processing.
    • 8.4 The MERCHANT specifically agrees that the MERCHANT shall remain responsible and assume all risk in relation to fraudulent card transactions, notwithstanding the fact that such card may not appear on the hot-card file, i.e. electronic file of cards which have been rendered invalid due to loss or theft.
    • 8.5 In the event of a MERCHANT being suspected of committing fraud or theft WAPPOINT will institute criminal and civil proceedings against such MERCHANT. In such an event, WAPPOINT may withhold payment of any outstanding settlements until such matter has been resolved by a court or other legal authority.
    • 8.6 In the event of a chargeback, the MERCHANT must refund WAPPOINT the full amount plus a 10% + VAT Admin Fee within 48 (forty-eight) hours regardless of whether the cardholder has returned the goods or not.
    • 8.7 A voucher is invalid, inter alia, if: the transaction in which it is used is, or appears to be, unlawful, illegal and/or unenforceable; the voucher is incomplete in any matter; the voucher is negotiated or discounted in any manner whatsoever; the signature of the voucher is different from the signature on the card; there is no signature on a voucher; the voucher kept by the MERCHANT is not identical to the copy provided by the cardholder; the card was not current at the time of the card transaction; the card is not acceptable to THE AQUIRER; the authorisation was not given on the same date as the card transaction; an imprint of the card is not obtained when the MERCHANT is required to do so in terms of this agreement.

9. BREACH OF CONTRACT OR TERMINATION

• • • 9.1 If the MERCHANT breaches or otherwise is in default of any of its obligations under or in terms of this agreement, WAPPOINT shall give the MERCHANT no notice to remedy such breach. WAPPOINT shall be entitled to terminate this agreement without further notice or, alternatively, to claim immediate performance and/or payment from the MERCHANT of all of its obligations in terms of this agreement, whether or not the same are then due for performance or payment, the aforegoing being without prejudice to any rights WAPPOINT may have at law, including the rights to claim damages.
    • 9.2 Without limiting the generality of clause 9.1 it is recorded that the MERCHANT shall deem to have committed a material breach of this agreement should the MERCHANT commit any act of insolvency or effect a compromise or composition with its creditors or should a creditor institute insolvency proceedings against the MERCHANT.
    • 9.3 For purposes of any legal action which may arise from this agreement, the parties consent to the jurisdiction of the magistrate’s court, notwithstanding the fact that such action may otherwise be beyond the jurisdiction of such court Notwithstanding the aforegoing, WAPPOINT shall have the right at its sole discretion to institute legal proceedings against the MERCHANT in any other competent court which may have jurisdiction to entertain such action. This agreement shall in all respects be governed by, and be construed in accordance with, the laws of the Republic of South Africa.
    • 9.4 A certificate of indebtedness purporting to have been signed by any manager of WAPPOINT (whose authority or capacity need not be proved) shall constitute prima facie (i.e. sufficient proof) of the particulars included therein for purposes of provisional sentence, summary judgment or for any other purpose.
    • 9.5 This agreement may be terminated by WAPPOINT on no notice to the MERCHANT for any reason whatsoever, provided that where the provided service is used to commit fraud or where WAPPOINT suspects it is being used to commit fraud or where WAPPOINT suspects that any fraud or any male fide conduct is being perpetrated in respect of the subject matter of this agreement, WAPPOINT may terminate this agreement without giving the MERCHANT notice thereof and WAPPOINT shall furthermore be entitled to discontinue such service forthwith. The agreement continues to be of the full force and effect in respect of any outstanding obligations of the MERCHANT.

10. GENERAL

• • • 10.1 The MERCHANT undertakes to display adequately point-of-sale promotional material which WAPPOINT supplies and remove same as requested by WAPPOINT.
    • 10.2 The parties hereby choose as their domicilium citandi et Executandi (nominated address) as the addresses reflected on page one of this agreement.
    • 10.3 This agreement as amended by WAPPOINT from time to time in writing, together with page one of the WAPPOINT Contract constitutes the entire agreement between the parties in respect of the subject matter hereof and correctly reflects the intention of the parties and constitutes all arrangements entered into between them.
    • 10.4 No failure, delay, relaxation or indulgence on the part of WAPPOINT in exercising any power or right conferred upon it in terms of this agreement shall operate as a waiver of such power or right, nor shall these be deemed as a novation of any of the terms and conditions of this agreement.
    • 10.5 Save as expressly otherwise herein provided, this agreement or any part thereof, or any share or interest therein or any rights or obligations hereunder may not be ceded, assigned or otherwise transferred without the prior written consent of the other party.
    • 10.6 The MERCHANT hereby acknowledges that, save as recorded in this agreement, WAPPOINT has given no warranty express or implied, concerning its obligations arising out of this agreement or in respect of any provisions contained in this agreement.
    • 10.7 The MERCHANT’S Directors / Members / Owners hereby jointly and severally, in their personal capacity, assume the liabilities and/or obligations of this contract to WAPPOINT.
    • 10.8 Debit Order Collections – The Merchant shall ensure that all the debtors have signed a debit order mandate, authorising the Merchant to debit their account. The MERCHANT will also ensure that all data submitted to WAPPOINT is accurate. WAPPOINT will not accept any liability on incorrect debit orders submitted.
    • 10.9 Purchased Credit/Debit Card Terminals come with a 1 Year “Carry-In” warranty on first and/or original device. Second Hand Units do not come with warranty. While being repaired, a loan unit will be made available. Once the warranty period is over, all repairs will be for the owner’s account.
    • 10.10 The MERCHANT understands that the services rendered by WAPPOINT are reliant on independent external service provides including but not limited to banking institutions, cellular networks, tele-communications providers, hardware providers, cell phone handset manufacturers, internet service providers and so forth, that are not under the control of WAPPOINT. The MERCHANT therefore agrees not to hold WAPPOINT liable for any losses or damages incurred as a result of the actions or omissions of such external service providers.
    • 10.11 The MERCHANT understands that the device when taken as part of a rent to own package will only become the physical property of the MERCHANT once all payments originally specified in the agreement are made. If the MERCHANT cancels their package with WAPPoint they will be liable for the balance at the date specified point in their contract which will include one calendar month’s notice. In the event of a Pocket mPOS package cancellation, the full outstanding amount will be payable by the MERCHANT.
    • 10.12 When you sign this agreement, you confirm that you have read and understood all the terms and conditions of this agreement.

11. USAGE OF THE TERMINALS

• • • • 11.1 The MERCHANT agrees that he/she will ensure that any person using any of the WAPPOINT credit card terminals is fully trained on the usage of the terminal, the information required by WAPPOINT as well as the information that should be communicated to the cardholder. The MERCHANT takes full responsibility for the actions of their employees.
      • 11.2 If a terminal has been rented from WAPPOINT, the MERCHANT must insure the terminal and is liable for all parts of the equipment. If any of the equipment suffers any damages or is lost, the MERCHANT will be responsible for the repair or replacement. The MERCHANT must take proper care of the terminals and treat them with care. In failing to send us the signed Delivery Note Liability Form within 7 days, we will automatically assume that the responsibility has been taken and that the MERCHANT is aware of the insurance clause.
      • 11.3 The MERCHANT will be liable for all call-out or courier fees to deliver a terminal to the MERCHANT or to return a terminal to our offices, even when the terminal is faulty and a swap out is required.
      • 11.4 In the event of a Swap Out: We would never expect a MERCHANT to pay for any of the repair costs on a rental device (unless there are missing or broken parts due to negligence) and subsequently, we would only charge the courier fees to collect the old device and deliver the new device. The MERCHANT can opt for a small subscription fee to be added to the monthly rental invoice so that the MERCHANT does not pay for any couriers related to swap outs that may occur, no matter how frequently the device requires exchanges.
      • 11.5 On the return of a Terminal or XLink, the deposit (if any) will be refunded within 2 weeks or 10 business days. If there is damage to the terminal or items missing, the balance due will be subtracted from the deposit and the difference paid out.
      • 11.6 WAPPOINT shall not be held responsible to the MERCHANT for any loss or damage arising from a network breakdown, a system failure, equipment malfunction, the destruction of or damage to facilities caused by power failures or similar occurrences or loss or damage caused by events beyond our control.
      • 11.7 The merchant may not use the terminal for any purpose, other than it’s intended use. These uses include and are limited to card transactions, vending VAS services, and point of sale transactions.
      • 11.8 The ownership of the SIM/s, whether Customer has purchased the terminal or not, shall remain the property of WAPPoint and all SIMs shall be returned to WAPPoint after termination of the service.
      •  11.9 SIM / Connectivity rental fees includes a fixed amount of data per SIM card of 10MB. These amounts are set by the SIM manufacturer according to the average usage of a terminal for the purposes of trading numerous transactions daily. To allow for large volume trading, WAPPoint will cover the costs up to 50MB per SIM and any data used over and above this threshold will incur additional data charges at a rate of R0.60 per megabyte and will be billed to the merchant.  

12. ECOMMERCE MERCHANTS

• • • • • 12.1 Your Responsibilities as an online store MERCHANT – You acknowledge, accept and agree to adhere to the following responsibilities:
          It is your responsibility to ensure that the pricing, information and images related to each of your products that you are selling through the online store are correct, up to date and accurate at all times. It is your responsibility to calculate and include the shipping costs in the price of your product. It is your responsibility to collect quotes and make bookings with courier, shipping or postal companies that you will be using to send your products to your customers. It is your responsibility to ensure that you have sufficient stock at all times, and that you update any out of stock items on the store immediately. It is your responsibility to send the products to your customers in a timely manner: namely within two days of the order placed. You may not send any broken, damaged or fictitious products to your customers. You must inform your customers of any changes in the order or delivery that may affect the product, time of delivery, amounts owed or any other matter related to the customer’s order
        • 12.2 Prohibited Products – certain products or services are prohibited to Ecommerce MERCHANTS. A comprehensive list of these products or services can be obtained upon request. Any adult products or provocative images are prohibited. If lingerie is sold, the images may not be provocative or sexually oriented in any way. Any illegal, offensive or discriminatory products or services including firearms, ammunition, and drugs are also prohibited.
        • 12.3 Restrictions on Sales – Age restrictions on products: It is your responsibility to ensure that you clearly state any applicable age restrictions on your products. WAPPOINT will not be held responsible for any liability caused by your failure to clearly state any applicable age restrictions on your products. Regional encoding of DVDs: It is your responsibility to ensure that any DVD’s you sell are encoded for the correct zone.
        • 12.4 Defects, Returns, Refunds & Guarantees – In the case of a Buyer not being satisfied with a product purchased from you, by reason of a defect, incorrect choice of product, or otherwise, the Buyer is entitled to either a refund or to have the product repaired or replaced, as the case may be. You as the MERCHANT are responsible for any refunds, repairs or replacements requested by the Buyer who bought from you. WAPPOINT will not be held liable for any loss or damages occurred as a result of any refunds, returns or repairs. If you have a guarantee on your product, it is your responsibility to state this clearly in your product description and to act on it accordingly. WAPPOINT may become involved in refund and/or return issues solely on a consulting basis.

13. LOCAL AND INTERNATIONAL ANTI-MONEY LAUNDERING SANCTIONS

• WAPPoint must comply with national and international laws, regulations, policies, rules and requirements to prevent criminal activities, money laundering and terrorist financing, sanctions and prohibited business activity laws and rules. WAPPoint must therefore check all information from and about you and related parties, and monitor, verify, process and screen your and related party information, instructions and transactions on an ongoing basis. This may cause some delays or the limitation or the prohibition of transactions that you make or accounts you apply for. We may also have to end our relationship with you without warning.
• WAPPoint is not responsible for any losses or damages that you may suffer because of these checks or by WAPPoint ending the relationship. This includes any loss of profits or savings that you would otherwise have expected to make.

14. AMOUNTS CREDITED TO YOUR ACCOUNT THAT DO NOT BELONG TO YOU

• If your Account is credited with an amount that does not belong to you, you agree:
  – to tell us straight away;
  – not to withdraw or spend it;
  – if you do, you have to pay it back to us;
  – and that we can debit your Account with the amount that does not belong to you that was credited to your account (whether or not you have spent or withdrawn it)