End User Service Agreement RECITALS A. Tueri (Pty) Ltd (“the Service Provider”) has developed certain proprietary software applications and/or platform (the "Software Service") which it makes available to the Customer and Authorised Users on a pay-per-use basis, for the purpose of providing a digital platform (“the App”) through which tutors and students may interact, including scheduling tutoring sessions (“sessions”), processing payments, and sharing progress reports. B. The Customer, also referred to as the Tutor, wishes to utilise the Software Service in the course of its business operations as a tutor. The Authorised Users, being the Customer’s students, observers, and any other individuals who access or use the Software Service in connection with the Customer’s tutoring services—including but not limited to parents, sponsors, family members, or other third parties—who wish to access and use the Software Service in their personal capacities for educational, administrative, or payment-related purposes. C. By using this Software Service, the Customer and any Authorised Users confirm that they are 18 years of age or older. If any user is under the age of 18, they confirm that they are using the Software Service with the knowledge and consent of a parent or legal guardian, who has reviewed and agreed to be bound by this agreement on their behalf. D. The Service Provider has agreed to provide, and the Customer has agreed to pay certain transaction fees for access to the Software Service, and the Authorised Users agree to use the Software Service, all subject to the terms and conditions set out in this Agreement. WHEREBY IT IS AGREED AS FOLLOWS: 1. Interpretation The headings of the clauses in this Agreement are for purposes of convenience and reference only and shall not be used in the interpretation, nor modify or amplify the terms of this Agreement nor any clause hereof. Unless a contrary intention appears– 1.1. Words importing– 1.1.1. any one gender includes the other gender; 1.1.2. the singular includes the plural and vice versa; and 1.1.3. a natural person includes juristic persons (corporate or unincorporated) and vice versa. 1.2. A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment and includes any subordinate legislation for the time being in force made under it. 1.3. References to clauses, and annexures are to the clauses and annexures of this Agreement; references to paragraphs are to paragraphs of the relevant annexures to this Agreement. 1.4. If any provision in a definition is a substantive provision conferring rights or imposing obligations on any Party, notwithstanding that it is only in the definition clause, effect shall be given to it as if it were a substantive provision in the body of the Agreement. 1.5. When any number of days is prescribed in this Agreement, same shall be reckoned exclusively of the first and inclusively of the last day unless the last day is not a business day, in which case the last day shall be the next succeeding business day. 1.6. The expiration or termination of this Agreement shall not affect such of the provisions of this Agreement as expressly provide that they will operate after any such expiration or termination or which of necessity must continue to have effect after such expiration or termination, notwithstanding that the clauses themselves do not expressly provide for this. 2. Definitions 2.1. The definitions and rules of interpretation in this clause apply in this agreement. 2.1.1. “AFSA” means the Arbitration Foundation of Southern Africa; 2.1.2. “Agreement” means this software service agreement and any schedules and annexures thereto; 2.1.3. “Authorised Users” means those individuals who are authorised to use the Services, as further described in clause 3; 2.1.4. “Confidential Information” means information that is proprietary or confidential and is either clearly labelled as such or identified as Confidential Information by a Party, or information which the receiving Party knows or reasonably should have known is of a proprietary or confidential nature; 2.1.5. “Customer” means any individual or entity who registers on or uses the Software Service to offer educational, instructional, or coaching services, including but not limited to tutors, teachers, instructors, coaches, mentors, facilitators, or other professionals engaged in the provision of learning, training, or skill development. This includes individuals offering academic support, artistic instruction (such as music, dance, or ballet), sports coaching, language teaching, and other forms of personal or group education. 2.1.6. “Customer Data” means the data inputted by the Customer, Authorised Users, or the Service Provider for the purpose of using the Services or facilitating the Customer’s and/or Authorised User’s use of the Services, and includes (without limitation) Personal Information; 2.1.7. “Effective Date” means the date on which this Agreement will come into force and effect; 2.1.8. “Intellectual Property Rights” means all the rights in and to Intellectual Property including (without limitation) the rights in and to trademarks, service marks, trade names, domain names, logos, get-up, patents, provisional patents, inventions (whether patentable or not), know-how (including confidential industrial and commercial information and techniques in any form), utility models, registered and unregistered design rights, copyright, semi-conductor topography rights, database rights, rights in respect of any new or existing compilation of any data or information not covered under any existing copyright, any structured analysis, reports, application and any resulting know-how, use or any other results originating or following from or as a consequence of data being made available in respect of any of the aforementioned or part thereof, and all similar proprietary rights which may subsist in any part of the world including, where such rights are obtained or enhanced by registration, any registration of such rights and applications and rights to apply for such registrations, as well as any Confidential Information or processes relating to that subject matter; 2.1.9. “Party” means either the Service Provider or the Customer or the Authorised User, and “Parties” means both the Service Provider and the Customer and the Authorised User; 2.1.10. “Personal Information” has the meaning ascribed to it in the Protection of Personal Information Act 4 of 2013 (“POPIA”), and any applicable law in South Africa and/or in any other jurisdiction where the Services are provided and/or used; 2.1.11. “Service User” means both the Customer and Authorised User; 2.1.12. “Software Service” means the services provided by the Service Provider to the Customer and Authorised User under this Agreement via the mobile application; 2.1.13. “Support Services Contact” means the Service Provider’s designated contact details for providing support in relation to the Services, currently being support@tueri.co.za, as made available to the Customer and/or Authorised User upon commencement of this Agreement and as may be updated from time to time 2.1.14. “Virus” means a device or thing (including any software, code, file or programme) which may prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, Trojan horses, viruses and other similar things or devices. 3. Terms of Use 3.1. The Service Provider hereby grants to the Service Users a non-exclusive, non-transferable right to permit the Service Users to use the Software Services for the purpose set out herein. The Customer shall use the Software Service solely for the purpose of facilitating and managing tutoring activities. This includes, but is not limited to, scheduling tutoring sessions with students, generating invoices, receiving payments from students for such sessions, and generating and distributing progress reports. Authorised Users, being the students of the Customer, shall be granted access to the Software Service for the purposes of inter alia scheduling sessions with the Customer, making payments for such sessions, and receiving progress reports. The Software Service is provided as a platform to support these educational interactions and shall not be used for any other purpose without the prior written consent of the Service Provider. 3.2. The Service User shall not access, store, distribute or transmit any Viruses, or any material during the course of its use of the Services that: 3.2.1. is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; and the Service Provider reserves the right to disable the Service User’s access to any material that breaches the provisions of this clause. 3.3. The Service User shall not: 3.3.1. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the Parties: 3.3.2. and except to the extent expressly permitted under this Agreement, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, re-publish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means; or 3.3.3. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or 3.3.4. The Service User shall prevent any unauthorised access to, or use of, the Software Services and, in the event of any such unauthorised access or use, shall promptly notify the Service Provider. 3.3.5. The Service User is solely responsible for any content they upload, post, transmit, or otherwise make available through the Software Service, including but not limited to feedback, reviews, comments, and messages. The Service Provider does not endorse, control, or assume liability for such content. 3.3.6. The Service User agrees not to use the Software Service to: 3.3.6.1. Post, upload, or transmit any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, hateful, or otherwise objectionable or prohibited under South African law; 3.3.6.2. Impersonate any person or entity, or falsely state or otherwise misrepresent their affiliation with any person or entity; 3.3.6.3. Upload or distribute any content that infringes on the intellectual property or privacy rights of others; 3.3.6.4. Interfere with, disrupt, or compromise the integrity or performance of the Software Service or its connected networks; 3.3.6.5. Use the Software Service in any manner that violates applicable laws, including but not limited to the Protection of Personal Information Act, 2013 (POPIA), the Electronic Communications and Transactions Act, 2002 (ECTA), and the Consumer Protection Act, 2008 (CPA). 4. Services 4.1. The Service Provider shall provide the Software Services to the Service User on and subject to the terms of this Agreement. 4.2. The Service Provider shall use commercially reasonable endeavours to make the Software Services available 24 hours a day, 7 days a week, except for: 4.2.1. planned maintenance carried out during the maintenance window as advised by the Service Provider; 4.2.2. unscheduled maintenance performed as and when necessary. 4.3. The Service Provider will, as part of the Software Services provide the Service User with the Service Provider’s standard customer support services during business hours. 5. Service provider’s obligations 5.1. The Service Provider undertakes that the Software Services will be performed with reasonable skill and care. 5.2. The undertaking at clause 5.1 shall not apply to the extent of any non-conformance which is caused by use of the Software Services contrary to the Service Provider’s instructions, or modification or alteration of the Services by any party other than the Service Provider or the Service Provider’s duly authorised contractors or agents. 5.3. If the Software Services do not conform with the undertaking in clause 5.1, the Service Provider will use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Service User with an alternative means of accomplishing the desired performance. 5.4. Notwithstanding the foregoing, the Service Provider: 5.4.1. does not warrant that the Service User’s use of the Software Services will be uninterrupted or error-free; and 5.4.2. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities. 5.5. The Service Provider warrants that it has and will maintain all necessary licences, consents, and permissions necessary for the performance of its obligations under this Agreement. 6. Service User’s obligations The Service Users shall: 6.1. provide the Service Provider with: 6.1.1. all necessary co-operation in relation to this Agreement; and 6.1.2. all necessary access to such information as may be required by the Service Provider; 6.1.3. comply with all applicable laws and regulations with respect to its activities under this Agreement; 6.2. be solely responsible for procuring and maintaining its network connections and telecommunications links from its systems to the Service Provider’s data centres. 6.3. Be solely responsible for all content submitted or posted on the application including but not limited to feedback, progress reports and session plans. 6.4. Not use the application to engage in any illegal or harmful activity. 6.5. Not use the application to advertise or solicit services. 7. Charges and payment 7.1. The Customer shall make payment to the Service Provider on a pay-per-use basis. Specifically, following the receipt of payment from a student for a session facilitated through the Software Service, the Customer shall pay to the Service Provider a percentage of such payment. The applicable percentage shall be agreed upon between the Customer and the Service Provider in accordance with the terms set out in the individual transaction agreement concluded between the Customer and the Service Provider. The Service Provider shall be entitled to deduct or invoice this percentage as consideration for the use of the Software Service. The Customer acknowledges and agrees that no session may be conducted through the Software Service without such payment arrangement being in place. 7.2. All sessions are to be planned, scheduled, and confirmed through the App. 7.3. A session shall be deemed fulfilled upon the expiry of 72 (seventy two) hours after its scheduled time, provided: 7.3.1. No dispute has been raised by the Authorised User; and 7.3.2. No successful rescheduling request has been submitted and approved. 7.4. Once a session is fulfilled: 7.4.1. The agreed-upon transaction charge will be deducted by the Service Provider. 7.4.2. The remaining balance will be credited to the Customer’s in-app account. 7.5. Authorised Users are required to pre-load funds into the App to facilitate session payments. 7.6. The Software Service acts as a limited payment collection agent on behalf of the Customer to receive payments from Authorised Users. 7.7. By using the Software Service, Customers authorize the Service Provider to collect and process payments on their behalf. 7.8. After a session is fulfilled, the Customer may initiate a withdrawal request to transfer funds from their in-app account to their designated South African bank account. 7.9. Upon initiation of a withdrawal request: 7.9.1. The Service Provider will process the transfer within 1–3 business days, subject to: 7.9.1.1. The accuracy and validity of the banking details provided. 7.9.1.2. The bank account being held with a recognized South African financial institution. 7.10. It is the Customer’s sole responsibility to ensure that: 7.10.1. The banking details provided are accurate, current, and linked to a recognized South African bank. 7.11. The Service Provider shall not be liable for: 7.11.1 Any delays, failed transfers, or financial losses resulting from incorrect or invalid banking information supplied by the Customer. 7.12. The Software Service facilitates the scheduling of sessions and the processing of payments between Customers and Authorised Users, but does not guarantee payment, enforce session attendance, or mediate disputes between parties. 7.13. All payments for sessions are the sole responsibility of the parties involved in the session. The Service Provider shall not be liable for any non-payment, delayed payment, or disputes arising therefrom. 8. Refunds 8.1. Refunds for sessions cancelled by the Authorised User shall only be applicable if the Customer has agreed to allow refunds, and does not operate under a no-refund policy. 8.2. In cases where a no-refund policy is in place, the Authorised User acknowledges and accepts that no refunds will be issued for cancellations initiated by the Authorised User. 8.3. If a session is cancelled by the Customer or the Customer is unable to provide the agreed-upon service: 8.3.1. A full refund for that session will be issued to the Authorised User. 8.3.2. The refund will be processed to the Authorised User’s in-app account and may be withdrawn or used for future sessions. 8.4. In the event that, following the Complaint Resolution process set out in clause 9, it is determined that the Customer and Authorised User are unable to cooperate effectively: 8.4.1. All remaining unfulfilled sessions between the parties shall be refunded in full to the Authorised User. 8.4.2. The Service Provider reserves the right to prohibit further interaction between the Customer and Authorised User on the App, including the scheduling of new sessions or communication through the platform. 9. Complaint resolution 9.1. In the event that either a Customer or Authorised User submits a formal complaint alleging misconduct, harassment, or any other behavior that materially impairs the ability of the parties to continue their professional relationship, the Service Provider shall initiate an internal review to assess the validity and severity of the complaint. 9.2. Upon receipt of such a complaint, the Service Provider reserves the right to immediately suspend all scheduled sessions between the involved parties pending the outcome of the review. 9.3. If the Service Provider determines that the complaint warrants termination of the tutor-student relationship, all prepaid but unfulfilled sessions shall be refunded to the Authorised User, subject to reasonable administrative deductions. 9.4. Following a substantiated complaint, the Service Provider shall take reasonable steps to prohibit any further interaction between the relevant parties on the App. This may include account restrictions, blocking communication channels, or permanent removal of one or both parties from the App. 10. Intellectual property 10.1. The Service Users acknowledge and agree that the Service Provider and/or its licensors own all Intellectual Property Rights in and to the Services. Except as expressly stated herein, this Agreement does not grant the Customer any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other Intellectual Property Rights, or licences in respect of the Services. 11. Data privacy and protection 11.1. The Customer acknowledges that, in the course of using the Software Service, it may collect and process personal information of its students (Authorised Users). The Customer shall be solely responsible for ensuring that such personal information is collected, processed, and stored in compliance with the provisions of POPIA including obtaining any necessary consents from data subjects. 11.2. The Service Provider shall be responsible for the protection and lawful processing of all Service Users’ Data stored or processed through the Software Service. The Service Provider undertakes to implement appropriate technical and organisational measures to safeguard such data against unauthorised access, loss, or disclosure, in accordance with its obligations under POPIA. 11.3. Further details regarding the Service Provider’s data handling practices are set out in its Privacy Policy, which is incorporated by reference into this Agreement and available at www.tueri.co.za 11.4. Processing of Children's Personal Information 11.4.1. The Service Provider does not knowingly collect or process personal information of children under the age of 18 without the express consent of a competent person. By providing such information, you confirm that you are a competent person as defined under POPIA and have the legal authority to consent to the processing of the child’s personal information. 11.5. Where the Software Service involves the collection or processing of personal information of a child, the Customer and/or Authorised User warrants that: 11.5.1. They are a competent person as defined in POPIA (i.e., a parent or legal guardian); and 11.5.2. They have provided informed, voluntary, and specific consent for the processing of the child’s personal information. 11.6. The Service Provider shall only process such information for the purposes explicitly stated in the Privacy Policy and/or this Agreement, including but not limited to: 11.6.1. Account creation and authentication; 11.6.2. Personalization of services; 11.6.3. Security and fraud prevention; 11.6.4. Communication and support; 11.7. The Service Provider shall implement appropriate technical and organizational measures to ensure the confidentiality, integrity, and availability of children’s personal information, in accordance with POPIA. 11.8. The competent person may withdraw consent at any time by contacting the Service Provider at support@tueri.co.za . Upon withdrawal, the Service Provider shall cease processing the child’s personal information, unless otherwise required by law. 11.9. The Service Provider reserves the right to implement reasonable measures to verify the age of users and the authority of the person providing consent. 11.10. The Service Provider reserves the right to request proof of parental or guardian consent at any time and may suspend or terminate access to the application if such consent is not provided upon request. 12. Confidentiality 12.1. Each Party may be given access to Confidential Information from the other Party in order to perform its obligations under this Agreement. A Party’s Confidential Information shall not be deemed to include information that: 12.1.1. is or becomes publicly known other than through any act or omission of the receiving Party; 12.1.2. was in the other Party’s lawful possession before the disclosure; 12.1.3. is lawfully disclosed to the receiving Party by a third party without restriction on disclosure; 12.1.4. is independently developed by the receiving Party, which independent development can be shown by written evidence; or 12.1.5. is required to be disclosed by law, by any court of competent jurisdiction or by any regulatory or administrative body. 12.2. Each Party shall hold the other’s Confidential Information in confidence and, unless required by law, not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of this Agreement. 12.3. Each Party shall take all reasonable steps to ensure that the other Party’s Confidential Information to which it has access, is not disclosed or distributed by its employees or agents in violation of the terms of this Agreement. 13. Limitation of liability 13.1. The Parties agree that, in the event of a breach of any of the provisions of this Agreement, the defaulting Party shall be liable to the other Party for all losses which constitute direct and/or general damages. 13.2. Neither Party shall be liable to the other for any losses which constitute indirect, special or consequential damages. 14. Term and termination 14.1. This Agreement shall come into effect on the date that the Service Users downloads, installs, accesses, or otherwise uses the Service and expressly consents to and accepts the terms and conditions of this Agreement, whether by clicking “Accept,” “Agree,” or any similar mechanism provided within the Software Service. Such acceptance shall constitute full and binding agreement to the terms herein (“the Effective Date”). 14.2. This Agreement shall, unless otherwise terminated as provided in this clause 13, commence on the Effective Date and shall continue unless: 14.2.1. otherwise terminated in accordance with the provisions of this Agreement. 14.2.2. In the event that the Customer and/or Authorised User breach any provision of this Agreement, the Service Provider shall provide written notice to the Customer and/or Authorised User specifying the nature of the breach and requiring that it be remedied within seven (7) calendar days of receipt of such notice. 14.2.3. If the Customer and/or Authorised User fails to remedy the breach within the specified period, the Service Provider shall be entitled to terminate this Agreement with immediate effect and withdraw, suspend, or permanently disable the Customer’s and/or Authorised Users’ access to the Service. The Service Provider shall not be liable for any loss or damages suffered as a result of such termination. 14.3. The Service Provider reserves the right to terminate this Agreement and suspend or revoke the Customer’s and/or any Authorised User’s access to the Software Service with immediate effect, without prior notice, in the event that the Service User engages in any conduct on the platform that is inconsistent with or contrary to the intended purpose of the Software Service as set out in this Agreement. Such conduct includes, but is not limited to, using the Software Service for purposes other than facilitating tutoring sessions, processing payments, and generating progress reports. The Service Provider shall not be liable for any loss or damages suffered by the Customer and/or any Authorised User as a result of such termination. 14.4. Upon written request by the Customer and/or any Authorised User, the Service Provider shall delete the relevant user account and associated personal data, subject to any legal or regulatory obligations requiring the retention of certain information. Account deletion may result in the loss of access to the Software Service and any data or content associated with the account. The Service Provider shall process such requests within a reasonable time and in accordance with its Privacy Policy. 15. User Account Deletion and Data Retention 15.1. The Customer and/or Authorised User may delete their account at any time through the in-app settings. 15.2. Upon account deletion, the Service Provider will take reasonable steps to delete or de-identify personal information associated with the users account, unless retention is: 15.2.1. Required or authorised by law; 15.2.2. Reasonably necessary for lawful purposes related to our functions or activities; 15.2.3. Required by a contract between the parties; 15.2.4. Retained with the user’s consent; 15.2.5. Necessary for historical, statistical, or research purposes, provided appropriate safeguards are in place. 15.3. The Service Provider may retain certain personal information for a period necessary to: 15.3.1. Comply with legal obligations (e.g., tax, accounting, fraud prevention); 15.3.2. Enforce agreements or protect legal rights; 15.3.3. Maintain system integrity, including logs and backups, for a limited time. 15.4. Where deletion is not immediately possible, the Service Provider will restrict the processing of personal information in accordance with Section 14 of POPIA. This includes situations where: 15.4.1. The accuracy of the data is contested; 15.4.2. The data is no longer needed for its original purpose but must be retained for proof 15.4.3. The user has objected to deletion and requested restriction instead. 15.5. The Customer and/or Authorised User may contact us at support@tueri.co.za for assistance with account deletion or to exercise their rights under POPIA. 16. Force majeure The Service Provider shall have no liability to the Customer and/or Authorised User under this Agreement if it is prevented from or delayed in performing its obligations under this Agreement, or from carrying on its business, by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of the Service Provider or any other party), failure of a utility service or transport or telecommunications network, acts of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Service Providers or sub-contractors, provided that the Customer and/or Authorised User is notified of such an event and its expected duration. 17. Dispute resolution 17.1. In the event of there being any dispute or difference between the Parties arising out of this Agreement, the said dispute or difference shall on written demand by either Party be submitted to arbitration in Johannesburg in accordance with the AFSA rules, which arbitration shall be administered by AFSA. 17.2. Should AFSA, as an institution, not be operating at that time or not be accepting requests for arbitration for any reason, then the arbitration shall be conducted in accordance with the AFSA rules for commercial arbitration (as last applied by AFSA) before an arbitrator appointed by agreement between the Parties to the dispute or failing agreement within 10 (ten) business days of the demand for arbitration, then any Party to the dispute shall be entitled to forthwith call upon the chairperson of the Johannesburg Bar Council to nominate the arbitrator, provided that the person so nominated shall be an advocate of not less than 10 (ten) years standing as such. The person so nominated shall be the duly appointed arbitrator in respect of the dispute. In the event of the attorneys of the Parties to the dispute failing to agree on any matter relating to the administration of the arbitration, such matter shall be referred to and decided by the arbitrator whose decision shall be final and binding on the Parties to the dispute. 17.3. Any Party to the arbitration may appeal the decision of the arbitrator or arbitrators in terms of the AFSA rules for commercial arbitration. 17.4. Nothing herein contained shall be deemed to prevent or prohibit a Party to the arbitration from applying to the appropriate court for urgent relief or for judgment in relation to a liquidated claim. 17.5. Any arbitration in terms of this clause 16 (including any appeal proceedings) shall be conducted in camera and the Parties shall treat as confidential details of the dispute submitted to arbitration, the conduct of the arbitration proceedings and the outcome of the arbitration. 17.6. This clause 16 will continue to be binding on the Parties notwithstanding any termination or cancellation of this Agreement. 18. Waiver 18.1. No failure or delay by the Service Provider in exercising any right, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. Any waiver of any provision of this Agreement shall be effective only if in writing and signed by the Party granting the waiver. 19. Severance 19.1. If any provision (or part of a provision) of this Agreement is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force. 19.2. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the intention of the Parties. 20. Entire agreement 20.1. This Agreement, and any documents referred to in it, constitute the whole agreement between the Parties and supersede any previous arrangement, understanding or agreement between them relating to the subject matter they cover. 20.2. Each of the Parties acknowledges and agrees that in entering into this Agreement it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this Agreement or not) relating to the subject matter of this Agreement, other than as expressly set out in this Agreement. 21. Assignment 21.1. The Service Users shall not, without the prior written consent of the Service Provider, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this Agreement. 21.2. The Service Provider may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under this Agreement. 22. Notices 22.1. Each of the Parties chooses their respective addresses set forth in the individual transaction agreement for the purposes of giving any notice, the payment of any sum, the serving of any process and for any other purposes arising from this Agreement. 23. Governing law and jurisdiction 23.1. This Agreement and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of South Africa. 23.2. The Parties irrevocably agree that the High Court of South Africa has exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). 24. Amending the Terms 24.1. The Service Provider has the right to unilaterally amend these terms at any time due to the development of the App and the services offered in the interest of their better and safer use. 24.2. The Service Provider undertakes to notify the Service Users of any amendments to these terms by means of notices, messages or emails. 24.3. Amendments to these terms take effect upon the publication of the corresponding amendment on the App, about which the App sends a notification to the Service Users. 24.4. The Service Users confirm their acceptance of the amendments to the terms by continuing their use of the App after the respective amendments become effective.
