Terms and Conditions

General Terms

The terms and conditions of this Agreement govern your use of Quick Consols and the Website are binding and enforceable against all persons that access Quick Consols and the Website or any part thereof in terms of section 11(3) of the ECT Act. If you do not agree to the terms and conditions of this Agreement, you must stop using Quick Consols and the Website now, as further access will automatically bind you to this Agreement. If at any time you do not accept this Agreement in full, you are not permitted to use Quick Consols or the Website or any part thereof.
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If you access Quick Consols and / or the Website via a third-party, then you will be bound to terms of such third-party and to this Agreement. On termination of any contract with such third-party, should you continue to access Quick Consols and / or the Website, then you will be bound to the whole of this Agreement, which is then applicable. Any changes to this Agreement will be communicated to all Account Admin users through the email account associated with that user.

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Authority to Act:

If you are registering to access and use Quick Consols for the first time in the capacity of an employee or
contractor of a separate corporate entity, partnership or similar business entity, you must have the
authority of that business entity to access Quick Consols and the Website for that entity's business; and
Accept this Agreement on behalf of that entity.
If you are an accountant or third party authorised by Quick Consols to order subscriptions on behalf of
your clients and customers, you agree to inform them of this Agreement.
Accordingly, you confirm and warrant to Quick Consols that you are authorised to accept this
Agreement on behalf of the business entity which you represent;
This Agreement governs the access and use by you and / or your business of Quick Consols and the
Website;You, and the business entity which you represent together with its employees, will comply with all its terms. You and Quick Consols agree as follows:

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Effective as of 1st January 2022

Definitions
Subscription and use of Quick Consols
Obligations
Payment of Charges
Confidentiality, Privacy of Company Data and User Information and Interception of Communications
Intellectual Property Rights
Disclaimers and Liabilities
Termination
Notices and Address
Acceptable use of Quick Consols and the website
Links
General Terms
Disclosures required by Section 43 of the ECT Act
Annexure “A” - Data Protection Agreement
Quick Consols as Data Processor
Exhibit A - Data Processing Addendum
Annex 1 - Security Measures

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1. Definitions

"Agreement" means these terms and conditions of use, as published and amended from time to
time on the Website;
Affiliate" means, in relation to a legal entity, any person which Controls that entity, is under that
entity's Control or is Controlled by the same person who Controls that entity, where "Control" means
possessing, directly or indirectly, the ability to direct or cause the direction of the management, policies
or operations of an entity, whether through ownership of voting securities, by contract or otherwise,
and "Controlled" shall have a corresponding meaning;
"Access Fee" means the fees payable by you in accordance with the fee schedule set out on the
Website or Quick Consols as the case may be (which Quick Consols may change from time to time);
"Business Partner" means a business, independent of Quick Consols, which is an authorised provider
or resellerof Quick Consols;
"Company Data" means any financial data inputted by Business Partner or Subscriber Business
Partners into Quick Consols;
"Confidential Information" includes all information exchanged between the parties to this
Agreement, whether in writing, electronically or orally, including on Quick Consols and the Website but
does not include information which is, or becomes, publicly available other than through unauthorised
disclosure by the other party or is received from a third party who lawfully acquired it and who is under
no obligation restricting its disclosure or is in the possession of the receiving party without restriction in
relation to disclosure before the date of receipt from the disclosing party or is independently developed
or received without access to the Subscriber Business Partner;
"Contractors" means any third parties appointed by Quick Consols to perform our obligations on our
behalf in respect of this Agreement;
"ECT Act" means the Electronic Communications and Transactions Act, 25 of 2002 (as amended from
time to time);
"Subscriber Business Partner" means any individual permitted by you to use Quick Consols or the
Website;
"Intellectual Property" means any content, domain names, patent, trademark, service mark,
copyright, moral right, right in a design, know-how, software, database, text, graphics, icons and
hyperlinks and any other intellectual or industrial property, anywhere in the world whether or not
registered;
"Page" means a website page of Quick Consols or the Website, unless specified otherwise;
"Quick Consols" means our accounting and business software accessed through the Website and
identified as Quick Consols application;
"RIC Act" means the Regulation of Interception of Communications and Provision of
Communication-Related Information Act, 70 of 2002 (as amended from time to time)
"User Details" means the contact, personal and similar information of the Subscriber Business
Partner; and
"Website" means the website pages relating to Quick Consols accessible at
http://www.quickconsols.com (and such other URLs as may be publicised from time to time), permitting
the remote access and use of Quick Consols;
"Subscription" means the right to access the software for the period covered by the Access Fee and
use for the purposes intended.
In this Agreement, references to a "person" includes an individual, sole trader, partnership, body
corporate, an unincorporated association of persons and any other legal entity; technical expressions
shall have the relevant meaning commonly attributed to them in the computer software business sector
in South Africa; the use of the word "including" and similar expressions will be construed as illustrative
and not exhaustive; notwithstanding the fact that hyperlinks in this Agreement to copyright notices and
legislation should be deemed part of this Agreement in terms of section 11 of the ECT Act, the fact that
some or all of the hyperlinks may be non-operational from time to time shall not play a role in
determination of the validity and interpretation of this Agreement.

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2. Subscription and use of Quick Consols

Quick Consols and the Website are only intended for business use. You warrant that you will only
use Quick Consols and the Website for business purposes.
We may require you to register before we supply any services via this Website. When you register,
you agree to provide, true, accurate, up-to-date and complete User Details as required by the relevant
registration made available to you via this Website.
You can purchase a subscription to access and use Quick Consols by following the relevant process
on the Website. Should you subscribe to use Quick Consols (whether prior to or after the expiry of any
free trial period) you shall be bound for the full duration of the subscription period selected.
Subscription fees and rates
1. In consideration for the license to use Quick Consols granted hereunder, you will pay us the annual
  or monthly Access Fees (depending on your payment option) which shall, for the sake of clarity, be
  payable in respect of each month/year from the date of subscription and you shall be liable in respect
  thereof regardless of the extent to which you have used Quick Consols.
2. We have the right to revoke your license to use Quick Consols or withhold the renewal code for
  the license to Quick Consols should you fail to pay the agreed Access Fees within the time periods
  stipulated herein, in which event you will be unable to use Quick Consols.
3. In the event that you fail to pay any Access Fees and as a consequence thereof your license to use
  Quick Consols is revoked in accordance with clause 1.2 above, and at a later stage you elect to reinstate
  your Quick Consols subscription, you shall be liable for the following:
  1. payment of the Access Fees for the period between the date on which you stopped paying the
    applicable Access Fees until the date on which your subscription was reinstated; and
  2. the monthly/annual Access Fee for the ensuing periods from the date of reinstatement.
We will not keep a separate record of the contract relating to your specific subscription for Quick
Consols, so it will not be available from us. We therefore strongly recommend you print a copy of this
Agreement, both before and after you submit your payment details. Quick Consols will supply you with a
tax invoice, either directly or through appointed Business Partner, transmitted via email. The
transmitted electronic document will constitute the original tax invoice. No other tax invoice, credit or
debit note will be issued in respect of the specific supply, unless as a copy of the original document.
Quick Consols grants you a non-exclusive and non-assignable licence to access and use Quick Consols
strictly via the Website with the user roles according to your subscription type and in accordance with
this Agreement.
For so long as you pay the Access Fee and any other applicable charges, you may permit the agreed
number of Subscriber Business Partners to access and use the relevant subscription for Quick Consols.
You agree to ensure that those Subscriber Business Partners comply with this Agreement. Those
Subscriber Business Partners must only use the relevant subscription for Quick Consols as follows for
their own (or their employer's) accounting and finance and related purposes:
1. as permitted by and subject to the terms and conditions of this Agreement;
2. in the course of their (or their employer's) own business; and
3. with their own (or their employer's) Company Data only.
2.8 From time to time, you may change the identity of the individuals who are Subscriber Business
Partners.
If a Subscriber Business Partner is not the employee of a subscriber to Quick Consols, the subscriber
must ensure that such Subscriber Business Partner:
1. complies with this Agreement; and
2. uses the relevant Company Data in Quick Consols in accordance with that subscriber's instructions.
Notwithstanding anything to the contrary in this Agreement, where the Business Partner is utilising
Quick Consols to provide accounting, consulting or other similar services on behalf of a business entity,
then in such circumstances, where the Company Data relates to that of a business entity other than that
of the Business Partner, Quick Consols reserves the right, in its sole and absolute discretion, to transfer
such Company Data to an alternate subscription, and the Business Partner shall have no recourse
against Quick Consols in this regard.

3. Obligations

3.1 You agree to:
1. ensure that your User Details and other information given in relation to your use of Quick Consols
  and the Website are, and are maintained to be, true and accurate;
2. use Quick Consols and the Website for your own lawful internal business purposes, in accordance
  with this Agreement and any notice sent by Quick Consols or condition posted on the Website;
3. comply with your contractual obligations to the Business Partner through which you have been
  granted access to the Website and / or Quick Consols, if applicable;
4. ensure that all account credentials required to access the Quick Consols and the Website are kept
  secure and confidential and to immediately notify Quick Consols of any unauthorised use of your
  account credentials or any other breach of security. In such instances it shall be your obligation to
  immediately reset your password and to maintain security. In any event, it is deemed good practice to
  regularly reset your password to maintain data security;
5. notify us, if, at any time you become aware of any unauthorised use of the account credentials of
  your Subscriber Business Partners, or any other security-related matter with Quick Consols and the
  Website, and to co-operate with us to the extent reasonably necessary to rectify the security breach;
6. ensure that the Subscriber Business Partners who access Quick Consols on your account comply
  with the terms of this Agreement;
Except as expressly permitted by another clause of this Agreement or by separate written
arrangement with us, you agree not to and agree to ensure that no Subscriber Business Partners:
1. permit any other person, directly or indirectly, to access, use or otherwise exploit the right and
  ability to use Quick Consols in any way, including by permitting Quick Consols to be either
  1. re-sold, distributed, sublicensed, loaned, transferred or provided to others in a similar way; or
  2. used as a hosted, bureau, outsourcing, or similar service;
2. use or copy (irrespective of the extent of copying) the whole or any part of the graphic user
  interface of Quick Consols or the Website for incorporation into or the development of any software or
  other product or technology.
3. When accessing and using Quick Consols or the Website, you must:
  1. not attempt to undermine the security or integrity of Quick Consols' computing systems or
    networks or, where Quick Consols or the Website is hosted by a third party, that third party's computing
    systems and networks;
  2. not use, or misuse Quick Consols or the Website in any way which may impair the functionality of
    Quick Consols or Website, or impair the ability of any other user to use Quick Consols or Website;
  3. not attempt to gain unauthorised access to any materials other than those to which you have been
    given express permission to access or to the computer system on which Quick Consols or Website is
    hosted;
  4. not transmit, or input into Quick Consols, any files that may damage any other person's computing
    devices or software, content that may be offensive, or material or User Details or Company Data in
    violation of any law (including data or other material protected by copyright or trade secrets which you
    do not have the right to use);
  5. not modify, translate, or create derivative works based on Quick Consols or the Website, nor
    reproduce, reverse assemble, decompile or reverse engineer Quick Consols or the Website, whether in
    whole or in part, or otherwise attempt to derive the source code, underlying ideas, algorithms, file
    formats, programming of Quick Consols or the Website or any files contained in or generated by Quick
    Consols or the Website, nor shall you permit any third party to do so; and
  6. not merge or combine the whole or any part of Quick Consols or the Website with any other
    software or documentation without the prior written consent of Quick Consols.
4. Quick Consols's obligations shall be to provide you with access to Quick Consols (which access may
  not necessarily be uninterrupted), including technical support by email as described on the Website.

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4. Payment of Charges

Payment shall be made in accordance with the payment section on the Website.
If you pay your Access Fee or any other subscription charges to an entity separate from Quick
Consols (e.g. if you obtained access via an accountant or Business Partner), you agree to nonetheless
remain to be bound by the terms of this Agreement.

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5. Confidentiality, Privacy of Company Data and User Information and Interception of Communications

We undertake to take all reasonable steps to protect the personal information of Business Partners
and to comply with all applicable legislation.
In respect of access to Company Data and User Details:
1. The Company Data entered, or imported on instruction, by you, remains your property and we will
  not use nor make available for use any of this information without your permission.
2. We do not have access to your password and are therefore unable to access your account or
  Company Data, except where we have received your consent in this regard.
3. We will never access the details of any Company Data entered and stored by you. We will never
  access system usage history for a specific identifiable user, except where granted permission by that
  person to assist with resolution of a system issue or error.
We electronically collect, store and use, and you supply to us, Company Data and User Details as we
request from you via the Website and Quick Consols, and such other information as we may from time
to time reasonably request. You warrant that this information is true and accurate.
You agree to our use, storage and disclosure of information, Company Data and User Details for the
following purposes:
1. We will use your User Details, for exercising our rights and for performing our legal obligations
  under this Agreement. We may use it to contact you, via your relevant or nominated personnel or our
  Business Partners, about our other relevant products and services, to conduct research about our
  customers and to track and record the manner in which you and your Subscriber Business Partners use
  Quick Consols and the Website. You acknowledge that there is certain information that we must use in
  order to be able to provide Quick Consols, including names and email addresses of your Subscriber
  Business Partners. If for any reason we are not permitted to use such information, we may not be able
  to perform our obligations in this Agreement. You acknowledge that in such circumstances you will still
  be obliged to pay our charges, in accordance with clause 4.
2. We will only use your Company Data stored via Quick Consols or the Website to the extent
  necessary for us to provide Quick Consols for performing our rights and obligations in this Agreement
  and for performing our legal obligations and in accordance with this clause 5. We acknowledge that your
  Company Data is your proprietary and confidential data and that under no circumstances may we
  exploit that data for our own purposes not specifically relating to providing you Quick Consols, save
  where you have consented to the contrary.
3. The information, which you submit and store via Quick Consols, may be stored on Quick Consols'
  computer servers which servers may be controlled, hosted and managed by our Affiliate or third party
  Contractors who shall be bound to these confidentiality and privacy provisions.
4. We will disclose your User Details and other relevant information (including User Details of your
  Subscriber Business Partners, if necessary) to our Affiliates and third party Contractors who assist us
  (and our Affiliates) to provide Quick Consols and the Website, who shall be bound to these
  confidentiality and privacy provisions.
5. You agree to bring this Agreement to the attention of your Subscriber Business Partners, to help
  ensure that they understand and consent to our use of their information, including User Details. This is
  so that we may provide Quick Consols to them on your behalf.
6. We may access and use non-identifying and aggregated usage information and transaction
  volumes in order to better understand how our customers are using Quick Consols so we can improve
  the system design and where appropriate have the system prompt users with suggestions on ways to
  improve their own use of the system.
7. We collect information via the Website by means of cookies and use cookies to allow you to enter
  your password less frequently during a session, to help analyse our web page flow, measure
  promotional effectiveness, and promote trust and safety, to offer certain features that are only available
  through the use of a cookie and to allow us to provide information that is targeted to your interests. You
  hereby authorise us to use cookies.
All other information not dealt with in this clause shall constitute Confidential Information and shall
not be disclosed to any other party without the prior written consent of the owner of such information
first being obtained.
Quick Consols owns and retains all rights to non-personal statistical information collected and
compiled by Quick Consols.
Subject to the provisions of the RIC Act you agree to Quick Consols' right to intercept, block, filter,
read, delete, disclose and use all communications which you send or post to the Website and Quick
Consols and its employees. You acknowledge that this consent and your use of the Website satisfy the
"writing" requirement as required in the RIC Act.
You acknowledge that any Personal Data collected or received from You by Quick Consols shall be
processed in accordance with GDPR requirements in line with Annexure “A”.

6. Intellectual Property Rights

All right, title, ownership, benefit and interest in and to, and all Intellectual Property in Quick Consols
and the Website, the design and content of Quick Consols and the Website and any documentation
relating thereto remain the property of Quick Consols. All rights to Intellectual Property in respect of
Quick Consols and the Website are reserved. The exclusive right to authorise or prohibit the direct or
indirect, temporary or permanent reproduction of the Intellectual Property by any means and in any
form, in whole or in part, and to make the Intellectual Property available to the public, and to distribute
any copyright protected material in Quick Consols and the Website shall remain with Quick Consols.
You may not use the Intellectual Property and any third-party trademarks that appear on Quick
Consols or the Website, other than as permitted by express written licence from Quick Consols or by
law. In particular, you may not use the marks as meta-tags nor may you sponsor them in search engines.
All goodwill in your legitimate use of the marks shall accrue to Quick Consols. You are required to notify
us immediately if you become aware of any infringement of the Intellectual Property and rights thereto.
Quick Consols and the Website may incorporate technical and other protective measures designed
to prevent unauthorised and / or illegal use of Quick Consols. You agree to the incorporation of any such
measures in Quick Consols.
If, in our reasonable opinion, Quick Consols or the Website are likely to become or do become the
subject of a claim of infringement of a third party's intellectual property rights, we may elect to either:
1. obtain the right for you to continue using Quick Consols or the Website as permitted under this
  Agreement; or
2. modify or replace the infringing part of Quick Consols or the Website so as to avoid the
  infringement or alleged infringement, without materially reducing the functionality or performance of
  Quick Consols or the Website
"Quick Consols" is a registered trademark and you agree not to use any such trademarks as an
element of a domain name or sub-domain name, notwithstanding the fact that such domain name use
and registration may be permitted in terms of any law. Upon request, you shall immediately cease to
use such domain name and transfer it to Quick Consols at your cost.

7. Disclaimers and Liabilities

We will use reasonable endeavours to ensure that Quick Consols will give the functionality and levels
of service as described on the Website, when used in accordance with it and this Agreement. If you
believe our provision of the Quick Consols or the Website does not conform to this undertaking, you
should notify us by email at support@quickconsols.com.
We do not warrant:
1. that Quick Consols or the Website will be continuously available, or that your use thereof will be
  uninterrupted or error or bug free, or that the Website, Quick Consols and server will be free from
  attack;
2. that all the information we provide on Quick Consols and the Website is correct and complete, but
  we nevertheless undertake to use our reasonable endeavours to ensure that all the information we
  provide on Quick Consols and the Website is correct and complete at the time of the last update to the
  relevant page;
3. that Quick Consols or the Website will meet your requirements and, for this purpose, it is
  specifically recorded that Quick Consols is provided "as is" and it is your responsibility to satisfy yourself
  that it meets your requirements and is compatible with your hardware and software prior to making use
  thereof;
4. that Quick Consols or the Website results of use will be correct, accurate or reliable;
5. that any defects in the Quick Consols or the Website can or will be corrected.
Subject to the provisions of any applicable legislation and save as otherwise provided in this
Agreement, Quick Consols (including its directors, employees, affiliates, third-party Contractors,
business partners, Internet service providers and agents) shall not be liable for any damage, loss or
liability of any nature incurred by whomever and you agree to indemnify us and keep us indemnified
against all costs (including the costs of enforcement), expenses, liabilities (including any tax liability),
injuries, direct, indirect or consequential loss (all three of which terms include, but are not limited to,
pure economic loss, loss of income, loss of profits, loss of data, anticipated savings, loss of business, loss
or depletion of goodwill, interruption of business and loss similar to all the preceding types of loss),
damages, claims, demands, proceedings and judgments which we incur or suffer in any way arising from
the following:
1. access to the Quick Consols or the Website;
2. access to websites linked (including hyperlinked) to the Website;
3. inability to access the Website;
4. inability to access websites linked to the Website;
5. services or software available from the Website (including Quick Consols);
6. content available on the Website;
7. downloads and use of content on the Website;
8. any failure to perform our obligations in this Agreement due to causes beyond our reasonable
  control including any interruption to or failure of any website, your computer, associated supporting
  system not provided by us and used by you, telecommunications services, third-party and / or electricity
  supply service not provided by us, including the Internet;
9. your breach of any of the terms of this Agreement;
10. use of Quick Consols or the Website other than in accordance with this Agreement; or
11. any other reason not directly related to Quick Consols’ gross negligence.
To the maximum extent permitted by law all undertakings and warranties given by us under this
Agreement are exclusive and all other terms, warranties, representations, undertakings and conditions,
express or implied, statutory or otherwise are excluded.
To the extent we are liable, our total liability (and that of any Affiliate, Business Partner or third-
party Contractor) shall not exceed the amount of charges actually paid by you to use Quick Consols or
the Website in the year prior to the date the circumstances causing such liability first arose. The
limitation of liability in this clause 7 has been calculated to be proportionate to the charges paid by you
to use Quick Consols and takes into account the fact that it is not within our control how and for what
purposes you use Quick Consols.

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8. Termination

We may terminate this Agreement at any time by written notice, effective immediately, if you:
1. materially breach any term of this Agreement and either that breach is incapable of remedy or you
  have not remedied that breach within 7 (seven) days after receiving written notice requiring you to
  remedy it;
2. fail to pay when due any charges payable to us or stop paying for use of Quick Consols; or
3. are liquidated provisionally or finally, placed under judicial management, commit an act of
  insolvency or enter into, or attempt to enter into compromise with your creditors.
8.2 Subject to clause 8.3, upon termination of this Agreement however caused, we will stop your ability
to access Quick Consols, so that you will no longer be able to access and use Quick Consols. You
acknowledge that you may no longer be able to access your Company Data via Quick Consols from this
time.
8.3 If this Agreement is terminated and you notify us at the time of notice of termination that you
require further access to your Company Data, we may provide you with access to Quick Consols for a
period of 30 (thirty) days in order that you may download your Company Data, subject to the following:
1. we may charge you for providing you with access to your Company Data; and
2. if your account remains in arrears for 90 (ninety) days, we may delete your Company Data.
If we terminate this Agreement in accordance with clause 8.1 we may irretrievably delete your
Company Data from the effective date of termination.
Any termination of this Agreement will not affect any accrued rights or liabilities of either party, nor
shall it affect the coming into force, or the continuance in force, of any provision of this Agreement
which is expressly or by implication intended to come into force or continue in force on or after
termination.

9. Notices and Address

If you subscribe to Quick Consols (including any applicable free trial period), the following terms and
conditions shall apply to you.

Your communication with us must be by email to our email address contained on the Website
Our communication with you shall be via those details provided on registration|
All legal notices given under this Agreement shall be in writing to the physical address of such party
delivered by hand. Legal notices under this Agreement addressed specifically to either of us will be
effective on actual receipt by the intended recipient
As a condition of this Agreement, if you use any communication tools available through Quick
Consols or the Website, you agree only to use such communication tools for lawful and legitimate
purposes in accordance with the acceptable use provisions of this Agreement.

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10. Acceptable use of Quick Consols and the website

It is impossible to provide an exhaustive list of exactly what constitutes acceptable and
unacceptable use of Quick Consols and the Website. In general, we will not tolerate any use of Quick
Consols and the Website which damages or is likely to damage our reputation, the availability or
integrity of Quick Consols and the Website or which causes us or threatens to cause us to incur any
legal, tax or regulatory liability.
We therefore require you to treat the Website and Quick Consols with respect, and not to use
same for any illegal purpose, or in such a way as to infringe or breach other's rights or to cause or
threaten to cause us damage. We require you to comply with any relevant notices, policies and terms
imposed by third parties whose website, products or services you access through the Website.
You must not use the Website or any communication tool for posting or disseminating any material
unrelated to the use of Quick Consols or the Website including: offers of goods or services for sale, files
that may damage any other person's computing devices or software, content that may be offensive to
any of our other users, or material in violation of any law (including material that is protected by
copyright or trade secrets which you do not have the right to use).
When you make any communication on the Website, you represent that you own the content of
the communication.
Quick Consols is an Accounting application for medium to large businesses. Intended fair usage
limits per customer are as follows:
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• A group with 50 000 general ledger accounts (combined across the group)

Users will experience performance issues, in particular with reporting, with companies that exceed
reasonable usage as stipulated above. We reserve the right to suspend the use of Quick Consols or block
your access to any part thereof and / or to suspend or terminate your rights to use if the above limits
are exceeded.
We reserve the right to remove any communication posted on the Website, suspend the use of
Quick Consols and the Website and generally or block your access to any part thereof and / or to
suspend or terminate your rights to use same or any part of it if we suspect misuse at any time in our
sole discretion. We shall then report any misuse of Quick Consols and the Website to the relevant
enforcement or other authorities and to our advisers. We further reserve the right to disclose any
evidence we have which relates directly or indirectly to misuse.

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11. Links

Links to the Website are permitted, subject to first obtaining our prior written consent although we
reserve the right to withdraw such consent at any time.
You are not entitled (nor shall you assist others) to set up links from your own website to the
Website by deep-linking, framing or otherwise, without our prior written consent, which consent may
be withheld at our absolute discretion, and without the need to provide a reason.

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12. General Terms

You agree that you are bound to the terms and conditions of this Agreement, which is concluded in
Johannesburg, South Africa at the time you enter the Website for the first time or after you have
accepted this Agreement as required on the Website.
This Agreement constitutes the entire agreement between you and Quick Consols and supersedes
all other documentation, information and other communication.
Any failure by Quick Consols to exercise or enforce any right or provision of this Agreement shall in
no way constitute a waiver of such right or provision.
In the event that any term or condition detailed herein is found to be unenforceable or invalid for
any reason, such term(s) or condition(s) shall be severable from the remaining terms and conditions of
this Agreement. The remaining terms and conditions shall remain enforceable and applicable.
The Website is hosted, controlled and operated from the Republic of South Africa and therefore
the South African law enforced by the South African courts governs the use of the Website, its content,
services, software and this Agreement.
We do not recommend or endorse any other entity, including any third parties who make Quick
Consols available to you - if you wish to engage with such an organisation, you should investigate its
experience, skills and qualifications. No third party is appointed or authorised by us as our servant or
agent, nor has any authority, either express or implied, to amend this Agreement, or to enter into any
contract, provide any representation, warranty or guarantee with or to you on our behalf, or otherwise
make commitments for us in any way whatsoever. You agree that we will not be responsible for any act
or omission of any third party including any services provided by it in relation to the Quick Consols,
including any administration of it.

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13. Disclosures required by Section 43 of the ECT Act

Access to the services, content, software and content downloads available from the Website is classified

as "electronic transactions" in terms of the ECT Act and therefore you have the rights detailed in

Chapter 7 of the ECT Act and Quick Consols has the duty to disclose the following information:

Full name and legal status of website owner: Quick Consols (Pty) Ltd.
Street Address: The Workspace Morningside, 140A Kelvin Drive, Johannesburg, 2191, South Africa.
Postal address: Postnet Suite 124, Private Bag X51, Rivonia, 2152, South Africa.
Physical address for the receipt of legal notices: The Workspace Morningside, 140A Kelvin Drive, Johannesburg, 2191, South Africa.
Official email address of the Website: support@quickconsols.com
Manual published in terms of section 51 of the Promotion of Access to Information Act 2 of 2000 may be viewed at: http://www.quickconsols.com/POIA.pdf
The costs associated with the access and use of Quick Consols is available from the Website.
Alternative Dispute Resolution: Subject to urgent and / or interim relief, all disputes regarding:
1. access to the Website;
2. the inability to access the Website;
3. the services and content available from the Website; or
4. this Agreement,
Shall be referred to arbitration in terms of the expedited rules of the Arbitration Foundation of
South Africa and such arbitration proceedings shall be conducted in Johannesburg in English. The
arbitration ruling shall be final and the unsuccessful party shall pay the costs of the successful party on a
scale as between attorney and own client.
Cooling off period:
1. Under section 42(1)(g) of the ECT Act the cooling-off period set out in section 44 of the Act does
  not apply to an electronic transaction where audio or video recordings or computer software were
  unsealed by the consumer.
2. Under section 42(1)(d) of the ECT Act the cooling-off period set out in section 44 of the Act doesnot apply in respect of services, which began with the consumer's consent before the end of the seven-
  day period referred to in section 44(1).
3. Under section 42(1)(f) of the ECT Act the cooling-off period set out in section 44 of the Act does
  not apply where the goods:
  1. are made to the consumer's specifications;
  2. are clearly personalised;
  3. by reason of their nature cannot be returned; or
  4. are likely to deteriorate or expire rapidly.
Users may lodge complaints in respect of the Website via email to support@quickconsols.com.

‍

14. Annexure “A” Data Protection Agreement

Definitions

“Data Protection Laws” means all applicable EU laws and regulations governing the use or
processing of Personal Data, including (where applicable) the European Union Directive 95/46/EC (until
and including 24 May 2018), the GDPR (from and including 25 May 2018) and any national implementing
laws, regulations and secondary legislation, as amended or updated from time to time.
“Customer Data” shall mean the data, information or material provided, inputted or submitted by
you or on your behalf into the Services, which may include data relating to your customers and/or
employees.
“Customer Personal Data” has the meaning set out in clause 1.
“GDPR” means EU General Data Protection Regulation 2016/679.
“Personal Data” means any information relating to an identified or identifiable natural person
(“Data Subject”); an identifiable natural person is one who can be identified, directly or indirectly, in
particular by reference to an identifier such as a name, an identification number, location data, an
online identifier or to one or more factors specific to the physical, physiological, genetic, mental,
economic, cultural or social identity of that natural person.
“Data Controller” means the natural or legal person, public authority, agency or other body which,
alone or jointly with others, determines the purposes and means of the Processing of Personal Data;
where the purposes and means of such Processing are determined by Union or Member State law, the
controller or the specific criteria for its nomination may be provided for by Union or Member State law.
“Data Processor” a natural or legal person, public authority, agency or other body which Processes
Personal Data on behalf of the Data Controller.
“Processing” means any operation or set of operations which is performed on Personal Data or on
sets of Personal Data, whether or not by automated means, such as collection, recording, organisation,
structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission,
dissemination or otherwise making available, alignment or combination, restriction, erasure or
destruction and “Process”, “Processed” and “Processes” shall be construed accordingly.
"“Supervisory Authority” means an independent public authority which is established under
applicable Member State law and which concerns itself with the Processing of Personal Data. NB: The
word “Quick Consols”, “Supplier”, “End user”, “Customer”, “Us”, “We” and “You” shall be construed in
accordance with their defined usage in the main Agreement.

‍

15. Quick Consols as Data Processor

15.1 For the purposes of this Agreement, the parties agree that you are the Data Controller in respect of
Personal Data contained within Customer Data (“Customer Personal Data”) and as Data Controller, you
have sole responsibility for its legality, reliability, integrity, accuracy and quality.
You warrant and represent that:
1. you will comply with and will ensure that your instructions for the Processing of Customer
  Personal Data will comply the Data Protection Laws;
2. you are authorised pursuant to the Data Protection Laws to disclose any Customer Personal Data
  which you disclose or otherwise provide to us regarding persons other than yourself;
3. you will where necessary, and in accordance with the Data Protection Laws, obtain all necessary
  consents and rights and provide all necessary information and notices to Data Subjects in order for:
  1. you to disclose the Customer Personal Data to us;
  2. us to Process the Customer Personal Data for the purposes set out in this Agreement; and
  3. us to disclose the Customer Personal Data to: (a) our agents, service providers and other
    companies within the Quick Consols group of companies; (b) law enforcement agencies; (c) any other
    person in order to meet any legal obligations on us, including statutory or regulatory reporting; and (d)
    any other person who has a legal right to require disclosure of the information, including where the
    recipients of the Customer Personal Data are outside the European Economic Area.
To the extent that Quick Consols Processes any Customer Personal Data, the terms of Exhibit A
shall apply, and the parties agree to comply with such terms.
Quick Consols as Data Controller Where, and to the extent we Process your Personal Data as a Data
Controller in accordance with our Privacy Notice [www.quickconsols.com], we shall comply with all Data
Protection Laws applicable to us as Data Controller.
Analytics You agree that we may record, retain and use Customer Data generated and stored
during your use of the Service (including Customer Personal Data, which we shall Process as Data
Controller as set out in our Privacy Notice [www.quickconsols.com], on the basis of our legitimate
business interests), in order to:
1. deliver information to you which may be useful to you, based on your use of Services;
2. carry out research and development to improve our services, products and applications;
3. develop and provide new and existing functionality and services (including statistical analysis,
  benchmarking and forecasting services) to you and other Quick Consols customers;

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16. Exhibit A

Data Processing Addendum‍

Interpretation
Where there is any inconsistency between the terms of this Exhibit A and any other terms of this
Agreement, the terms of this Exhibit A shall take precedence.
1. Processing of Customer Data
  During the term of this agreement we warrant and represent that we:
  1. shall comply with the Data Protection Laws applicable to us whilst such Customer Data is in our
    control;
  2. when acting in the capacity of a Processor, shall only Process the Customer Data:
    1. as is necessary for the provision of the Services under this Agreement and the performance of
      our obligations under this Agreement; or
    2. otherwise on your documented instructions.
2. We agree to comply with the following provisions with respect to any Personal Data Processed
  for you in connection with the provision of the Service under this Agreement.
Obligations of Quick Consols
1. Quick Consols shall:
  1. taking into account the nature of the Processing, assist Customer by appropriate technical and
    organisational measures, insofar as this is possible, for the fulfilment of Customer’s obligation to
    respond to requests from individuals for exercising Data Subjects’ rights; and
  2. taking into account the nature of the Processing, and the information available to it, provide
    reasonable assistance to Customer in ensuring compliance with its obligations relating to:
    1. notifications to Supervisory Authorities;
    2. prior consultations with Supervisory Authorities;
    3. communication of any breach to Data Subjects; and
    4. privacy impact assessments.
Personnel
1. Quick Consols shall:
  1. take reasonable steps to ensure the reliability of any personnel who may have access to the
    Customer Data;
  2. ensure that access to the Customer Data is strictly limited to those individuals who need to
    know and/or access the Customer Data for the purposes of this Agreement; and
  3. ensure that persons authorised to Process the Customer Data have committed themselves to
    confidentiality or are under an appropriate statutory obligation of confidentiality.
2. If so required by Data Protection Laws, Quick Consols shall appoint a data protection officer and
  make details of the same publicly available.
Security and Audit
1. Quick Consols shall implement and maintain appropriate technical and organisational security
  measures appropriate to the risks presented by the relevant Processing activity to protect the Customer
  Data against unauthorised or unlawful Processing and against accidental loss, destruction, damage or
  disclosure. Such measures include, without limitation, the security measures set out in Annex 1.
2. Subject to any existing obligations of confidentiality owed to other parties, we shall make
  available to you all information reasonably necessary to demonstrate compliance with the obligations
  set out in this Exhibit A, which may include a summary of any available third party security audit report,
  or shall, at your sole cost and expense (including, for the avoidance of doubt any expenses reasonably
  incurred by us), allow for and contribute to independent audits, including inspections, conducted by a
  suitably-qualified third party auditor mandated by you and approved by us.
Data Breach
1. Quick Consols shall notify you if we become aware of a breach of security leading to the
  accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to the Personal
  Data arising from any act or omission of Quick Consols or its sub-processors.
Transfer of Personal Data outside the EEA
1. You expressly agree that we may transfer Customer Data within the Quick Consols group of
  companies on the terms of Quick Consols’ Master Data Processing and Transfer Agreements, which
  incorporate the European Commission’s standard contractual clauses.
2. You acknowledge that the provision of the Service may require the Processing of Personal Data by
  sub-processors in countries outside the EEA. We shall not transfer Personal Data outside the EEA to a
  sub-processor where such transfer is not subject to: (a) an adequacy decision (in accordance with Article
  45 of the GDPR); or (b) appropriate safeguards (in accordance with Article 46 of the GDPR); or (c)
  binding corporate rules (in accordance with Article 47 of the GDPR), without your prior written consent.
Return and deletion
1. At your option, Quick Consols shall delete or return all Customer Data to you at the end of the
  provision of the Services and delete all existing copies of Customer Data unless we are under a legal
  obligation to require storage of that data or we have another legitimate business reason for doing so.
Use of Sub-Processors
1. Customer agrees that Quick Consols has general authority to engage third parties, partners,
  agents or service providers, including its Affiliates, to Process Personal Data on Customer’s behalf in
  order to provide the applications, products, services and information Customer has requested or which
  Quick Consols believes is of interest to Customer (“Approved Sub-Processors”). Quick Consols shall not
  engage a sub-processor to carry out specific Processing activities which fall outside the general authority
  granted above without Customer’s prior specific written authorisation and, where such other sub-
  processor is so engaged, Quick Consols shall ensure that the same obligations set out in this Addendum
  shall be imposed on that sub-processor.
2. Quick Consols shall be liable for the acts and omissions of its Approved Sub-Processors to the
  same extent Quick Consols would be liable if performing the services of each Approved Sub-Processor
  directly under the terms of this Exhibit A.

17. Annex 1

Security Measures
‍

Physical Access Control

All of Quick Consols’ data processing equipment is hosted in data centres. Access to these data centres

are restricted by well-defined processes and ID Readers. They are also monitored on a 24/7 basis by

security staff and surveillance cameras.
‍

Logical access prevention

Quick Consols’ data processing systems are accessed by a limited number of authorised users with

appropriate access rights. Dual factor authentication is implemented for each role. Such access to

transaction data is restricted to a few users from the Operations Team. Within the Live services team

different roles are created based on the job requirements. Also, the activity of each user is monitored

through monitoring solutions.
‍

Data access control

Only a limited set of users from Quick Consols’ technical team have access to the data processing

systems which contain transaction data. Data access privileges are defined by the job role of the user;

accordingly, only authorised users with appropriate privileges have the access to transaction data. No

other user has any kind of access to this data. Quick Consols has also implemented a well-defined

approval process to control access to data within its systems. Quick Consols has also implemented

monitoring solutions to identify any attempts or actual unauthorised access to its systems and data.

Data transfer control

Quick Consols’ processes and systems ensure that all Personal Data is encrypted whilst in transit or in

storage. Quick Consols has implemented logging mechanisms to track data flows. Quick Consols users

have restricted access to transaction data.
‍

Entry control

Quick Consols has implemented logging and monitoring which enable tracking of changes and any

addition/modification/deletion of data and by whom. Additionally, Quick Consols has also implemented

role-based access mechanisms along with dual factor authentication.

Instruction control

Quick Consols has defined and implemented standard process and policies which require special

approval the concerned parties within its business, including: operational, legal and technical teams.

Pre-identified individuals from Quick Consols’ team are only involved in the actual processing of

transaction data. Pre-defined processes are in place to ensure that the confidentiality and the integrity

of such data is maintained.
‍

Availability control

Quick Consols has implemented well defined disaster recovery plans which are tested on a regular basis.

Quick Consols has implemented two data centres, which operate in a fail-over mode. Data is replicated

between each data centre. Backup procedures and schedules have been defined and implemented.

Separation control

Data is separated both by logical and physical access controls. Network segmentations are in place to

ensure that data is stored in the most restrictive zone of the network. Access to the data processing

systems and the data itself is restricted by role-based privileges and dual factor authentication. All

access to the data systems and the data is logged and monitored. The production environment is

completely segregated from the test environment.