SaverBag Supplier & Advertiser Agreement

Draft v1.0 — standard agreement between SaverBag (Pty) Ltd ("SaverBag") and every supplier or advertiser using the SaverBag platform. Electronic acceptance during registration constitutes a legally binding agreement.

1. Definitions and Interpretation

"Agreement" means this Supplier & Advertiser Agreement together with any schedules, policies and amendments.

"Business Day" means any day other than a Saturday, Sunday or South African public holiday.

"Content" means all prices, product information, photographs, logos, brochures, videos, graphics and other material submitted by the Supplier.

"Effective Date" means the date the Supplier electronically accepts or signs this Agreement.

"Platform" means the SaverBag website, mobile applications, APIs, WhatsApp Channels, social media pages and related services.

"Promotion" means any advertised special, discount, campaign, catalogue offer, voucher or marketing communication.

"Supplier" means the retailer, manufacturer, wholesaler or advertiser entering into this Agreement.

"User" means any person accessing the Platform.

"Intellectual Property Rights" means all copyright, trademarks, database rights, designs, patents and proprietary rights.

"Force Majeure Event" means an event beyond the reasonable control of a party including load shedding, cyber incidents, internet failures, riots, floods, pandemics or government action.

Unless the context indicates otherwise, the singular includes the plural, references to legislation include amendments, and the words "including" and "include" mean "including without limitation".

2. Appointment

The Supplier appoints SaverBag on a non-exclusive basis to market and advertise the Supplier's promotions through the Platform.

3. Nature of Relationship

SaverBag is an advertising and promotional platform only. SaverBag is not the seller of the advertised goods or services and is not a party to any contract concluded between a customer and the Supplier.

4. Supplier Warranties

The Supplier warrants that all submitted Content is accurate, lawful, current, not misleading, and that it has all rights required to publish such Content.

5. Supplier Obligations

The Supplier shall maintain accurate promotions, notify SaverBag promptly of errors, expired promotions or stock shortages, comply with applicable legislation, and honour promotions where legally required.

6. SaverBag Rights

SaverBag may edit formatting, optimise images, reject, suspend or remove Content that is inaccurate, unlawful or inconsistent with platform standards.

7. Artificial Intelligence

The Supplier authorises SaverBag to use AI-assisted technologies to extract catalogue data, improve product images, generate marketing copy and classify products for promotional purposes.

8. Intellectual Property

Ownership of Supplier trademarks and logos remains with the Supplier. The Supplier grants SaverBag a non-exclusive, worldwide, royalty-free licence to use submitted Content solely for operating and promoting the Platform.

9. Pricing and Stock

The Supplier accepts sole responsibility for pricing, availability, product quality, participating stores, warranties, returns and refunds. SaverBag does not guarantee stock or pricing.

10. Limitation of Liability

To the fullest extent permitted by law, SaverBag shall not be liable for indirect or consequential loss, pricing errors supplied by the Supplier, stock shortages, withdrawn promotions, website interruptions or third-party conduct.

11. Indemnity

The Supplier indemnifies SaverBag and its directors, shareholders, employees and contractors against claims arising from inaccurate Content, intellectual property infringement, misleading advertising, unsafe products or breach of this Agreement.

12. Fees

Where commercial services are purchased, the applicable pricing schedule or written quotation forms part of this Agreement.

13. Confidentiality

Each party shall protect confidential information received from the other party and use it only for purposes of this Agreement.

14. Data Protection

Each party shall comply with applicable privacy legislation. SaverBag will process personal information in accordance with its Privacy Policy.

15. Suspension and Termination

SaverBag may suspend or terminate the Supplier's account for fraud, repeated inaccurate promotions, unlawful conduct, non-payment or material breach.

16. Force Majeure

Neither party is liable for delays caused by a Force Majeure Event.

17. Dispute Resolution

The parties will first attempt to resolve disputes through good-faith negotiations before commencing litigation, except where urgent relief is required.

18. Governing Law

This Agreement is governed by the laws of the Republic of South Africa.

Schedule 1 – Supplier Declaration

The Supplier declares that it is authorised to enter into this Agreement, that all information supplied is accurate and complete, and that it accepts this Agreement by electronic acceptance during registration on the SaverBag platform.