TERMS AND CONDITIONS FOR THE ONLINE PURCHASE OF SERVICES

 Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop

 

1. INTRODUCTION 

1.1 These Terms and Conditions (“Terms”) govern the purchase of services through the website and/or online platform operated by B Doyle and Associates CC, trading as B Doyle (“B Doyle”, “we”, “us” or “our”). 

1.2 By placing an order, making payment for a service, accepting a quotation through our online platform, or otherwise instructing us electronically, the customer (“Customer”, “you” or “your”) agrees to be bound by these Terms. 

1.3 These Terms must be read together with: 

1.3.1 the description of the service purchased; 

1.3.2 any quotation, proposal or service-specific terms provided to you; 

1.3.3 our Privacy Policy; and 

1.3.4 any additional requirements communicated to you in relation to the service. 

1.4 If there is a conflict between these Terms and specific written terms contained in a quotation or service agreement accepted by you, the specific written terms shall prevail to the extent of the conflict. 

2. SERVICES 

2.1 B Doyle provides company secretarial, corporate compliance, registration, administrative, regulatory and related professional services, which may include services relating to: 

2.1.1 company and non-profit company registrations; 

2.1.2 company amendments and director changes; 

2.1.3 beneficial ownership filings; 

2.1.4 annual returns and related compliance services; 

2.1.5 securities registers, beneficial interest registers and share certificates; 

2.1.6 CIPC filings and registrations; 

2.1.7 SARS registrations and representative updates; 

2.1.8 trust, NPO and PBO-related services; Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

2.1.9 trademark and intellectual property-related applications; 

2.1.10 deregistrations and restorations; and 

2.1.11 such other corporate, administrative, legal or compliance services as may be offered from time to time. 

2.2 The exact scope of the service purchased will be as described on our website, online ordering platform, quotation or order confirmation. 

2.3 Unless expressly stated otherwise, the purchase of a service does not guarantee that an application, registration, filing or request will be approved by CIPC, SARS, the Master of the High Court, the Department of Social Development, CIPC's Intellectual Property Division, or any other governmental, regulatory or third-party authority. 

3. PLACING AN ORDER 

3.1 An order is placed when you: 

3.1.1 select the relevant service; 

3.1.2 provide the required information; 

3.1.3 accept these Terms; and 

3.1.4 make the required payment or otherwise comply with the applicable payment arrangements. 

3.2 Receipt of payment or an automated order confirmation does not necessarily mean that we have accepted the instruction. 

3.3 We may decline an instruction where: 

3.3.1 we are unable to provide the requested service; 

3.3.2 the information supplied is incomplete, inaccurate or inconsistent; 

3.3.3 the instruction would require us to act unlawfully or contrary to a regulatory requirement; 

3.3.4 required compliance, identification or verification requirements have not been satisfied; 

3.3.5 a conflict of interest exists; or 

3.3.6 there is another reasonable basis on which we cannot perform the service. Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

3.4 If we decline an instruction after payment has been received, any amount refundable will be dealt with in accordance with clause 10. 

4. CUSTOMER INFORMATION AND DOCUMENTS 

4.1 You are responsible for providing all information and documents reasonably required for us to perform the service. 

4.2 You warrant that all information and documentation supplied to us is, to the best of your knowledge: 

4.2.1 true, accurate and complete; 

4.2.2 current; 

4.2.3 not misleading; 

4.2.4 lawfully obtained; and 

4.2.5 supplied with the necessary authority and consent. 

4.3 Where you provide personal information relating to directors, shareholders, beneficial owners, trustees, beneficiaries, employees or other third parties, you confirm that you are lawfully entitled to provide that information to us for purposes of performing the requested service. 

4.4 We may request additional documents, certified copies, proof of address, resolutions, powers of attorney, mandates, signatures, identification documents or other supporting information before commencing or completing a service. 

4.5 Any estimated turnaround time will only commence once we have received: 

4.5.1 payment of all amounts required to commence the service; 

4.5.2 all required information and documentation; and 

4.5.3 all required signatures, approvals and authorisations. 

4.6 We will not be responsible for delays caused by incomplete, incorrect or late information supplied by the Customer or any third party. 

5. AUTHORITY TO INSTRUCT US Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

5.1 By placing an order, you warrant that you have the necessary authority to instruct us in relation to the relevant entity, person, trust, company, close corporation, non-profit organisation or other organisation concerned. 

5.2 Where an instruction requires the consent or approval of directors, shareholders, members, trustees, beneficial owners or other persons, you are responsible for ensuring that the necessary authority has been obtained. 

5.3 We may require written proof of such authority before acting on an instruction. 

6. FEES AND PAYMENT 

6.1 The fees applicable to a service will be those displayed on our website or online ordering platform, or contained in the quotation provided to you, at the time the order is placed. 

6.2 Prices will indicate whether they are inclusive or exclusive of Value-Added Tax (“VAT”), where applicable. 

6.3 Unless expressly stated otherwise, our professional/service fees do not include: 

6.3.1 CIPC fees; 

6.3.2 SARS charges; 

6.3.3 Master’s Office charges; 

6.3.4 government or regulatory fees; 

6.3.5 courier charges; 

6.3.6 certification, notarial or apostille charges; 

6.3.7 search fees; 

6.3.8 bank or payment-provider charges; or 

6.3.9 other third-party disbursements. 

6.4 Any additional statutory or third-party fees required to complete the service will be payable by the Customer. 

6.5 We may suspend work until all amounts required for the relevant stage of the service have been paid. 

6.6 Where a government department, regulator or third-party service provider increases its fees after an order has been placed, the Customer will be responsible for the increased amount where that amount is necessary to complete the instruction. Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

7. PAYMENT PROCESSING 

7.1 Online payments may be processed through an independent third-party payment service provider. 

7.2 Payment information submitted through a third-party payment gateway is subject to that provider's applicable terms, security measures and privacy practices. 

7.3 An order will not be regarded as paid until the relevant funds have been successfully received or confirmed. 

7.4 If a payment is reversed, dishonoured, charged back or otherwise cancelled, we may suspend the service until payment has been resolved. 

8. TURNAROUND TIMES 

8.1 Any turnaround time displayed or communicated in respect of a service is an estimate unless we expressly confirm in writing that a specific completion date is guaranteed. 

8.2 Turnaround times may be affected by matters outside our reasonable control, including: 

8.2.1 CIPC processing times or system availability; 

8.2.2 SARS processing times or system availability; 

8.2.3 delays at the Master of the High Court or other government departments; 

8.2.4 regulatory or governmental backlogs; 

8.2.5 system outages; 

8.2.6 third-party verification processes; 

8.2.7 requests for additional documentation; and 

8.2.8 circumstances of force majeure. 

8.3 B Doyle will use reasonable efforts to process instructions promptly but will not be liable for delays caused by governmental authorities, regulators or third parties outside our reasonable control. 

9. REGULATORY AND THIRD-PARTY DECISIONS Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

9.1 Certain services require applications, submissions or filings to be made to third parties or regulatory authorities. 

9.2 The final decision to accept, reject, approve, query or require amendments to an application rests with the relevant authority. 

9.3 We cannot guarantee: 

9.3.1 approval of a company or entity name; 

9.3.2 successful registration of a company, trust, NPO, PBO, trademark or other application; 

9.3.3 acceptance of a CIPC or SARS filing; 

9.3.4 approval of a restoration or deregistration; 

9.3.5 a specific processing time; or 

9.3.6 any decision which falls within the discretion of a governmental or regulatory authority. 

9.4 A rejection or request for additional information by a regulator does not, by itself, constitute a failure by B Doyle to provide the purchased service. 

10. CANCELLATIONS AND REFUNDS 

10.1 Requests to cancel a service must be submitted to us in writing. 

10.2 Any cancellation or refund will be considered having regard to the nature of the service, the work already performed, expenses already incurred, statutory requirements and any applicable rights afforded to the Customer under South African law. 

10.3 Where work has already commenced, we may deduct from any refundable amount: 

10.3.1 the reasonable value of work already performed; 

10.3.2 statutory or regulatory fees already paid; 

10.3.3 third-party expenses already incurred; and 

10.3.4 other amounts which may lawfully be deducted. 

10.4 Fees paid to CIPC, SARS, the Master, government departments or other third parties are non-refundable where the relevant third party does not refund those amounts. 

10.5 Where a service has been fully performed, no refund will ordinarily be due merely because the Customer subsequently decides that the service is no longer required, subject always to any rights that cannot lawfully be excluded. Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

10.6 Nothing in these Terms is intended to exclude or limit any right to cancel, obtain a refund or receive another remedy where such right is afforded to the Customer by applicable law and cannot lawfully be waived. 

11. CUSTOMER CHANGES AND ADDITIONAL WORK 

11.1 The price quoted applies to the scope of work specified when the order is placed. 

11.2 If you subsequently change your instructions or request additional work, we may charge an additional fee. 

11.3 We will advise you of any material additional fee before undertaking the additional work, unless the fee or basis for calculating it has already been agreed. 

11.4 Corrections required because incorrect information was supplied by the Customer may be treated as additional work. 

12. ELECTRONIC COMMUNICATIONS AND SIGNATURES 

12.1 You consent to communicating with us electronically, including by email, online forms, electronic signature platforms and other electronic means. 

12.2 To the extent permitted by law, electronic communications, instructions, approvals and signatures may be relied upon as evidence of the relevant communication, instruction, approval or agreement. 

12.3 You are responsible for ensuring that the email address, mobile number and other contact details supplied to us are correct and remain current. 

13. PROTECTION OF PERSONAL INFORMATION 

13.1 We will process personal information in accordance with applicable South African data protection legislation, including the Protection of Personal Information Act 4 of 2013 (“POPIA”). 

13.2 Personal information may be processed for purposes including: 

13.2.1 providing the services requested; 

13.2.2 verifying identities and authority; 

13.2.3 preparing documents; Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

13.2.4 making regulatory and governmental submissions; 

13.2.5 maintaining records; 

13.2.6 invoicing and payment administration; 

13.2.7 complying with legal and regulatory obligations; and 

13.2.8 communicating with the Customer regarding the service. 

13.3 Where necessary to perform the service, information may be disclosed to CIPC, SARS, the Master of the High Court, government departments, professional advisers, service providers and other relevant third parties. 

13.4 Further information regarding our processing of personal information is contained in our Privacy Policy. 

14. CONFIDENTIALITY 

14.1 We will treat confidential information received from you as confidential, subject to any disclosure required: 

14.1.1 to perform the requested service; 

14.1.2 by law; 

14.1.3 by a court or regulatory authority; or 

14.1.4 for legitimate compliance, professional or administrative purposes. 

14.2 The Customer acknowledges that regulatory filings may result in certain information becoming publicly available where required by law. 

15. INTELLECTUAL PROPERTY 

15.1 All intellectual property in our website, templates, processes, methodologies, standard documents, branding and proprietary materials remains owned by B Doyle or the relevant rights holder. 

15.2 Payment for a service does not transfer ownership of our underlying templates, systems, methodologies or intellectual property unless expressly agreed in writing. 

15.3 Documents specifically prepared for a Customer may be used by that Customer for the purpose for which they were prepared, subject to any specific terms applicable to the service. Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

16. LIMITATION OF LIABILITY 

16.1 B Doyle will perform the services with reasonable care and skill. 

16.2 To the extent permitted by law, we will not be liable for loss or damage arising directly from: 

16.2.1 inaccurate, incomplete or misleading information supplied by the Customer or a third party; 

16.2.2 delays, failures or decisions of CIPC, SARS, the Master, government departments, regulatory authorities or other third parties; 

16.2.3 system outages or technical failures outside our reasonable control; 

16.2.4 the Customer's failure to provide documents or instructions timeously; or 

16.2.5 the Customer acting contrary to advice or instructions provided by us. 

16.3 Nothing in these Terms excludes or limits liability where such liability cannot lawfully be excluded or limited. 

16.4 No provision of these Terms is intended to waive or restrict any rights available to a consumer under the Consumer Protection Act 68 of 2008 (“CPA”), where the CPA applies. 

17. CUSTOMER RESPONSIBILITY FOR ONGOING COMPLIANCE 

17.1 Unless the Customer has purchased an ongoing compliance or subscription service which expressly includes ongoing monitoring, the services provided are transactional and limited to the particular service purchased. 

17.2 Completion of a particular service does not mean that B Doyle assumes responsibility for the Customer's future statutory or regulatory compliance. 

17.3 The Customer remains responsible for ensuring that future annual returns, beneficial ownership filings, tax obligations, statutory records and other compliance requirements are attended to when due, unless responsibility for a particular obligation has expressly been included in an ongoing service purchased from us. 

18. SUSPENSION OR TERMINATION OF SERVICES 

18.1 We may suspend or terminate an instruction where: Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

18.1.1 amounts due remain unpaid; 

18.1.2 required information or documentation is not provided; 

18.1.3 we reasonably suspect fraud, unlawful conduct or unauthorised instructions; 

18.1.4 continuing to act would cause us to breach a legal or regulatory obligation; or 

18.1.5 the Customer materially breaches these Terms. 

18.2 Where reasonably practicable and legally permissible, we will notify the Customer of the suspension or termination. 

19. FORCE MAJEURE 

Neither party will be liable for a failure or delay caused by circumstances beyond its reasonable control, including natural disasters, governmental action, strikes, widespread telecommunications or internet failures, electricity supply interruptions, cyber incidents affecting third-party infrastructure, regulatory system outages or other events which could not reasonably have been prevented. 

20. NOTICES AND CONTACT DETAILS 

20.1 Communications relating to an order may be sent to the email address supplied by the Customer when placing the order. 

20.2 Notices to B Doyle may be sent to: 

Email: info@bdoyle.co.za Telephone: 011 268 6652 Website: www.bdoyle.co.za 

20.3 The Customer must notify us if their contact details change while a service remains in progress. 

21. COMPLAINTS 

21.1 If you are dissatisfied with a service, you should notify us in writing and provide sufficient information for us to investigate the matter. 

21.2 We will endeavour to investigate and respond to complaints within a reasonable period. Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

21.3 Nothing in this clause prevents a Customer from exercising any statutory remedy available under applicable South African law. 

22. CHANGES TO THESE TERMS 

22.1 We may amend these Terms from time to time. 

22.2 The Terms applicable to a particular online purchase will ordinarily be the version presented to and accepted by the Customer when the order was placed. 

22.3 An amendment will not retrospectively remove any accrued statutory rights of a Customer. 

23. GOVERNING LAW AND JURISDICTION 

23.1 These Terms are governed by the laws of the Republic of South Africa. 

23.2 Subject to any mandatory consumer protection or other applicable legislation, the parties submit to the jurisdiction of the courts of the Republic of South Africa. 

24. GENERAL 

24.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply to the extent permitted by law. 

24.2 A failure or delay by B Doyle to exercise a right under these Terms does not constitute a waiver of that right. 

24.3 These Terms, together with the applicable service description, quotation, order confirmation and incorporated policies, constitute the agreement relating to the online service purchased. 

24.4 Nothing in these Terms is intended to exclude, waive or limit any provision of the Electronic Communications and Transactions Act 25 of 2002, the Consumer Protection Act 68 of 2008, POPIA or any other applicable legislation where such provision cannot lawfully be excluded. 

25. ACCEPTANCE Registration Number: 1996 / 026604 / 23 Members: M Templeton, L Templeton, GM Bishop 

By selecting “I accept the Terms and Conditions”, placing an order and/or making payment, you acknowledge that: 

(a) you have read and understood these Terms; 

(b) you agree to be bound by them; 

(c) the information provided by you is accurate and complete; 

(d) you have authority to instruct B Doyle to provide the service; and 

(e) where the service requires submission to a regulatory or governmental authority, you understand that B Doyle cannot guarantee the decision or processing time of that authority.