1. DEFINITIONS

These Terms use certain capitalised terms that are also used in Your Agreement. For example, terms such as Product, Initial Payment, Credit Payment and Total Payment have the same meaning when they are used in these Terms and in Your Agreement. These Terms also have the following additional defined terms:

2. THE CREDIT PAYMENT

You agree to pay the applicable Credit Payment by the due date according to the Payment Schedule of the Credit Agreement (or in advance at Your choosing and You agree that the applicable Credit Payment, shall be applied toward Your M-KOPA outstanding balance, until You have paid the Total Payment within the period as set out in the Agreement. The Credit Payment is non-refundable under any circumstance, including upon return of the Product pursuant to paragraph 12 (Return of Product).

If You purchase any Additional Product, you shall enter a new credit agreement with M-KOPA in which the Credit Payment may change.
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3. PAYMENT METHOD

The Initial Payment and all applicable Credit Payments towards purchase of the Product and/or any Additional Product shall be made through either of the following channels:

NO ALTERNATIVE FORMS OF PAYMENT WILL BE ACCEPTED OR CONSIDERED VALID BY M-KOPA.

4. PRODUCT DEACTIVATION AND CREDIT REPORTING

If You fail to fulfil Your contractual obligations including keeping current on Your Credit Payments, M-KOPA may deactivate Your Product (including by exercising a seller’s lien as applicable under this credit sale arrangement) until You become current again in Your Credit Payments. This could require the payment of more than one Credit Payment in order to unblock Your Account.

5. ADDITIONAL PRODUCTS AND PROMOTIONS

Once You complete payment for the Initial Product with a good credit performance, You will be eligible to apply for Additional Products. For the avoidance of doubt, the Additional Product can be another Product or any other product that M-KOPA is offering as an Additional Product.  If You successfully purchase an Additional Product, You agree that such Additional Product will be subject to the terms and conditions of specific to that Additional Product as well as, these Terms. In this context, the term “Product” will include an Additional Product.

M-KOPA may from time to time identify You as eligible for various promotions and offers (such as airtime, data bundles and others). The available offers and promotions and their applicable terms and conditions will be communicated to you via the M-KOPA App, SMS or WhatsApp. Those terms and conditions will be additional to the Agreement and these Terms. M-KOPA reserves the right to amend or vary the terms and conditions relating to such promotions or offers.  You may opt out of receiving such promotions and offers by emailing dataprivacy@m-kopa.com or contacting M-KOPA Customer Service (details are above).

6. M-KOPA ADMINISTRATIVE RIGHT OVER YOUR PRODUCT

You understand and acknowledge that:
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6.1. the Product will be paired with the SIM card You present to M-KOPA on activation of Your Product at the point of purchase. Removing that SIM card from the Product at any time during the Term will render the Product inactive.

6.2. M-KOPA shall have certain administration rights over Your Product which will allow M-KOPA to restrict usage of and potentially block or disable the Product (including by exercising a seller’s lien as applicable under this credit sale arrangement) if Your Credit Payment is not paid or Your Account is otherwise in arrears.
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You shall not alter the administration rights granted to M-KOPA on the Product. Any breach or attempted breach of this obligation will void the warranty of the Product and violate the intellectual property rights of M-KOPA and the relevant Product manufacturer and will entitle M-KOPA to exercise any of its rights or remedies under paragraph 14 (Ownership of Product) below.

7. INTENDED USE ONLY

All Products should be used solely in accordance with the instructions provided in the relevant Product instruction manuals and Product end-user license agreements (where applicable). Further, Your Product must be maintained in proper repair and working condition in order to receive any applicable refund on Your Product and You agree that if You contravene any of the instructions provided in the Product manuals, it will result in the forfeiture of the warranty of the Product.

8. CONTACT INFORMATION

You consent that M-KOPA will call and/or send electronic communications to the contact information which You provide in the Agreement. You are solely responsible for the accuracy of such information and must ensure that all contact information provided to M-KOPA is complete and accurate in order to allow M-KOPA to contact You or the Alternative Contact Person during reasonable hours regarding Your Account.

You agree that it is Your sole responsibility to keep your contact information current and You will be deemed to have received any notice issued based on the contact information provided by You to M-KOPA, whether or not You actually receive the information.

9. LOST, STOLEN OR DAMAGED PRODUCTS

You understand that M-KOPA is not responsible for the recovery of lost or stolen Products and does not track lost or stolen Products.

If Your Product is lost or stolen at any point, during or after the term of the Agreement, it is Your responsibility to report the matter to the appropriate police authorities. You further agree that even if the Product gets lost, stolen or damaged while out-of-warranty, You will be responsible for paying the applicable Credit Payment and the Total Payment for your Product.

10. DEVICE PROTECTION

To the extent this paragraph is applicable to You, by reason of purchasing an Eligible Product (as defined below), the following definitions will apply to this paragraph 10:

10.1.  Eligibilityfor Device Protection

M-KOPA offers You the Device Protection service for the Eligible Product in line with this paragraph 11.
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i. To be eligible for the Device Protection service it is important that Your Credit Repayments are up to date.
ii. You understand that You can apply for the service at any time during the 6- or 12-month payment period (as selected at purchase of the Eligible Product) (the Service Period). Device Protection will not be available to You after the Service Period.

10.2.  The Service

To apply for the service, you must meet the following requirements and submit the documents set out below to the nearest M-KOPA service center or shop:
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If your application for either of the services above is approved, the Eligible Product will be repaired and/or replaced within the timelines set out above or as will be communicated to You by M-KOPA from time to time. If the Eligible Product is approved for a replacement, You understand that the replacement will either be (i) a product unit of a similar model (ii) an M-KOPA refurbished product unit or (ii) a new product unit. You also understand that You can only apply for one service during the Service Period.

Please note that the Device Protection service is not an insurance product.
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11. WARRANTIES

M-KOPA will repair or replace a Product, in accordance with the warranty terms provided by the Product manufacturer. The warranty is valid only if the Product is used as instructed and is not tampered with, opened, modified and/or used in ways not authorized by M-KOPA, the Agreement and these Terms. The warranty period is as set out in the instruction manual for the relevant Product. M-KOPA reserves the right not to accept any Product that is returned under warranty. Approval from M-KOPA’s customer service is required before a Product can be returned to an M-KOPA service center or shop for repair or replacement. Once approval has been obtained, You should return Your faulty Product to the nearest M- KOPA shop or authorized service center for repairs or replacement.

You may contact M-KOPA for out-of-warranty repairs.
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12. RETURN OF PRODUCT

You may return Your Product if it is in good working condition to any of M-KOPA’s retail stores or qualified dealers at any time during the term of the Agreement, provided that You do not have any contractual commitments, or encumbrances from third parties attached to your Product. Your Product will be evaluated, and You shall:

12.1. be eligible for a refund of Your Initial Payment either in full or in part depending on the evaluated condition of Your Product; and

12.2. be released from Your remaining Credit Payment obligation under the Agreement.
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13. M-KOPA RESPONSIBILITIES

13.1. Inform of Approval
M-KOPA will communicate to You its approval or disapproval of the Agreement by SMS, email or phone call within seven (7) days of receiving the signed Agreement.

13.2. Activate the Product
M-KOPA will ensure the Product is activated once the Initial Payment is received and, thereafter, whenever Your Account has a positive credit balance. M-KOPA shall not accept responsibility if a Product does not receive credit due to third party system or network outages which result in a failure for a Product to receive credits

13.3. End Billing when Total Payment is Paid
M-KOPA will complete billing for the Product and end further Credit Payment requirements once the Total Payment of the Product is settled.
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13.4. Protection of Personal Data and/or Personal Information
M-KOPA agrees to implement appropriate and reasonable measures to protect your personal information in accordance with the prevailing data protection and consumer protection laws unless required to disclose such information by law or in accordance with these Terms and the Privacy Notice.

13.5. Ownership of Carbon Credits
M-KOPA shall have absolute and sole ownership of the carbon credits obtained from the usage of the Product.
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14. OWNERSHIP OF THE PRODUCT

You understand that You shall take ownership of the Product at purchase under a credit sale arrangement but that M-KOPA and/or the Product manufacturer (as applicable) shall at all times retain ownership to all of its Intellectual Property that subsists in, is related to and/or is used to operate the Product and the data generated therefrom (the “Product Intellectual Property”), in both cases even after the Total Payment is paid.  You must not at any time tamper, open, alter the administration rights, reverse engineer, misappropriate, modify or attempt to do any of the above and/or use the Product or the Product Intellectual Property in any fraudulent or other way not authorized by M-KOPA and/or the Product manufacturer (as applicable) or aid any third party to do the same.

For avoidance of doubt any tampering and /or modification of the M-KOPA Intellectual Property shall constitute willful destruction of M-KOPA’s property and may result in criminal charges and such other civil actions being brought against any person, whether You or a third party, found to have tampered and/or modified the M-KOPA’s Intellectual Property regardless of whether the Total Payment of the Product has been paid.

Any violation of paragraph 6 (M-KOPA Administrative Rights over Product), paragraph 14 (Ownership of Product) and any other term related to Product Intellectual Property will be a fundamental breach of the Agreement and will entitle M-KOPA to exercise any rights or remedies available at law or equity, including without limitation 1) immediate cancellation or rescission of the Agreement; 2) retention of the Product; and 3) forfeiture of the Product warranty, voiding any right to a refund.
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15. ASSIGNMENT

You agree that You will not transfer or assign any rights or obligations under the Agreement without the prior written consent of M-KOPA. M-KOPA has the right to transfer or assign the Agreement or any right or obligation under the Agreement at any time. Further, You consent to such assignment by M- KOPA of any rights or obligations therein, provided that such transfer does not alter Your rights and obligations under the Agreement to Your detriment.
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16. INSPECTION OF M-KOPA

You agree to grant to M-KOPA, its employees or agents all reasonable facilities and opportunity for the inspection of the Product at any time, subject to reasonable notice, including but not limited to with respect to any repair services, for the purpose of investigating any fraudulent uses of the Product during the term of the Agreement.
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17. THIRD-PARTY CHARGES

You acknowledge You may communicate with M-KOPA using various Communication Channels to perform certain transactions on Your Account. You agree that such communication is made possible by third-party service providers which may incur additional charges. These third-party charges are separate from the Credit Payment and are paid by You directly to the third-party service provider whether disclosed by the third-party service provider in advance or otherwise. You accept that all charges payable to third-party service providers, including all applicable taxes, are Your sole responsibility.

You acknowledge You may communicate with M-KOPA. You agree that such communication is made possible by third-party service providers. These third-party charges are separate from the Credit Charge and must be paid directly to the third-party service provider regardless of whether disclosed by the third-party service provider in advance or otherwise. You accept that all charges from third-party service providers, including any applicable taxes, are Your sole responsibility.
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18. GENERAL PROVISIONS

18.1. M-KOPA encourages You to report any abuse and or suspicions or concerns regarding fraud by any employee or agent of M-KOPA. To initiate a report, please email CustomerProtection@m-kopa.com. You can choose to be anonymous but, providing Your contact information may help M-KOPA with the investigation process. M-KOPA is committed to protecting those who report fraud and will not tolerate any retaliation or adverse actions against those who report in good faith. However, deliberately making false reports to harm an employee or M-KOPA is prohibited and may lead to legal action. Your identity as a reporter will be kept confidential as much as possible and will only be disclosed to those who need to know for investigation or legal reasons.

18.2. No waiver of these Terms by M-KOPA will be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure of M-KOPA to assert a right or provision under these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision will be modified to reflect the M- KOPA’s and Your intention or eliminated to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

18.3. M-KOPA reserves the right, at any time, to change, vary, amend or replace these Terms and any rules relating to Your purchase, its products and services and to modify its products and services at its discretion, with notice to You.

18.4. No provision of these Terms is intended to contravene the applicable consumer protection legislation, and therefore all provisions of these Terms must be treated as being qualified, to the extent necessary, to ensure that the applicable consumer protection legislation is complied with.

18.5. These Terms will be governed and construed in accordance with the applicable laws of Republic of South Africa.  Any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by, construed and determined in accordance with the applicable law of Republic of South Africa, and you consent to the non-exclusive jurisdiction of the Gauteng Local Division of the High Court of South Africa (Johannesburg).