DEFINITIONS AND INTERPRETATION

1.1 In these Conditions, the following definitions apply:

Benefits: means the benefits made available to clients by Pro-Concierge or its nominated suppliers.

Terms and conditions: theterms and conditions stipulation can be amended from time to time.

Website: means the website located at www.pro-concierge.com

Request: means a request placed by a client or prospective client with Pro-Concierge for Pro-Concierge to arrange the supply of services or goods from a third party on the client’s behalf.

Services: means the concierge/majordomo/ lifestyle management services provided by Pro-Concierge to its clients.

Supplier means a supplier engaged by Pro-Concierge on behalf of and as an agent, to provide goods and/or services to its clients.

1.2 In these terms and conditions, the following rules apply:

(a) a person includes a natural person, corporate or unincorporated body (irrespective of having a separate legal personality)

(b) a reference to a party includes its personal representatives, successors or permitted assigns.

(c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.

(d) any phrase introduced by the terms including, include, or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and

(e) a reference to writing or written includes e-mails.

2. Clients

2.1 You are obliged to provide correct personal details when you request services from Pro-Concierge. It is your responsibility to provide accurate information, it is a continuousobligation, and you must notify Pro-Concierge promptly if any relevant information changes so as not to disrupt delivery of goods/services.

2.2 Pro-Concierge operates in several territories worldwide.

2.3 Pro-Concierge will take all steps reasonably necessary to ensure that your data is treated securely and in accordance with the Pro-Concierge privacy policy, further details of which are set out in Clause 9.1. Please note that all information you provide to us is stored on our secure servers. Any payment transactions carried out by Pro-Concierge, or our chosen third-party provider of payment processing services will be encrypted.

2.4Pro-Concierge reserve the right to refuse to provide the services/goods should any payment due not be received.

2.5Pro-Concierge may at your request purchase goods or services on your behalf. If we act as a credit agent in this regard, you will be required to settle the amount due within the timeframes detailed.

3. SUPPLY OF SERVICES

3.1 Pro-Concierge shall supply the goods/services to the client in accordance with the request/s, provided that Pro-Concierge shall not be required to provide or facilitate the supply of goods and/or services that it deems at its sole discretion may violate applicable laws, standards and/or regulations or may offend taste and decency in the relevant jurisdiction.

3.2 Pro-Concierge shall use its reasonable endeavours to meet any performance dates specified, but any such dates shall be estimates only and time shall not be of the essence for performance of any services.

3.3 Pro-Concierge shall have the right to make any changes to the services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and Pro-Concierge shall notify the client in any such event.

3.4 Services will be provided in English.

3.5 Outside normal business hours (or as may otherwise be required from time to time), client queries and/or requests may be routed to an alternative office for assistance. At such times, services will be provided in the English language.

3.6 You acknowledge that Pro-Concierge reserves the right to accept commissions upon the supply of products or performance of services by any Supplier.

3.7 Telephone calls to Pro-Concierge may be monitored or recorded for training and quality control purposes.

3.8 Pro-Concierge shall provide the services using reasonable care and skill and, as far as reasonably possible, in accordance with client requests and reasonable instructions and timeframes.

3.9 Restaurants and clubs:

(a) When you use the Pro-Concierge booking service you hereby authorise us to debit your nominated payment card for any deposit paid by us on your behalf to the supplier which would be forfeited because ofthe cancellation of the booking.

(c) Pro-Concierge reserves the right to deny any booking requests from clients if clients repeatedly fail to honour their bookings or continuously violate cancellation policies.

(d) Admission of clients to any supplier premises is always at the sole discretion of the supplier and Pro-Concierge shall have no liability where a client is refused admission.

3.10 Tickets:

(a) Pro-Concierge may be able to obtain best available tickets for you in relation to sold out events through one of its ticket agent partners. Please note that by instructing Pro-Concierge to obtain such tickets on your behalf you are agreeing to purchase tickets above face value and the total cost may include a service charge to Pro-Concierge in respect of our provision of services to obtain the tickets for you. Pro-Concierge is not the seller of the tickets and is therefore not responsible for fulfilment of your order.

(b) All such tickets and ticket agent partners (who shall be the seller in respect of the transaction) shall have their own terms and conditions (which we adviseshould be read). Such terms and conditions are likely to include terms which state that sales of tickets are final, and no refunds shall be issued after the purchase has been made. Pro-Concierge shall not be able to provide you with any refund or obtain any such refund on your behalf.

(c) In the event of a show being cancelled directly by the artist/promoter, it may be possible to obtain a refund of the face value of the relevant tickets.

(d) Pro-Concierge or its ticket agent partner will despatch your tickets through delivery agents at standard rates. Please note that while Pro-Concierge will take reasonable care it shall not be liable for any failure by delivery agents to deliver your tickets.

4. PLACING A REQUEST

4.1 Clients may place requests by telephone, text, messaging app, e-mail or through the enquiry form on the website.

4.2Pro-Concierge, acting reasonably, reserves the right to withdraw any of the services and/or to refuse to accept any requests at its sole discretion.

4.3If Pro-Concierge is unable or not obliged to deal with any request, Pro-Concierge will inform the clientwithin a reasonable timeframe.

4.4Clients undertake that all details provided to us for the purpose of booking, ordering, or purchasing products or services are correct, that the debit, credit and/or payment card you use from time to time is your own and that you have sufficient funds to cover the cost of the product or service.

4.5 From time to time the procurement or provision of certain services, products or benefits may incur a services fee or handling charge (of which you will be notified in advance, and which may vary and in such an event you hereby authorise Pro-Concierge to debit your payment card with any such handling charges or, alternatively, to invoice you in respect of such fees or charges.

5. CANCELLATIONS, REFUNDS AND RETURNS

5.1 The client acknowledges that the sales contract for the supply of goods and/or services made because of a request is between the client and the relevant supplier and that Pro-Concierge is not a party to such contract. On instruction from clients tocancel contracts with suppliers, Pro-Concierge will liaise with the supplier on the client’s behalf but will be subject to the relevant supplier’s policies.

5.2 If a request for a specific product or service is not available, Pro-Concierge may offer substitute products or services of a similar description and standard. Clients may at their sole discretion refuse acceptance of such substitute goods and/or services and request a full refund if payment has already been made to the supplier for the unavailable product or service.

5.3 All descriptions of any products, services or benefits on the website or any communications have been approved by the relevant supplier.  Pro-Concierge shall not be liable for inaccurate or misleading descriptions.

5.4 Payment for all products and services shall be due immediately upon acceptance of the order by the relevant supplier.

5.5 The client further acknowledges that for goods purchased on his or her behalf by Pro-Concierge directly from a supplier, returns and exchanges will be subject to the terms and conditions of that supplier and returns or exchange of goods purchased may not always be permitted. In circumstances where Pro-Concierge is asked to source a specific item for a client, Pro-Concierge shall inform the client of the refund and exchange policy of that supplier in advance. Pro-Concierge shall not be liable to the Client where a Supplier does not accept the return or exchange of an item.

5.6 It shall be the client’s sole responsibility to retain all proof of return of goods to a supplier, we recommend returning the goods by registered delivery, or by any other similar means of ascertaining the date of the return dispatch and tracking the return.

5.7 Pro-Concierge will inform you when we become aware that a refund of an order has been processed by a supplier.

5.8 Where orders are delivered internationally, any applicable customs duties and sales taxes shall not be payable or refundable through Pro-Concierge. It shall be the client’s sole responsibility to make payment or recover such monies. Pro-Concierge shall have no liability for any items held by any customs or border agency.

5.9 In the case of premium courier services, if the client is not at the specified delivery address to receive their order at the scheduled time, the client may incur further charges for subsequent attempts to re-deliver the goods.

6. SUPPLIERS

6.1 Suppliers are responsible for providing you with the services, products and benefits you request us to order on your behalf from time to time. Pro-Concierge shall communicate with suppliers on your behalf.

6.2 Suppliers may impose their own terms and conditions which, in every case apply to the supply of goods and/or services by that supplier to you, and such terms and conditions shall be binding upon you at the time of order.

6.3 When ordering a product or service or accessing a benefit, you may be required to provide your payment card details. If you request and authorise Pro-Concierge to use your payment card to pay a supplier for products or services, you acknowledge and agree that Pro-Concierge shall have no liability or be responsible in any way whatsoever in respect of the use of your payment card provided that Pro-Concierge acts in accordance with the instructions issued by you in relation thereof.

6.4 You acknowledge that the benefits are subject to availability and may change from time to time without notice.

6.5 If Pro-Concierge’s performance of any of its obligations under these conditions is prevented or delayed by any act or omission by the client or failure by the client to perform any relevant obligation (Client default):

(a) Pro-Concierge shall without limiting its other rights or remedies have the right to suspend performance of the services until the client remedies the client default, and to rely on the clientdefault to relieve it from the performance of any of its obligations to the extent the client default prevents or delays Pro-Concierge’s performance of any of its obligations.

(b)  Pro-Concierge shall not be liable for any costs or losses sustained or incurred by the client arising directly or indirectly from Pro-Concierge’s failure or delay to perform any of its obligations.

(c) the client shall reimburse Pro-Concierge on written demand for any costs or losses sustained or incurred by Pro-Concierge arising directly or indirectly from the clientdefault.

7. LIMITATION OF LIABILITY

7.1 Nothing in these terms and conditions shall limit or exclude Pro-Concierge’s liability for:

(a) death or personal injury caused by its negligence, or the negligence of its employees, agents, or subcontractors.

(b) fraud or fraudulent misrepresentation; or

(c) breach of the terms implied by section 3 of the Supply of Goods and Services Act 1982 (title and quiet possession).

7.2 Subject to clause 8.1:

(a) Pro-Concierge shall not be liable to the client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profits, loss of business, depletion of goodwill and/or similar losses, loss of anticipated savings, loss of goods; or, loss of contract, or loss of use or, loss of corruption of data or information whether direct or indirect or, any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses arising from

(b) Pro-Concierge’s total liability to the client in respect of all other losses arising under or in connection with their association, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total

7.3 Your contract for the supply of products or services is made with the relevant supplier only. Pro-Concierge acts as an agent for the Supplier and, unless expressly provided otherwise, all your rights and remedies are against the Supplier.

7.4 You acknowledge that any contract entered by you with any supplier is an independent contract. Pro-Concierge hereby disclaims all liability for any act or omission of any supplier, or any loss incurred by you as a result of any act or omission of a supplier whether or not arranged through Pro-Concierge.

7.5 Pro-Concierge shall have no liability to you for any loss, damage, costs, expenses, or other claims for compensation arising from Requests or any instructions supplied by you which are incomplete, incorrect, or inaccurate or arising from their late arrival or non-arrival, or any client default.

7.6 Pro-Concierge shall not be liable to you or be deemed to be in breach of these Conditions by reason of any delay in performing, or any failure to perform, any of Pro-Concierge’s obligations in relation to the Services, if the delay or failure was due to any cause beyond Pro-Concierge’s reasonable control.

7.7 Except as expressly set out in these conditions, all warranties, conditions, and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from these terms and conditions.

7.8 This clause 8 shall survive termination of these conditions.

8. COMMENCEMENT AND TERMINATION

8.1 These terms and conditions shall take effect and be binding upon the client and Pro-Concierge upon provision of goods/services and for the duration of the relationship. These terms and conditions shall be applicable for the duration of the relationship with Pro-Concierge and shall only cease to have effect upon the expiry or termination of therelationship. You agree that your only rights and remedies under these conditions shall be against Pro-Concierge and no other entity.

9. GENERAL

9.1 Privacy and Data Protection

The services are subject to the Pro-Concierge privacy policy, incorporated into these terms and conditions by reference and set out at the following web address: www.pro-concierge.com

Privacy Policy willalways apply in relation to any data that we collect from you.

9.2 Assignment and subcontracting:

(a) Pro-Concierge may at any time assign, transfer, charge, subcontract, or deal in any other manner with all or any of its rights under these Conditions and may subcontract or delegate in any manner any or all its obligations under these Conditions to any third party or agent.

(b) The client shall not, without the prior written consent of Pro-Concierge, assign, transfer, charge, subcontract, or deal in any other manner with all or any of its rights or obligations under these Conditions.

9.3 Waiver:

(a) A waiver of any right under these terms and conditions is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.

(b) Unless specifically provided otherwise, rights arising under these terms and conditions are cumulative and do not exclude rights provided by law.

9.4 Severance:

(a) If a court or any other competent authority finds that any provision of these terms and conditions (or part of any provision) is invalid, illegal, or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provisions of these Conditions shall not be affected.

(b) If any invalid, unenforceable or illegal provision of these terms and conditions would be valid, enforceable, and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid, and enforceable.

9.5 Variation: Pro-Conciergemay vary these Conditions from time to time and will notify you of any changes in a timely manner. Notification will be by one or all the following: newsletter, the website, by email or by phone. Your continued use of Pro-Concierge’s service offering

 constitutes acceptance of such variations to these Conditions.

9.6 No partnership: Nothing in these terms and conditions is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between any of the parties, nor constitute any party the agent of another party for any purpose. No party shall have authority to act as agent for, or to bind, the other party in any way.

9.7 Third parties: A person who is not a party to these terms and conditions shall not have any rights under or in connection with it.

9.8 Governing law and jurisdiction: These terms and conditions, and 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, and construed in accordance with, South African law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of South Africa.