Service Level Agreement

SERVICE LEVEL AGREEMENT

between

SA Stay (Pty) Ltd

(Reg. Nr: 2024/164379/07)

a company registered in accordance with the laws of South Africa and having its registered address at 24 Wessels Road, Cape Town, 7441, South Africa

(hereinafter referred to as “SA Stay”)

and

Client

(hereinafter referred to as “the Client”)

(together the “Parties” and each a “Party”)

Whereas SA Stay provides specialist advices and services in respect of South African immigration and related matters (“the Services”) and the Client has requested Services be provided to it by SA Stay, the Parties agree:

  1. Interpretation:
    • Clause headings are for reference purposes only and shall not influence interpretation;
    • References to persons include juristic and natural persons and references to any singular or plural includes the other;
    • If any provision in a definition is a substantive provision conferring rights or imposing obligations, effect shall be given to it as if it were a substantive provision in the body of the Agreement;
    • Any term defined in this Agreement, shall have the same meaning in any annexure, appendices or schedule thereto;
    • Where figures are referred to in numerals and words, words shall prevail in the event of contradiction;
    • All annexures, appendices or schedules hereto shall be deemed incorporated in this agreement and forms an integral part hereof;
    • Any notice to be given in terms of this Agreement, shall be in writing;
    • Reference to days, months or years shall be in terms of the Gregorian calendar and durations shall be reckoned exclusive of the first and inclusive of the last day;
    • This entire agreement shall be interpreted, construed, executed and governed in accordance with the laws of South African law and disputes in respect hereof shall be determined by AFSA arbitration, conducted remotely where possible.
  2. Definitions:
    • “Applicant/s” means (Full Name and Surname as per passport), a (Nationality) citizen per passport number (passport number) / or such person/s as may be requested by the Client and confirmed as accepted by SA Stay in writing from time to time;
    • “Department” or “DHA” means the Department of Home Affairs, or other government department, agency or entity involved in the application for, administration, adjudication or provision of visas, permits and other immigration related processes;
    • “POPIA” means the Protection of Personal Information Act 4 of 2013;
    • “Third Party” means any other authority, service provider or entity involved in the application for, administration, adjudication or provision of visas, permits and other immigration related processes;
  3. Duration and Termination:
    • Unless terminated in accordance with the terms hereof, this agreement shall remain in effect until the Services as confirmed in an invoice have been finalised;
    • Either Party may terminate this agreement on 1 month’s written notice, or such lesser period as may be reasonable in circumstances, and upon which SA Stay may, in its sole discretion, retain any funds received as reasonable remuneration for services rendered to date of termination, with a non-refundable 50% deposit being applicable;
    • SA Stay reserves the right to summarily terminate this agreement in the event that it has reasonable cause to suspect dishonest or fraudulent conduct on the part of the Client or Applicant;
  4. Fees and Payment:
    • Fees are confirmed in an invoice and are exclusive of VAT (15%) and VAT is subject to legal accounting practices in The Republic of South Africa
    • 50% of the total amount invoiced must be paid before Services will be rendered.
    • Payment of the initial 50% fee is confirmation and acceptance of this Agreement, irrespective of whether this Agreement is signed.
    • The remaining balance to be paid prior to the release of the completed application pack.
    • Please note that the initial 50% is a non-refundable commencement fee.
    • Any variation in the Services after invoicing may result in additional fees;
    • Any disbursements or fees payable to third parties must be settled by the Client and will be in addition to SA Stay’s fees.
    • Certain disbursements, including without limitation, translator’s fees and courier costs, may be charged and invoiced to the Client only after the initial invoice and the Client remains responsible to settle any such further invoices immediately;
    • Fees are payable by way of EFT and any banking fees or costs applied shall be for the Client’s account.
    • Banking details are as stated below and confirmed in an invoice, however the Client bears the duty to confirm banking details prior to making payment, as SA Stay does not accept liability for any incorrect payments made and Client will remain liable to settle any fees due.

Banking Details:

Account Name:     SA-Stay

Bank:                     Capitec Business Bank

Account Nr:           1052066852

Reference Nr:       (Insert)

 

The Services and estimated fees/costs in respect thereof are:

Third Party costs/fees are subject to change without notice and the Client remains liable to settle all such costs/fees. SA Stay is not responsible for any costs/fees due to a Third Party.

  1. Duties and obligations:
    • SA Stay’s duties:
      • Providing a guiding document checklist(s) with requirements in accordance with the Immigration Act and Regulations, aligned to industry standards and best practices.
      • Providing drafts and/or templates for necessary documents, to be completed and signed by the Customer and/or Applicant and/or a third party
      • Capturing and/or completion of applicable and/or prescribed forms.
      • Quality control and revision of documents provided by or on behalf of the Client and/or Applicant.
      • Preparation of a draft application pack, with guidance on completion, including advices on additional documents or information required, or instructions where documents must be updated or replaced.
      • Providing general guidance on submission of application, in accordance with the information received from the DHA, VFS and/or Embassy/Consular.
      • Pre-submission call to review the completed application pack with the Applicant, where required.
      • Providing guidance to Client/Applicant on post-submission follow-up.
      • Revision of issued outcome on receipt.
    • Client and/or Applicant’s obligations
      • Provide complete and accurate information and documentation as requested by the consultant within the allocated time frame. Any inaccurate information provided may result in additional fees being incurred or it may result in inability to finalise application and forfeiture of deposit
      • On request for further information or documentation, promptly reply and provide the necessary documents when a modification or an update is made.
      • All documents to be provided a minimum of 10 working days prior to planned submission date.
      • Prompt payment of any fees payable to third parties on advice and confirmation from SA Stay. Failure to pay Third Party may result in inability to finalise application and may result in termination of services and forfeiture of deposit.
      • Submission of own application, either in person or third party, depending on DHA/VFS/SA Embassy or Consular Authority specific requirements
  1. Discretionary reimbursement:
    • In the event that the Client terminates this agreement, SA Stay will, in its sole discretion, endeavour to reimburse the remaining balance, or part thereof, taking into account the time spent, services rendered and/or costs incurred in respect of the Services.
    • 50% is a non-refundable fee, with 75% being deemed payable when SA Stay has been in regular contact with the Client/Applicant and have exchanged documents and 100% deemed payable where the draft application pack has been dispatched to the Client/Applicant, requiring minor input or personal documents, or anytime thereafter;
  2. Limitation of liability:
    • SA Stay’s maximum liability for any claim for damages, out of or in connection with any cause arising form this Agreement, whether in contract, delict or any other cause of action, will in any event not exceed the amount paid by the Client to SA Stay for the Services, exclusive of any disbursements and VAT
    • SA Stay shall not be liable for any incidental, consequential, special or punitive losses, or any other losses, damages or expenses directly or indirectly incurred by the Client/Applicant, including but not limited to, lost profits, opportunity costs, travel expenses, etc., even if SA Stay had been advised of its possible existence, unless it is finally determined that the loss or damage was caused by fraud, wilful misconduct or gross negligence on the part of SA Stay.
    • SA Stay shall under no circumstances be liable for incidental or consequential losses, or any other loss, damages (including damage to reputation) or expenses directly or indirectly incurred by the Customer and/or the Applicant arising from the Department taking any action against the Customer and/or the Applicant based on information which indicates that the Customer and/or the Applicant have at any time engaged in any fraudulent or illegal activities or made any misrepresentations to the Department or otherwise in order to facilitate the Applicant’s sojourn in South Africa. The Customer and the Applicant hereby, jointly and severally, indemnify SA Stay against any loss, damage or expense (of whatever nature and howsoever arising) that SA Stay may suffer as a result of, directly or indirectly attributable to the aforesaid fraudulent or illegal activities or misrepresentations.
    • SA Stay shall not be liable for the information contained in any of the applications lodged and shall further not be liable for the authenticity of any supporting documentation provided by the Client/Applicant/Third Party. SA Stay is reliant on the information and documentation received from the Client/Applicant and shall not be liable for any loss, damage, costs or expenses whatsoever and however caused, incurred, sustained or arising from incorrect information or a failure to disclose such information to SA Stay or from incorrect and/or incomplete information furnished to SA Stay, or from any misrepresentation.
  3. Privacy and data protection:
    • All data will be collected and processed for the sole purpose of rendering the Services in accordance with the terms and conditions of this Agreement, unless the Client/Applicant consents to use of the information for another purposes.
    • The Client may, at any time may request access to their data, as well as exercise the right to have their information be removed.
    • SA Stay will retain personal data for up to 5 years, which is necessary to fulfil reporting obligations, as well as to render further immigration services at the Client’s request and on its behalf. Thereafter, all relevant personal data will be deleted.
    • The Client, upon discovery of any inaccuracies within any personal data or information supplied, must inform SA Stay of such inaccuracies immediately to enable SA Stay to rectify information forthwith.
  4. Intellectual Property
    • Neither Party shall without the written approval of the other Party in any manner make use of the other Party’s name or owned or licensed trademarks or Intellectual Property.
    • Neither Party shall acquire title to any rights in any Intellectual Property owned by or within the disposition of the other Party prior to the date of this Agreement as well as that acquired thereafter independently pursuant to this Agreement.
    • This clause shall survive indefinitely.
  5. Confidentiality
    • Each Party (the “Receiving Party”) undertakes that it shall keep confidential any Confidential Information of another Party (the “Disclosing Party”) and that it shall limit the disclosure of such Confidential Information only to those who have a need to know such information for the purpose for which it was disclosed by the Disclosing Party or for the purpose of implementing or enforcing this Agreement or obtaining professional advice in relation to this Agreement (the Purpose).
    • The obligation of confidentiality under this clause shall not apply to information which is publicly known or becomes publicly known through no unauthorised act of the Receiving Party; rightfully received by the Receiving Party from a third party, provided that such source is not known by the Receiving Party, after due enquiry, to be bound by an obligation which prohibits such source from transmitting the information to the Receiving Party; independently developed by the Receiving Party without use of the Disclosing Party’s Confidential Information; disclosed by the Disclosing Party to a third party without similar restrictions; or required to be disclosed pursuant to a requirement of a governmental agency or any applicable law or regulation.
    • Notwithstanding the previous provisions of this clause, each Party may at any time disclose any Confidential Information to its Affiliates or to their directors, officers, employees, agents and professional and other advisers, in each case on a need to know basis and under a duty of confidentiality at least equivalent to that set out in this clause.
  6. Dispute Resolution and Governing Law
    • Any dispute or difference between the Parties arising out of this Agreement shall be referred by any Party to final and binding arbitration (with no right of appeal) in accordance with the latest Arbitration Foundation of Southern Africa (AFSA) Rules, by one arbitrator.
    • Arbitration shall be conducted in English and may be conducted in camera and the Parties shall treat as confidential details of the dispute submitted to arbitration, the conduct of the arbitration proceedings and the outcome of the arbitration.
    • This clause will continue to be binding on the Parties notwithstanding any termination or cancellation of the Agreement.
    • The Parties agree that written demand by a party to the dispute that the dispute be submitted to arbitration, is to be deemed to be a legal process for the purpose of interrupting extinctive prescription in terms of the Prescription Act, 1969.
    • This Agreement will in all respects be governed by and construed under the laws of South Africa.
  7. Notices and Domicilium
    • The Client herewith nominates and elects as its domicilium citandi et executandi for all purposes under this agreement, whether in respect of court process, notice or other documents or communication of whatsoever nature, the address set out above on the face of this agreement.
    • Any notice addressed to a Party shall be in writing and delivered by hand during office hours to its physical address or sent by e-mail.
    • Any notice shall be deemed to be received (unless the contrary is proved), if hand delivered, on the day of delivery; or if sent by email during business hours, be presumed to have been received on the date of successful transmission of the email. Any email sent after business hours or on a day which is not a Business Day will be presumed to have been received on the following Business Day.
    • A Party may by written notice to the other Party change its domicilium to another address in South Africa which is not exclusively a post office box or poste restante. The change will become effective on the 5th (fifth) day following deemed receipt of the notice.
    • Any notice actually received by a Party will be deemed to have been given validly, even though the notice had not been delivered to a domicilium stated in this clause.
  8. Miscellaneous
    • Validity and severability

If any provision of this Agreement is found or held to be invalid or unenforceable, the validity of all the other provisions hereof will not be affected thereby and the Parties agree to meet and review the matter and if any valid and enforceable means is reasonably available to achieve the same objective as the invalid or unenforceable provision, to adopt such means by way of variation of this Agreement.

  • Contra Proferentem

The rule of construction that in the event of any uncertainty in any provision in any agreement, such agreement shall, in construing/interpreting the uncertainty, be construed or interpreted against the drafter of such agreement, shall not be applicable to this Agreement.

  • Variation

No variation of or addition to this Agreement will be of any force or effect unless reduced to writing and signed by the Parties.

  • Waiver and Relaxation

No latitude, extension of time or other indulgence which may be given or allowed by any Party to the other Party in respect of the performance of any obligation hereunder or the enforcement of any right arising from this Agreement and no single or partial exercise of any right by any Party shall, under any circumstances, be construed to be implied consent by such Party or operate as waiver or a novation, or otherwise affect any of the parties rights in terms of or arising from this agreement or stop such party from enforcing, at any time and without notice, strict and punctual compliance with each and every provision or term hereof. No waiver on the part of a Party of any rights arising from a breach of any provision of this Agreement will constitute a waiver of rights in respect of any subsequent breach of the same or any other provision.

  • Cession and Delegation

A Party cannot validly cede any right or delegate any obligation arising under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld.

  • Warranties

No Party has given any warranty or made any representation to the other Party, other than as expressly set out in this Agreement.

  • Entire Agreement

The terms contained in this Agreement shall constitute the entire Agreement between the Parties with respect to the subject matter of this Agreement, superseding all contemporaneous oral agreements and prior oral and written quotations, communications, agreements, and understanding of the Parties. This Agreement supersedes and replaces any and all agreements between the Parties (and other persons, as may be applicable) and undertakings given to or on behalf of the Parties (and other persons, as may be applicable) in relation to the subject matter hereof

  • Language

The ruling language of this Agreement shall be English. All documents, manuals, certificates, notices, materials and training, if any, to be supplied by a Party under this Agreement shall be in English. The language for communications and notices shall be English.

  • Costs

Each Party shall bear its own legal costs and disbursements of and incidental to the negotiation, preparation, settling, signing and implementation of this Agreement. Any legal costs incurred by a Party arising out of or in connection with any proven claim for a breach of any of the provisions of this Agreement by the other Party, shall be borne by the Party in breach on a scale as between attorney and client.

  1. Signatures
    • This Agreement is signed by the Parties on the dates and at the places indicated below
    • The persons signing this Agreement in a representative capacity warrant their authority to do so.
    • The Parties record that it is not required for this Agreement to be valid and enforceable that a Party shall initial the pages of this Agreement and/or have its signature of this Agreement verified by a witness.