SA STUDENT MARKET PLACE: TERMS AND CONDITIONS

1. Introduction

1.1. By creating an Account, accessing, downloading, registering for, or using the Platform, you acknowledge that you have had an adequate opportunity to read these Terms, that you understand them, and that you agree to be bound by them.

1.2. If you disagree with any of these Terms, you must forthwith discontinue your use of the Platform and the Services.

2. Definitions and Interpretation

In these Terms, unless the context indicates otherwise:

2.1. Account: the account created by a User on the Platform.

2.2. Applicable Law: the laws of the Republic of South Africa applicable to these Terms, the Platform and the Services.

2.3. Content: any information, text, image, photograph, message, listing, data or other material made available on or through the Platform.

2.4. Listing: any advertisement, offer, request or post placed by a User on the Platform.

2.5. Personal Information: personal information as defined in Section 1 of POPIA.

2.6. Platform: the SA Student Marketplace website, mobile applications, software and related services and features made available by us from time to time.

2.7. POPIA: the Protection of Personal Information Act 4 of 2013.

2.8. Platform Fee: the fee determined by us from time to time, which is payable to us in respect of any Services concluded through the Platform, calculated as a percentage of the price and disclosed to Users at the time of the transaction.

2.9. Privacy Policy: our POPIA Privacy Policy, as amended from time to time.

2.10. Services: the services made available by us through the Platform.

2.11. Terms: these Terms and Conditions , together with any policies incorporated by reference , as amended from time to time.

2.12. User: any person who accesses or uses the Platform , also referred to as "you".

2.13. We, us or our: Tengora (Pty) Ltd, a private company duly incorporated and registered in accordance with the company laws of the Republic of South Africa, with registration number 2026/291523/07, being the owner and operator of the Platform .

2.14. Any definition or interpretation wherever it appears in this Agreement, shall bear the same meaning and apply to any other document issued in relation to SA Student Market Place, unless otherwise stated or inconsistent with the context in which it appears .

2.15. In these Terms:

• 2.15.1. words importing the singular include the plural and vice versa;
• 2.15.2. references to any gender include the others;
• 2.15.3. references to a person include natural and juristic persons;
• 2.15.4. headings are for convenience only and do not affect interpretation; and
• 2.15.5. the words "including" and "include" mean "including without limitation".

3. Nature of the Platform

3.1. SA Student Marketplace is an online platform through which Users may create Listings, communicate with one another, and explore potential transactions in relation to goods or services.

3.2. Unless expressly stated otherwise, we are not:

• 3.2.1. a buyer or seller of any goods or services listed on the Platform;
• 3.2.2. a party to any transaction concluded between Users;
• 3.2.3. an escrow agent, payment intermediary, broker or insurer save that we may collect, process or facilitate payment and deduct the Platform Fee ; or
• 3.2.4. the agent or representative of any User.

3.3. Any transaction concluded through or as a result of the Platform is concluded directly between the relevant Users.

4. Eligibility and Account

4.1. In order to use certain features of the Platform, you may be required to create an Account.

4.2. By creating an Account or using the Platform, you warrant that:

• 4.2.1. you are at least 18 years old and legally capable of entering into a binding agreement;
• 4.2.2. the information provided by you is true, accurate and complete ; and
• 4.2.3. you will keep your Account information accurate, complete and up to date for so long as you use the Platform.

4.3. Where the Platform or any part of it is intended for a restricted user group, including students or members of particular institutions, you may only use it if you satisfy the applicable eligibility requirements .

4.4. We may verify your identity, status or eligibility at any time, and may suspend or terminate access if we reasonably believe that you do not meet the applicable requirements.

4.5. You may hold only one Account, unless we expressly permit otherwise in writing.

4.6. You are responsible for maintaining the confidentiality and security of your Account credentials , and for all activity conducted through your Account, unless and to the extent that the contrary is proved.

4.7. You must notify us immediately if you become aware of any unauthorised access to or use of your Account.

5. Use of the Platform

5.1. We grant you a limited, revocable, non -exclusive and non -transferable right to access and use the Platform for its intended purpose and subject to these Terms.

5.2. The right granted to you in terms of clause 5.1 is granted for your personal use only, and you may not transfer, cede, delegate, sub -licence or otherwise make that right available to any other person.

5.3. You may not:

• 5.3.1. use the Platform unlawfully or for any improper purpose;
• 5.3.2. impersonate any person or misrepresent your identity;
• 5.3.3. post false, misleading or deceptive Content;
• 5.3.4. interfere with or compromise the operation, integrity or security of the Platform;
• 5.3.5. reverse engineer, decompile, scrape, crawl or otherwise extract data from the Platform without our written consent;
• 5.3.6. upload malicious code or harmful material;
• 5.3.7. infringe any person's rights, including intellectual property, privacy or personality rights; or
• 5.3.8. use the Platform in any manner that is abusive, fraudulent, offensive or inconsistent with these Terms.

5.4. We may suspend, restrict or discontinue any part of the Platform at any time.

6. Listings and User Transactions

6.1. Users may post Listings on the Platform in relation to goods or services.

6.2. Each User is solely responsible for any Listing or transaction in which that User participates, including the accuracy, legality and completeness of any Listing, the condition and quality of any goods or services, and the conduct of the transaction.

6.3. A User may not post or facilitate any Listing or transaction relating to:

• 6.3.1. any unlawful good, service or activity;
• 6.3.2. stolen, counterfeit or infringing goods;
• 6.3.3. weapons, drugs or other regulated or prohibited items;
• 6.3.4. fraudulent, misleading or deceptive schemes;
• 6.3.5. pornographic, hateful, threatening or unlawful material; or
• 6.3.6. any other item, service or conduct prohibited by us from time to time.

6.4. We may remove or refuse any Listing or Content at any time in our sole discretion .

6.5. We do not warrant:

• 6.5.1. the truth, accuracy or legality of any Listing or Content;
• 6.5.2. the quality, safety or suitability of any goods or services;
• 6.5.3. the ability of any User to perform any obligation; or
• 6.5.4. that any transaction will be concluded or completed.

6.6. Users transact with one another at their own risk.

7. User Content

7.1. You retain ownership of any Intellectual Property rights which vest in Content created and uploaded by you.

7.2. By making any Content available on the Platform, you grant us a non -exclusive, royalty -free, worldwide licence to use, host, store, reproduce, display, distribute and otherwise use that Content for the purposes of:

• 7.2.1. operating and administering the Platform;
• 7.2.2. making the Services available ;
• 7.2.3. improving, securing and maintaining the Platform; and
• 7.2.4. complying with legal and regulatory obligations.

7.3. You warrant that:

• 7.3.1. you are entitled to upload or make the Content available; and
• 7.3.2. the Content does not infringe any third -party rights .

7.4. We may remove or disable access to any Content that breaches these Terms .

8. Intellectual Property

8.1. All rights, title and interest in and to the Platform, including its software, design, branding, trade marks, databases and related intellectual property, vest in us or our licensors.

8.2. Except for the limited right of use expressly granted in these Terms, you acquire no rights in or to the Platform or our intellectual property.

9. Privacy and Personal Information

9.1. We process Personal Information in accordance with Applicable Law and our Privacy Policy.

9.2. By using the Platform, you acknowledge that we may process Personal Information for purposes including:

• 9.2.1. providing and administering the Platform and Services;
• 9.2.2. verifying Users and maintaining security ;
• 9.2.3. facilitating Listings, communications and transactions;
• 9.2.4. responding to queries, complaints and disputes;
• 9.2.5. improving the Platform;
• 9.2.6. complying with legal obligations ; and
• 9.2.7. communicating with you in relation to your Account, Listings, transactions, support queries, service notices and other operational matters relating to the Platform.

9.3. We will take reasonable steps to protect Personal Information in our possession or under our control.

9.4. You must ensure that any Personal Information relating to another person which you provide through the Platform is disclosed lawfully and only where necessary.

10. Third-Party Services

10.1. The Platform may make use of or link to third -party services, including but not limited to websites, software or infrastructure.

10.2. Such third -party services may be subject to their own terms and privacy policies.

10.3. We are not responsible for the content, operation, availability or practices of third -party services.

10.4. You acknowledge that your use of the Platform may depend on internet connectivity, compatible devices, software and third -party networks or services, and that you are responsible for any data, network or other charges imposed by your service providers in connection with such use.

11. Disclaimers and Limitation of Liability

11.1. The Platform and Services are provided on an "as is" and "as available" basis, subject to Applicable Law.

11.2. We do not warrant that the Platform will be uninterrupted, error -free, secure or free from harmful components.

11.3. To the fullest extent permitted by law, we shall not be liable for any indirect, incidental, special or consequential loss or damage arising from or in connection with:

• 11.3.1. the use of, or inability to use, the Platform;
• 11.3.2. any Listing, Content or transaction between Users;
• 11.3.3. any conduct of any User; or
• 11.3.4. any interruption, defect, delay, loss of data or security incident affecting the Platform.

11.4. To the fullest extent permitted by law, our aggregate liability to you arising from or in connection with the Platform or these Terms shall not exceed the greater of :

• 11.4.1. the amount paid by you to us, if any, in the 12 months preceding the claim; or
• 11.4.2. R1 000.00.

11.5. Nothing in these Terms excludes or limits any rights which you may have under Applicable Law, including rights that may not lawfully be excluded or limited.

12. Indemnity

12.1. Subject to Applicable Law, you indemnify and hold us harmless against any loss, damage, liability, cost or expense arising from or in connection with:

• 12.1.1. your use of the Platform;
• 12.1.2. your Content;
• 12.1.3. your Listings or transactions;
• 12.1.4. your breach of these Terms; or
• 12.1.5. your infringement of any rights of another person.

12.2. This indemnity does not apply to the extent that any claim arises from our gross negligence, wilful misconduct or unlawful conduct.

13. Suspension and Termination

13.1. We may suspend, restrict or terminate your access to the Platform or your Account if we reasonably believe that:

• 13.1.1. you have breached these Terms;
• 13.1.2. your use of the Platform is unlawful, fraudulent or harmful;
• 13.1.3. such action is necessary to protect the Platform, other Users or our legitimate interests; or
• 13.1.4. we are required to do so by law.

13.2. You may stop using the Platform at any time and may request closure of your Account.

13.3. Termination does not affect any rights or obligations which accrued before termination, or any provision of these Terms which by its nature continues after termination.

14. Amendments

14.1. We may amend these Terms from time to time.

14.1.1. Any amendment to these Terms will take effect when published on the Platform or otherwise brought to your attention.

14.2. Your continued use of the Platform after any amendment to these Terms has taken effect will constitute your acceptance of the amended Terms .

14.3. We may from time to time amend, update, improve , enhance, modify , suspend, discontinue or replace the Platform, or any feature, functionality, content or service made available through the Platform, temporarily or permanently , subject to Applicable Law .

15. General

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

15.2. Subject to Applicable Law, the courts of South Africa shall have jurisdiction in respect of any dispute arising from or in connection with these Terms or the Platform.

15.3. If any provision of these Terms is held to be invalid or unenforceable, that provision shall be severed and the remaining provisions shall remain of full force and effect.

15.4. No indulgence, extension of time or failure by us to enforce any provision shall constitute a waiver of any rights.

15.5. These Terms, together with any policies incorporated by reference, constitute the entire agreement between you and us relating to the use of the Platform.

15.6. These Terms apply to your access to and use of the Platform and the Services from time to time, including any updates, upgrades, improvements or enhancements thereof, unless expressly stated otherwise.

16. Contact Details

16.1. Any questions, complaints or notices may be sent to:

16.2. You consent to receiving communications from us relating to the Platform and the Services by electronic means, including by email, in -app notification or other electronic communication made available through the Platform.