RNA Distribution (Pty) LTD

(Terms and Conditions that apply when you buy a Subscription from us)

Introduction

1.1

This document contains the Subscription terms (Terms) for RNA (Pty) Ltd a division of CTP Ltd.

1.2

Remember that you must always comply with the Agreement. If you do not understand any terms, you must contact us so that we can explain them to you.

1.3

Important terms that may limit our responsibility or involve some risk for you may be in bold. You must pay special attention to these terms.

1.5

When you buy any Subscription from us, you accept and agree to these Terms. These Terms also cover any transactions (including any transaction carried out electronically using a computer or network, or in person) where you receive magazines or services from us.

1.6

The commercial terms of any transaction between you and us will be contained in the specific document on which an Order, tender quotation or offer that is given to you that will incorporate these Terms. These terms will prevail if there is a conflict of meaning. Nothing in these Terms obligates either party to enter into any orders or to accept any quotations or tenders.

Definitions

We have given the meanings of some words to be consistent. These words usually begin with a capital letter. Singular words include the plural and the other way round:

Word	Meaning
2.1 AFSA	The Arbitration Foundation of Southern Africa (or any replacement) including group companies
2.2 Agreement	These Terms and any specific terms that incorporate (include) these Terms.
2.3 Magazines	The publications you want us to distribute in terms of a Subscription service.
2.4 RNA, we or us	RNA (Pty) Ltd a division of CTP Ltd.
2.5 You, your or the Subscriber	The person who enters into an Agreement with us.
2.6 Subscription or Service	The service that RNA will provide you by delivering Magazines requested through Subscription agreements.

Subscription Service

3.1

Your Subscription you get the right to receive issues according to the Subscription terms (specific terms) you have selected for the duration of your selected Subscription.

3.2

Right to transfer. Your Subscription is personal to you and non-transferable, except where you place an order for a Subscription in someone else's name as a gift. If it is a gift you will have to pay the Subscription fees according to clause 5 below.

3.3

We reserve the right to refuse any application for a Subscription for any reason. We may use third parties to assist with the Service or part of it on our behalf.

3.4

We may pass your personal information provided by you to such third parties but only for the purposes of providing the Subscription Service to you.

3.5

Your order is an offer to buy a Subscription from us. Nothing that we do or say will amount to any acceptance of that offer until:

(i) with internet subscriptions, we send you confirmation of your payment or a welcome note, whichever is earlier; or

(ii) with telephone subscriptions, we send you your welcome pack.

If we accept your order, your Subscription will start on the date we agree with you and we will send you your first issue as it becomes available.

Availability and changes to offer

4.1

Limitation on subscriptions offers. Subscription offers are available to SA residents aged 18 and over only. However, non-South African residents aged 18 and over can order a Subscription for someone else as a gift, provided that the person who the gift is for is a South African resident.

4.2

Changes in the offer. We may withdraw or change any Subscription offer package or price at any time.

This will not affect any Subscription that you have already paid for, unless we are withdrawing the offer because we cannot provide you with Magazines in terms of the Agreement.
If we cannot fulfil a Subscription clause 8 below will apply.
If we change the price of your Subscription after you have paid for it, clause 7 below will apply.

Payment

5.1

By entering into this Agreement you agree to pay the Subscription fees at the rates which are apply when payment is due. You must not delay full payment to us for any reason. If we have allegedly defaulted in any way your rights are limited to that of claiming a refund.

5.2

You can get details of these rates at www.rnad.co.za or by telephoning 011 473 8700.

5.3

All prices include VAT (Value Added Tax) but you are not required to pay delivery costs for your Subscription (except where you arrange delivery of your Subscription to destinations outside borders of South Africa). We may charge you interest on any overdue amount at the maximum rate permitted by law on any overdue amount. If no maximum is prescribed, the rate will be 3% per month.

5.4

You must give us complete and accurate payment information. You can pay for your Subscription by direct deposit, debit order, credit card or cheque.

5.5

Payment by cheque. Please send cheques to the postal address in clause 9 below. Please mark the back of any cheques you send with your Subscription order reference number.

5.6

The fact that you have paid does not require us to accept you order. If your order is rejected we will refund you all payments.

Renewals

6.1

In terms of S14 of the Consumer Protection Act 68 of 2008 we are no longer allowed to automatically renew your subscription for another year and the longest period you can enter into a Subscription for is 24 months.

6.2

We will therefore send you a reminder that your subscription has expired and you will have to enter into a new agreement with us. If you do not cancel your subscription your subscription will continue on a month to month basis until you cancel it.

6.3

If you want to cancel the Subscription you must give us 20 business days’ notice and we will continue to deduct payment every month/quarter/six months/year according to the Subscription package you choose if you do not cancel it.

6.4

If we change the Subscription price we will inform you of this so that you can choose whether or not to cancel your direct debit.

6.5

If we have changed the Subscription price since your last payment we will inform you of this in the renewal reminder notice so that you can choose whether or not to proceed with entering into a new Subscription agreement with us.

Refunds and cancellation

7.1

Refunds. Once we have accepted your Subscription and payment, we will (subject to applicable laws of South Africa) refund you under the following circumstances:

(i) We are unable to fulfil your Subscription. If this is the case and you have already received issues for a certain period will deduct all the amounts you have paid from the total outstanding amount and refund you the your proportionate share;

(ii) Exeptional circumstances. We will assess this on a case by case basis. If we then decide that exceptional circumstances apply we may, at our reasonable discretion, give you a proportionate refund.

An example would be if you move abroad. If there are circumstances such as this then please contact our customer services team (see details in section 9 below).
If your Subscription ends or is cancelled and you are entitled to a proportionate refund, this will only be applicable to issues not yet dispatched.

(iii) If the law requires us to do so. If for example we breached any of your rights in terms of any legislation, including but not limited to the Consumer Protection Act and we are required to give you a refund we will do so.

If you have a query about obtaining a refund, please contact our customer services team (see details in clause 9 below).

7.2

Early termination. You may terminate your Subscription prior to the expiry of the Subscription term you have selected by giving us at least 20 days’ notice of termination, in which event:

(i) you must pay us all outstanding Subscription amounts up to the date of cancellation; and

(ii) a cancellation fee in an amount equivalent to R15.00(Including Vat) will be deducted from balance payable to you.

7.3

Cancellation by us. We may cancel your Subscription on 20 days’ notice in any case or if you breach any of your obligations under these Terms, including if we do not receive a payment when due from you.

7.4

Cancellation by you. If you pay for your Subscription by direct debit you can cancel the direct debit at any time after your initial payment has been made with 20 days’ notice to us in writing. Please notify us of the cancellation before next payment of Subscription takes place to ensure that Subscription ends on the date your next payment would have been due.

Limitation of liability and warranty of quality.

8.1

Implied warranty of quality. In terms of S54 of the Consumer Protection Act you have the right to:

the timely performance of Services, and timely notice of any unavoidable delay in the performance of the Services;
the performance of the Services in a manner and quality that you are generally entitled to expect;

having regard to the circumstances of the supply, and any specific criteria or conditions agreed between you and us before or during the performance of the Services.

8.2

Failure to comply with the warranty. If we fail to perform a service to the standards set out above, you may ask us to:

refund you a reasonable portion of the price paid for the Services

having regard to the extent of the Service failure.

8.3

We will not be responsible for any failure by us to perform our obligations to you in relation to your Subscription where this failure is caused by circumstances beyond our control.

8.4

Our liability to you in connection with your Subscription will not exceed the total Subscription fees charged for your current Subscription.

8.5

You agree that no warranties or representations, whether express or implied, other than those recorded in these Terms have been given or made by us in connection with this Agreement.

Customer Service

Should you have a query or complaint about our Subscription service, please contact us using any of the contact details below:

Telephone:- 011 - 473 8700

Email:- subs@rnad.co.za

Post to:- RNA Subscriptions, P.O Box 725, Maraisburg, 1700

Cheque to be made out to:-

RNA Subscriptions

Banking Details:

Bank: FNB

Account name: RNA Subscriptions

Account No: 62104927259

Branch No: 25 50 05 00

Branch Name: Johannesburg

10.

Breach

If you breach any of your obligations to us, or

become insolvent (bankrupt),
have some legal disability, for example, if you are placed under administration;
take steps to deregister yourself (close down) or is deregistered

we may, without any prejudice to any other remedies to which it may be entitled -

to claim immediate payment of all outstanding amounts;
to suspend the performance of any obligation owed by us;
to cancel this agreement;
to claim such damage as we may have suffered.

11.

Resolving disputes

The parties will handle any and all disputes in the following way:

11.1

Notifying each other. There will be a dispute about or from this Agreement if a party writes to the other about it and asks for it to be resolved under this clause. The parties must refer any dispute to be resolved by: [This is based on the King III suggested clause, amended to fit in with this Agreement]

Negotiation (direct talks to try and agree how to end the dispute); failing which
Mediation (talks in which a neutral third party tries to help the parties agree how to end the dispute); failing which
Arbitration (a hearing after which a neutral third party makes a binding decision about the dispute).

11.2

Negotiation. Each party must make sure that their chosen representatives meet within 10 business days of notification, to negotiate and try to end the dispute by written agreement within 15 more business days.

11.3

Mediation. If negotiation fails, the parties must refer the dispute to mediation under AFSA’s rules.

11.4

Arbitration. If mediation fails, the parties must refer the dispute within 15 business days to arbitration (including any appeal against the arbitrator’s decision) under AFSA’s latest rules for expedited arbitrations. The arbitration will be held in English in Johannesburg. The parties will agree and appoint one arbitrator. If the parties cannot agree on the arbitrator within 10 business days after the referral, the Secretariat of AFSA will appoint the arbitrator.

11.5

Periods. The parties may agree in writing to change the periods for negotiation or mediation.

11.6

Urgent interim relief. This clause will not stop a party from applying to court for urgent interim relief (temporary help) while the dispute resolution process is being finalised. An example might be an interdict (type of court order).

11.7

Severability. This clause is separate and divisible from the rest of this Agreement and remains effective even if the Agreement ends or is invalid.

12.

General

12.1

Specific terms. We intend to rely on the written terms set out in these terms and conditions for the Subscription service that we provide to you. We acknowledge that you may receive written and verbal information from our customer services team which must be treated as specific terms which form part of these Terms.

12.2

Changes to the Terms. We may update these Terms from time to time for legal or regulatory reasons or to allow the proper operation of our Subscription service. Any changes will be notified to you so that you can choose to cancel the Agreement by giving notice as set out above. The changes will apply to your Subscription from your next payment date after we notify you of such changes. If you do not wish to accept the new terms you should not continue to subscribe as this will indicate your Agreement to be bound by the new terms and conditions.

12.3

Governing Law. These Terms are governed by South African law and the parties agree to submit to the exclusive jurisdiction of the South African courts.

12.3

Non-waiver. Any favour we may allow you will not affect [or substitute] any of our rights against you..

12.4

Legal costs if you default. You must pay all legal costs, including attorney and client costs, collection, commission and tracing fees, incurred by We as a result of the breach your breach of this Agreement.

12.5

Jurisdiction. We will be entitled, but not obliged, to institute any proceedings arising out of or in connection with this agreement in any Magistrate's Court having jurisdiction over the matter, despite the facts that the proceedings may otherwise exceed the jurisdiction of that Court.

Notices and domicile

13.1

Notices. The parties will send all notices, authorisations, disclosures, acknowledgements, or requests by hand delivery, prepaid registered post, fax, or email to an address or number given in the specific terms, these Terms or in an order for a Subscription.

13.2

Service (delivery) address for legal documents. Each party chooses its street addresses [and numbers] given on the invoice, order form or other order document as its domicilium citandi et executandi (its address for the service of any document used in legal action) for the Agreement.

13.3

Change of addresses or numbers. Each party may change the addresses or numbers in the specific terms to any other addresses or numbers in South Africa by writing to the other party 14 days before the change.

13.4

Deemed delivery. Notice will be considered to be delivered on the date shown on any hand-delivered, prepaid registered post, courier, fax or email confirmation of delivery.

13.5

Notice actually received. If a party actually receives any notice or other communication, this will be good enough.