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VISA CONSULTING ONLINE (PTY) LTD AGREEMENT ON CONSULTING SERVICES 

GENERAL TERMS AND CONDITIONS

These general terms and conditions (“General Terms and Conditions”) constitute the Agreement on Consulting Services that applies to the provision of services to clients (“Client”) by the respective Company VISA CONSULTING ONLINE (PTY) LTD” (“The Company”). Unless agreed otherwise this shall constitute the Agreement on Consulting Services (“Agreement”) entered into with a Client, as well as the privacy policy that can be found on the website. In case of discrepancies between this agreement (General Terms and Conditions) and other agreements that were agreed on by both parties, the latter shall prevail.

1 CLIENT AGREEMENT

The Agreement is entered into by agreeing on both the privacy policy and these Terms and Conditions on the Company’s Website (germanyvisa.co.za) or in writing or in a format reproducible in writing. An Agreement is regarded as concluded if it is in a format which is also reproducible in writing and if the volume, scope and terms of provision of consulting services are agreed to by e-mail without signing a formal client agreement. Oral client agreements may be entered into only for a one-time purpose or for provision of consulting services in respect of a clearly defined assignment, and when possible these oral agreements should be conCompanyed by e-mail. Consulting services are provided on behalf of the consultancy only where the consultancy is established. Consultants may engage other employees working for the Company in provision of any services. Such employees cannot independently provide services to a Client on behalf of the Company, but they assist the consultants who engage them in provision of services under the supervision of, and on the responsibility of those consultants. Only those consultants and employees who are actually engaged in provision of services to the Client are considered as engaged.

The party to the Agreement that provides consulting services is always the Consulting Company and provides those services as an entity. The services are not to be constructed as being provided by a specific consultant or other employee of the Consulting Company providing services to the Client. The consultants and other employees of the consulting Company or the private individuals providing services via the Company are not personally liable to the Client except when stipulated by law. The Company and its consultants may consult the Client in matters regarding visa applications. Engaging external counsel, including Law Firms from abroad, in provision of legal services always requires prior approval from the Client. In granting approval, the Client commits to give instructions to such external counsel, assess the advice provided, and assumes liability for payment of invoices delivered by external counsel. The Company is not liable for payment of invoices for fees or expenses related to provision of services by external counsel.

2 PROVISION OF CONSULTING SERVICES

At the outset of provision of consulting services, the Company agrees with the Client on the scope of work to be performed as services related to counselling on visa applications by the Company. The scope of work may thereafter be amended by agreement between the parties. The services provided to the Client by the Company are based on the facts of the specific assignment as provided by the Client. The Client cannot rely on the advice provided by the Company in any circumstances which the Company has not analysed prior to providing the advice. Services only include the provision of assistance within the scope of the assignment agreed with the Client. Services do not cover advice in other areas (such as any financial, accounting, environmental, technical or other advice). Consultants and employees of the Company are qualified to provide services only on the basis of the law of jurisdiction of the respective Company. Based on its general experience in the respective area of law, the Company may provide views on issues related to the law of other jurisdictions, but this does not constitute provision of legal services and the Company does not assume any liability for the correctness of such views. The Client undertakes to provide the Company all relevant information and documents concerning the assignment and to keep the Company informed of facts that change or may be anticipated to change. In co-operating with the Company and at its request the Client will promptly deliver documents and positions and perform other acts necessary for timely performance of the assignment. The Client undertakes to accept the assignment carried out by the consultants and employees of the Company and notify the Company regarding any amendments required. If the Client fails to deliver such notification to the Company, the services shall be considered to have been accepted by the Client. Unless otherwise agreed with the Client in writing or in a format reproducible in writing, the Company does not undertake to amend or update any information, opinions or documents provided to or prepared for the Client after performance of an assignment due to amendments to or revocation of legal acts, development of case law or due to apparent or actual changes in any other circumstances.

3 FEES AND INVOICING

Unless agreed otherwise, the Client pays the Company for services based on the fee rates set out in the price list that is found on the online presentation of the Company. Extra payments are set out on this price list. All other services not mentioned on the price list will be based on hourly fee rates. The hourly rates are also set out in the price list. The amount of the fee for services requested by the Client is calculated on the basis of, but not limited to the following criteria: (i) the time spent in fulfilling the assignment; (ii) the qualifications and experience of the consultant or employee performing the assignment, and the resources required for fulfilling the assignment; (iii) the business interest involved; (iv) the risks assumed(if any) in fulfilling the assignment; and (v) the time constraints for fulfilling the assignment. Additional fees can be but must not be calculated on the hourly rates of the consultant acting on behalf of the Company. For the avoidance of doubt, time spent on telephone calls relating to the Client’s matters, including calls with the Client, other advisors of the Client or opposing counsel will also be charged. Unless otherwise agreed, the Company will charge the Client for time its personnel spends traveling in performance of the assignment.

The amount of fees is determined irrespective of whether those fees will be reimbursed to the Client as cover for expenses or under an insurance policy acquired for any other reason, or whether, in a given dispute, the losing party is obliged to pay the costs of the opposing party. The Company issues an invoice either directly to the Client or to a third person designated by the Client. If the third party designated by the Client fails to pay an invoice by the due date of payment, the Company may readdress the invoice in the name of the Client, and the Client shall pay the invoice by the due date of payment indicated in the invoice. The Company may unilaterally change its hourly fee rates but must inform the Client at least 30 calendar days in advance in a format reproducible in writing at the time of or before provision of legal services. If the Client does not agree to pay the fee for provision of legal services on the basis of an hourly fee rate(s) that is (are) different from the fee rate(s) set out in the price list or agreed upon between the parties at a later date, each party will be entitled to cancel the Agreement. Cancellation of the Agreement by the Client does not release the Client from the obligation to pay an invoice delivered for services provided, and expenses related thereto, up to and including the moment of cancellation. Fee estimates are always indicative and are based on information available to the Company at the time the estimate is given. Unless agreed otherwise, fee estimates cannot be regarded as fixed quotes. Unless otherwise instructed by the Client, the Company may take such action as it considers necessary or advisable in order to carry out an assignment, and incur reasonable out-of-pocket expenses on the Client’s behalf. The Company invoices after the agreement for a service has been made, unless otherwise agreed in writing. The term of payment of an invoice is 48 hours. In addition to fees, the Client also reimburses direct expenses incurred by the Company in provision of legal services (including, but not limited to, translations, photocopying, long distance calls, notary fees, stamp duties, etc.). If the Client is required to deduct or withhold any taxes or other sums (such as bank charges) from any amount payable indicated in an invoice in whatever circumstances, the Client will pay and bear such taxes or other amounts and ensure that the Company receives the full amount of the invoice net of any deduction or withholding. If payment of an invoice is delayed, the Company may suspend provision of services and withhold documents prepared for the Client’s assignment until full payment by the Client of amounts overdue. The Client will reimburse to the Company all additional expenses incurred by the Company in relation to collection of any amounts not paid by the due date of payment by the Client. Invoices are sent to the Client in electronic form to the e-mail address indicated in the Agreement and without a physical signature. The Company may outsource distribution of invoices to Clients to third party professional service provider safeguarding proper maintenance of professional secrecy of information entrusted to the Company by the Client. For the information on refunds of fees paid in relation to services provided by the Company, these terms and conditions refer to the regulations as stated in the refund policy to be found on the page.

4 ELECTRONIC COMMUNICATION, IT SYSTEMS AND ORIGINAL DOCUMENTS

The Client agrees to exchange of information electronically. The Client is aware of the risks deriving from electronic communication: messages may get delayed or lost, confidential and personal information may be intentionally or unintentionally modified, stolen or disclosed to third parties. The Company is not liable for the risks related to electronic communication of digitally formatted information, provided that the  Company has taken all reasonable precautions. Measures taken to protect electronic communication and to ensure its confidentiality and preservation by the Company may in certain cases cause communications from the Client to be blocked or delayed. The Client is advised to follow up by telephone regarding any messages that are particularly time-sensitive or in circumstances in which it is unclear that the message has been duly received by the Company. The Company uses IT systems (including electronic communication, time tracking, client administration and document administration systems) which contain information on clients of the Company, the legal services provided to them and documents related thereto. Unless agreed otherwise, the Company returns to Client all original documents in its possession in relation to an assignment after completion of the assignment, rejection of the assignment or cancellation of the Agreement.

5 PERSONAL DATA

The Company collects, stores, uses and processes personal data about the Client and the persons directly related to it (e.g. employees and/or representatives) in accordance with laws applicable to protection of personal data for, amongst others, the purposes of performing the Agreement, administering billing and accounting systems, maintaining its internal information systems, managing client relationships, complying with its legal obligations and for marketing purposes. For the purposes of fulfilment of the Client’s assignment the Company will process the personal data of the Client and the persons directly related to it (e.g. employees and/or representatives) in the capacity as a personal data processor in accordance with laws and regulations governing personal data protection. The Client must inform the Company on security measures it requires for the protection of persona data processing. If the Client has not separately informed the Company on such security measures, the Client hereby agrees that the security measures taken by the Company correspond to the requirements of the Client and applicable law. Persons whose personal data are processed by the Company are entitled, under law, to obtain information on the personal data processed by the Company and to request that the Company rectify or erase their personal data. If necessary for the provision of services, the Company may process the personal data of another person or the Client obtained on the basis of the Agreement or by law, including sensitive personal data, without the consent of those persons. The Company may transfer the above referred to information about the Client and the persons directly related to it (e.g. employees and/or representatives) to third parties where such information is needed for the performance of the Client’s assignment (e. g. to foreign counsel which the Client may ask the Company to engage or to which the Client’s assignment may be transferred, etc.), as much as it is needed to achieve this purpose.

6 INTELLECTUAL PROPERTY, CONFIDENTIALITY, NON- SOLICITATION

Copyright and other intellectual property rights in all work product generated in the course of the assignments by the Company belong to the Company. However, the Client has the right to use such work product for the purposes for which they are provided. In matters involving publicly listed companies, the Company must comply with applicable securities rules and apply the Company’s internal policy relating to insider information and maintain a register of insiders. If necessary for the provision of legal services, or if the obligation derives from the law, the Company may disclose to third persons (including notaries, translators, banks and state authorities) confidential information and documents regarding the Client without separate consent from the Client. If the Client instructs the Company to use the services of other service providers for provision of legal services or if the Client agrees with the use of other service providers suggested by the Company, the Company may, unless clearly agreed otherwise, disclose to them such confidential information and materials as the Company considers necessary for the overall performance of the assignment.

7 REFERENCES

The Company may reveal to third persons the fact that the Client is a client of the Company, the cases and assignments in which the Company has assisted the Client, and the general nature of the services provided to the Client. Contents of the legal services provided to the Client may be disclosed without the Client’s consent provided that such information has been already legally published or made accessible to the public in any other way to at least the same extent. Information publishable on the basis of applications, including published by means of mass media by the Client itself or third persons may be disclosed by the Company to the extent which it has already been published or is subject to publishing pursuant to the law. The Company may also use the trademark or logo of the Client for that purpose, unless agreed otherwise in writing or in a format reproducible in writing. When the Client releases information regarding the assignment carried by the Company, the Client shall, to the extent possible, indicate that the assistance in relation thereof was provided by the Company.

8 LIMITATION OF LIABILITY

The Company is liable for direct proprietary damage wrongfully caused to the Client through provision of services up to the amount of fees paid or payable for its services. In any case the liability of the Company for damages caused to the Client through provision of legal services is limited to EUR 1000. The Company is not liable for loss of profit or non- proprietary damage. Without limiting the generality of the foregoing, if the Client has been advised by an advisor other than the Company in the same matter, the liability of the Company is always also limited to its pro rata share of the total damages. The liability of the Company to the Client will be reduced by insurance indemnities or compensation for damage received by the Client under any insurance agreement or under any other agreement, unless it is contrary to the Client’s agreement with the insurer or third party or the Client’s rights against the insurer or third party are thereby restricted. The Company reserves the right to limit its liability to a lower amount than stated above subject to agreement with the Client, depending on the nature of a particular assignment or part thereof. The Company is not liable for damage caused by advice or documents provided to the Client if they are used for any other purpose than that for which they were originally prepared. The Company is liable only to the party who entered into the Agreement with the Company and will not accept liability for damage that may be caused to any third person. The Company does not assume liability for services provided by external counsel (including other agencies) irrespective of whether the other counsel was engaged on the initiative of the Company itself or of the Client, provided that the Client has been informed about engaging such external counsel. If the law prescribes the liability of the attorneys or of any employees working for the Company or individuals providing services via the Company, the limitations of liability set out above also apply to those persons to the extent permitted by law.

9 TERMINATION OF AGREEMENT

This Agreement shall come into effect on the date of its execution and shall remain valid until its termination if not provided otherwise below. The Client may terminate the Agreement at any time by notifying the Company in writing or in a format reproducible in writing. The Company may terminate this Agreement at any time by serving a 14-day prior written notice to the Client before the termination date, unilaterally in cases, where the Company has a substantial reason, provided that such termination does not contradict rules of professional conduct and that the Client interests are duly respected. The Company may terminate fulfilment of an assignment with an immediate effect (upon inform the Client thereof) provided that such termination does not contradict rules of professional conduct if the Client fails to pay an invoice for services when due. An invoice overdue for over 10 days onstitutes a fundamental (material) breach of the Agreement, and the Company may then terminate the Agreement extraordinarily with an immediate effect (upon informing the Client thereof) irrespective of the assignment for the performance whereof the Agreement has been entered into. In some cases, the Company may be obligated or entitled under the rules of professional conduct to terminate the Agreement, for example if the Client submits falsified documents or demands that the consultant use means or ways that are contrary to law in order to protect the Client’s interests or demands that the consultant act in a way not in compliance with the honour and reputation of the consultant or rules of professional ethics, or if a conflict of interest exists / arises in fulfilling the Client’s assignment, or if the Client acts contrary to the attorney’s instructions or in any other manner expresses that the Client has lost trust in the attorney, or if the Client gives instructions to the consultant that are detrimental to the Client’s interest or clearly useless for performance of an assignment, and does not forego demanding compliance with these instructions irrespective of the consultants explanations. Upon termination of the Agreement, the Client shall pay to the Company fees for services provided and expenses incurred prior and up to termination of the Agreement. If services to the Client under this Agreement are not rendered for 6 (six) months or longer, the Company shall be entitled (at its own discretion) (i) to unilaterally change the fees of this Agreement; or (ii) to unilaterally terminate this Agreement with immediate effect by serving a respective notice to the Client.

10 CLAIMS

If a service is not in conformity with the terms of the Agreement, the Client may: (i) require performance of the obligation; (ii) withhold performance of an obligation which is due from the Client; (iii) demand compensation for damage; (iv) withdraw from or cancel the Agreement; (v) require a reduction of the fees; (vi) in the case of a delay in performance of a monetary obligation, demand payment of default interest. The Client who has a complaint or claim regarding the activities of an attorney or employee of the Company shall submit a complaint to the Company in a format reproducible in writing. The complaint must clearly set out a description of the Client’s rights that have been violated, and the circumstances of the violation. Any existing evidence regarding violation of the Client’s rights must be appended to the complaint. A claim for damages must be presented to the Company in writing. The Client shall be required to file a claim for damages during 12 months from the moment of receiving the legal service from the Company or from the moment when the assignment or a substantial part of it can reasonably be considered to have been completed, whichever occurs first. If the Client fails to file the claim during the said period, the right of the Client to file the claim shall expire. If the Client’s claim against the Company is based on a claim by a third party (including the public authorities) against the Client, the Company may respond to and settle the claim or make an agreement on the Client’s behalf with the party filing the claim, provided that the Company indemnifies the Client for any direct damage related to it. If the Client settles a claim, compromises or otherwise takes action relating to the claim without the Company’s consent, the Company has no liability for the claim. If the Client is compensated by the Company or by the insurers of the Company in respect of a claim, the Client assigns the right of recourse against third parties to the Company or its insurers.

11 NOTICES

All notices, requests, demands and other communications between the parties under this Agreement shall be made in writing and shall be deemed to have been duly given when delivered in person, sent by courier mail, registered mail or ordinary mail or e-mail. Each party shall forthwith notify the other party about any change of its contact details.

12 GENERAL REFUND POLICY

Services for citizenship, passport, family matters such as adoption and divorce are not eligible for a refund. All visa application consulting services are eligible for a full refund in case of a rejected visa exempt the services related to a Consulting for long term work visas. Only when the visa has been rejected in writing by the Embassy or Consulate General of the applicants place of residence, the refund policy applies. The visa rejection must in all cases have been appealed for (Remonstrationsschreiben) which can be done by the Company at an additional cost. Only when the application has been reviewed by the German Embassy or Consulate in the hosting country and the review thereof (Remonstrationsbescheid) has been received, the fee for the initial visa application consultation is eligible for a refund. All other fees, such as extra service fees or any fees in relation to the application that were covered by the Company are exempt from a refund.

In order to be eligible for a refund, you have to give notice in writing within 30 days of your rejection notice. If you have initiated the return after 30 days have passed, you will not be eligible for a refund. In order for the product to be eligible for a Refund, make sure to provide the receipt or proof of purchase. Aside from these conditions there are services that can be not refundable as stated in the following:

After we receive your message, our team will process your refund application. Should your application be successful, the money will be refunded to the Original Payment Method you’ve used during the purchase.

If you have a request for Refund or Exchange and if you have further clarification and questions, please do not hesitate to contact us through our: Email Address: info@germanyvisa.co.za

You will be updated for your refund status by EMAIL and PHONE, provided that all contact information is recorded to us.

13 AMENDMENTS

The Company may unilaterally amend these General Terms and Conditions from time to time, notifying the Client by e-mail at least 30 calendar days in advance. The Company publishes amendments to the General Terms and Conditions on its website. The Client that does not agree with an amendment to the General Terms and Conditions may terminate the Agreement in line with Clause 11 of the General Terms and Conditions.