Preferred Vendor Terms & Conditions

These Preferred Vendor Terms & Conditions (“Terms”) govern your participation in the STRLCS Preferred Vendor Programme operated by Short-Term Rental Licensing Compliance Services (Pty) Ltd, a private company incorporated in the Republic of South Africa under registration number 2026/533467/07, with its domicilium citandi et executandi at Impala House, 27 Castle Street, Cape Town, 8001 (“STRLCS”).

By submitting a Preferred Vendor application, paying the Vetting Fee, or accepting a referral from STRLCS, you (“Vendor”, “you”) agree to be bound by these Terms and by our Privacy Policy.

1. Definitions

• “Programme” means the STRLCS Preferred Vendor Programme.
• “Vetting Fee” means the once-off, non-refundable fee (subject to the exceptions in section 5) that funds STRLCS's verification of your credentials.
• “City Access Fee” means an annual fee payable per South African city or metro in which you wish to be listed as available for referrals.
• “Referral” means an introduction by STRLCS to a property owner or other client who is a STRLCS customer.
• “Client” means any property owner or other person who has engaged STRLCS's services.
• “Referral Commission” means the commission STRLCS is entitled to under section 6.
• “Preferred Vendor Badge” means the STRLCS Preferred Vendor mark you are licensed to use under section 14.

2. The Programme

Under the Programme, STRLCS verifies your business, your accreditations, your insurances, and your credit and criminal background. Upon successful verification and payment of the Vetting Fee (and, where applicable, the City Access Fee for each city in which you wish to be active), you are listed as an approved Preferred Vendor in the STRLCS referral network for one year, subject to annual re-verification.

3. Vetting & approval

STRLCS vets each applicant against multiple South African authority databases and third-party services, which may include:

• Companies and Intellectual Property Commission (CIPC) — company and director status;
• South African Revenue Service (SARS) — Tax Compliance Status verification;
• Category-specific accreditation bodies (for example ECB, SAQCC Fire, SAQCC Gas, FSCA, Information Regulator);
• Business credit bureaux (for example TransUnion, Experian);
• Criminal-record checks on directors via SAPS-approved third parties;
• Insurance validation with the underwriter of record;
• Public complaint and ombud registers where relevant.

Approval or refusal is determined at STRLCS's sole discretion, exercised in good faith and on reasonable grounds. STRLCS is not required to disclose the reasons for a refusal beyond a general description sufficient to identify the category of concern.

4. Vetting is not a guarantee — important, please read

5. Fees

• All fees are quoted in South African Rand (ZAR) and are inclusive of VAT unless stated otherwise.
• The Vetting Fee is payable in full before vetting commences. Instalment providers (PayJustNow, Payflex) may be offered at checkout.
• The City Access Fee is billed annually per city and is due on invoice.
• The Vetting Fee is non-refundable once vetting has commenced, except that:
  • Where STRLCS is unable to open your category in your chosen region within 90 days of the fee being paid, the Vetting Fee is refunded in full.
  • Where your application is declined for capacity reasons unrelated to a credential failure, the Vetting Fee is refunded in full.
  • Where your application is declined for failed credential verification — invalid accreditation, expired insurance, adverse credit or criminal record, false or materially incomplete information — the Vetting Fee is retained.
• City Access Fees are non-refundable once the annual period has commenced.
• Any fee unpaid by its due date bears interest at 2% per month from the due date.
• STRLCS may change Programme fees on 60 days' written notice; changes do not affect any period for which you have already paid.

6. Referrals & commissions

STRLCS refers Clients to Preferred Vendors according to Client need, service category, location, and priority-queue order (section 8).

6.1 Referral Commission

STRLCS is entitled to a Referral Commission equal to the percentage set out in Schedule 1 of any invoice you raise on a Client to whom STRLCS has referred you, for a period of 24 months from the date of the first Referral to that Client, in respect of any work whose scope falls within the referred service category.

6.2 Reporting & payment

You will report to STRLCS every invoice raised on a referred Client within 7 days of issue, and pay the Referral Commission to STRLCS within 30 days of the Client's payment to you clearing. STRLCS may audit your books on 14 days' notice, once in each 12-month period, at STRLCS's cost unless material under-reporting is found.

6.3 Direct engagement disclosure

Where a referred Client engages you for work outside the referred scope during the 24-month window, you will disclose that engagement to STRLCS. Whether Referral Commission is payable on that work is determined by reference to whether STRLCS's introduction was a material cause of the engagement.

7. Vendor standards

You will:

• Perform all referred work to the professional standard expected in your industry;
• Communicate with Clients courteously, promptly, and professionally;
• Arrive on time to booked appointments, notify Clients of any delay at the earliest opportunity, and complete work within the timelines you have quoted;
• Charge Clients no more than the prices you have quoted;
• Respond to any complaint raised via STRLCS within five (5) business days;
• Not misrepresent yourself as a STRLCS employee, agent, franchisee, or partner;
• Comply with all applicable South African law, including consumer, tax, labour, and health-and-safety law.

8. Ratings & priority queue

The order in which Preferred Vendors receive Referrals in each service category and city is determined by STRLCS's rating system. The system aggregates:

• Post-job Client ratings across professionalism, communication, timeliness, and value;
• STRLCS's internal service-quality score;
• Response speed to Referrals;
• Complaint history and remedial responsiveness.

STRLCS's ranking decisions are final. Persistent low ratings may result in temporary suspension from the referral list until performance improves. Sustained failure or a serious single incident may result in removal from the Programme without refund of any current-period fees. You have the right to make representations to STRLCS's rating panel before suspension or removal becomes effective, subject to any need for immediate action in the public interest.

9. Non-circumvention

For a period of five (5) years from the earlier of the date of your first Referral and the date on which you cease to be a Preferred Vendor:

• You will not, directly or indirectly, bypass, circumvent, avoid, or interfere with STRLCS in relation to any Client, referral source, supplier, employee, contractor, or affiliate of STRLCS to whom you have been introduced through the Programme.
• You will not enter into direct or indirect commercial engagement with any Client introduced to you by STRLCS other than through the Programme and on the commission terms in section 6.
• The burden of proving that any engagement with such a Client did not arise from a STRLCS introduction rests on you.

10. Non-solicitation

For a period of three (3) years from the date on which you cease to be a Preferred Vendor, you will not directly or indirectly solicit any Client, referral source, supplier, employee, or contractor of STRLCS for competing services.

11. Confidentiality

All information you receive from STRLCS in the course of the Programme — including Client names and contact details, Client property information, STRLCS methodologies, checklists, pricing structures, vendor books, municipal contact registers, and rating data — is confidential and remains STRLCS's property. You will use it solely for the purpose of performing referred work, will not disclose it to third parties, and will return or destroy it on termination.

12. Independent contractor

You are an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, franchise, or agency relationship between you and STRLCS. You are solely responsible for your own tax, VAT, PAYE, employee obligations, and all business overheads.

13. Insurance & accreditation

You warrant that, at all times during your participation in the Programme, you will hold and maintain:

• All accreditations, licences, and registrations required by law for your service category;
• Professional indemnity and public liability insurance of a scale reasonably appropriate to your service category and scope of work;
• Compensation Fund (COIDA) registration where you employ staff;
• Valid tax compliance status with SARS.

You will notify STRLCS immediately of any change in the status of any of the above, including expiry, suspension, revocation, downgrade, or investigation. Expiry or loss of a required accreditation or insurance results in automatic suspension from the referral list until the position is regularised.

14. Intellectual property & badge use

STRLCS grants you a limited, non-exclusive, non-transferable, revocable licence to use the STRLCS Preferred Vendor Badge and reference your Preferred Vendor status in your marketing while you are an active Preferred Vendor in good standing. Use is subject to STRLCS's brand guidelines (provided separately) and must not:

• Imply that STRLCS employs or manages you;
• Extend to service categories or cities for which you are not currently listed;
• Continue after your Preferred Vendor status ends.

All STRLCS trademarks, service marks, brand assets, methodologies, checklists, software, and content remain STRLCS's intellectual property.

15. Limitation of liability & indemnity

To the maximum extent permitted by South African law:

• STRLCS's total aggregate liability to you under or in connection with these Terms is limited to the total fees you have paid to STRLCS in the three (3) months immediately preceding the event giving rise to the claim.
• STRLCS is not liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of business opportunity, or loss of reputation.
• STRLCS is not liable for the acts or omissions of any Client or any other Preferred Vendor.

You indemnify STRLCS and hold it harmless against any claim, cost, or liability arising from:

• Any work you perform for a Client, referred or otherwise;
• Any inaccuracy or misrepresentation in your application or credentials;
• Any breach by you of these Terms, applicable law, or any Client's rights.

Nothing in these Terms limits liability for fraud, gross negligence, wilful misconduct, or any liability that cannot be limited under South African law.

16. POPIA & data

STRLCS handles your personal information and any Client personal information you access through the Programme in accordance with our Privacy Policy and the Protection of Personal Information Act, 2013. You are a separate responsible party for any Client personal information you collect independently in the course of performing referred work.

17. Termination

• Either party may terminate your participation in the Programme on 30 days' written notice.
• STRLCS may terminate immediately for a material breach not remedied within 14 days of written notice, for insolvency, dishonesty, fraud, loss of a required accreditation or insurance, or persistent low ratings.
• On termination: (a) you cease to be a Preferred Vendor and your right to use the Preferred Vendor Badge ends immediately; (b) sections 6, 9, 10, 11, 15, 16 and this section continue in force for their stated periods; (c) any fees paid for the current period remain earned and non-refundable except where a Vetting Fee refund under section 5 is triggered by the reason for termination.

18. Notices & electronic communications

You consent to electronic communication from STRLCS. Any notice, agreement, disclosure, or other communication STRLCS sends to you by email to the address you have provided satisfies any legal requirement that such communication be in writing.

Notices to STRLCS must be sent to legal@strlcs.co.za or to STRLCS's domicilium citandi et executandi at Impala House, 27 Castle Street, Cape Town, 8001. Notices are deemed received on the first business day after sending in the case of email, or on delivery in the case of physical delivery.

19. Dispute resolution

The parties will attempt in good faith to resolve any dispute by direct discussion within 30 days of it arising. Any dispute not so resolved will be finally determined by arbitration under the rules of the Arbitration Foundation of Southern Africa (AFSA), conducted by a single arbitrator in Cape Town, South Africa, in English. The arbitrator must have at least ten (10) years' experience in Cape Town commercial law. The arbitration award is final and binding. Nothing in this section prevents either party from applying to a court for urgent interim or protective relief, including for the enforcement of sections 9, 10 or 11.

20. General

• Whole agreement. These Terms, together with the Privacy Policy, any Schedule, and any written agreement between the parties, form the whole agreement.
• Severability. If any provision is unenforceable, the offending provision is severed to the extent required and the remaining provisions continue in full force.
• Amendments. STRLCS may amend these Terms on 30 days' notice by email and by publishing amended Terms on our website. Continued participation after the effective date constitutes acceptance.
• Assignment. STRLCS may assign these Terms to any affiliated or successor STRLCS entity or to Turn Key Partnerships Holdings or its successors. You may not assign your rights or obligations without STRLCS's written consent.
• Governing law. These Terms are governed by the laws of the Republic of South Africa.
• Costs. The unsuccessful party in any dispute is liable for the successful party's legal costs on an attorney-and-own-client scale.

Schedule 1 — Current fee schedule

Fees below are current as at the Effective Date of these Terms. STRLCS may update the schedule from time to time on 60 days' notice.