LOLASILK INCENTIVE PROGRAM: Whereby independent operators are rewarded by LOLASILK for the purchase of LOLASILK original products for the purposes of fitting/selling such products to their own customers.TERMS AND CONDITIONS entered into by LOLASILK ANDTHE PARTICIPANT(collectively “Parties”)NOW THEREFORE THE PARTIES AGREE AS FOLLOWS:1.DEFINITIONS1.1In this Agreement, unless inconsistent with, or otherwise indicated by, thecontext: 1.1.1“Agreement” shall mean the Agreement set out in thisdocument namely the terms and conditions of the LOLASILKwebsite, application and/or portal applicable to incentivisedPARTICIPANTS.1.1.2"Business Day" means any day that is not a Saturday,Sunday or official public holiday in the Republic of SouthAfrica;1.1.3“Confidential Information” means and includesinformation about websites, software, screens, specifications,data, methods, processes, procedures, improvements,"know-how," marketing techniques and business plans,strategies, customer names and other information related tocustomers, price lists, pricing policies and financialinformation or other business in oral, demonstrative, written,graphic or machine-readable form, which is unpublished, notavailable to the general public or trade, and which ismaintained as confidential and proprietary information bythe disclosing party for regulatory, customer relations,and/or competitive reasons. Confidential Information alsoincludes any information described above which the
disclosing party has obtained in confidence from anotherparty.1.1.4“Incentive” means a credit award that is allocated to aParticipant who purchases selected products from LOLASILK,such incentive is in the form of a credit to the PARTICIPANT’snext order;1.1.5“Lolasilk” is the trading name, style and brand ofPEPPERFLY (PTY) LTD (registration number 2018/323630/07;1.1.6“Lolasilk Level” shall be the Incentive scheme inSchedule 1 which the PARTICIPANT is eligible for, based onperformance.1.1.7“Parties”LOLASILK and the PARTICIPANT collectively and areference to a "Party" shall mean either LOLASILK or thePARTICIPANT, as determined from the context of thisAgreement;1.1.8“Participant” is defined in terms of the registrationapplication entered into by the website user. EachPARTICIPANT will be assigned a unique code and websiteprofile The unique code will change every 12 months andmaybe be valid for longer at the discretion of LOLASILK.1.1.9“Wallet” shall mean the online account in the websiteprofile into which a Participant’s Incentive is paid. 2.INTRODUCTION2.1LOLASILK is a seller and importer of various hair and synthetic hair-related products, such as inter alia: wigs, hair pieces, hair extensions,braids and other hair-related products et cetera (‘products’) which it willsell to the PARTICIPANT, being a hairdresser, hair salon operator ordistributor or the like. 2.2The parties enter into this agreement to set out an incentive plan to forthe PARTICIPANT to achieve excellent long-term performance for theLOLASILK in the marketing and selling of LOLASILK’S products.2.3The PARTICIPANT may opt out of this Agreement by notifying LOLASILKvia email addressed to ______________. Any obligations in terms of thisAgreement shall immediately become due upon opt out.2.4The PARTICIPANT hereby confirms its acceptance of the appointment. 3.TERM3.1This Agreement will commence on the date of acceptance (whether inwriting or electronically) of this Agreementby the PARTICIPANT andLOLASILK and shall remain indefinitely until terminated in accordancewith this Agreement.3.2Prior to LOLASILK’s acceptance of this Agreement, LOLASILK will vet thePARTICIPANT based on the PARTICIPANT’s information provided, which thePARTICIPANT warrants is accurate. 2
4.LEGAL NATURE OF THE APPOINTMENT4.1The appointment of the PARTICIPANT is not exclusive. LOLASILK reservesthe right to appoint an indefinite amount of PARTICIPANTS who shall berewarded for their results.4.2The PARTICIPANT undertakes not to portray itself to the general public asan agent of LOLASILK and LOLASILK undertakes not to portray itself to thegeneral public as an agent of the PARTICIPANT.4.3The relationship between the Parties in terms of this Agreement shallinvolve a close collaboration between two independent contractingParties and in the circumstances shall not imply any employmentrelationship or partnership in the legal sense, nor shall it constitute eitherparty the agent or authorised representative of the other party. 4.4The rights and obligations of the Parties in terms of this Agreement shallbe incapable of being ceded, assigned or delegated to any other personoutside of the LOLASILK or the PARTICIPANT, save with the writtenconsent of the other party, or as provided for in this Agreement.4.5The PARTICIPANT warrants that information it provided to LOLASILK priorto the commencement of this Agreement is correct, should it come to theattention of LOLASILK that the PARTICIPANT has not been truthful, it mayterminate this Agreement immediately.4.6The PARTICIPANT acknowledges that:4.6.1LOLASILK may amend its rewards program or Incentives atany time upon notice or publication on its website.4.6.2It will be purchasing products from LOLASILK for resale.4.6.3All products offered are subject to availability.4.6.4Should there be an amendment of the product list or pricesthereof, LOLASILK will notify the PARTICIPANT by notice onthe website and/or via email. Changes shall be effective onpublication, unless stated otherwise.4.6.5Ordering, returns, delivery et cetera shall be in terms ofLOLASILK’s standard website terms and conditions.4.6.6The rights in all intellectual property in the website andproduct offerings shall always vest in LOLASILK (or anauthorised third party) but shall never vest in thePARTICIPANT.4.6.7It will provide LOLASILK with a valid name, identity number,name of business (hair salon, store or warehouse, as thecase may be) and registration number (if applicable),physical address of the business, email address, a mobilephone number and recent photograph of the outsideshopfront and the inside of the PARTICIPANT’s business.4.6.8LOLASILK is authorised to send the PARTICIPANT marketinginformation.3
4.6.9Any account which remains inactive for 1 (one) year shall bedeleted by LOLASILK.4.6.10It is the PARTICIPANT’s responsibility to ensure that itscustomers enter the PARTICIPANT’s unique code whenmaking purchases in order for the PARTICIPANT to receiveincentives. Should the customer fail to enter the uniquecode, the PARTICIPANT will not be entitled to receive anincentive.5.THE PARTIES’ OBLIGATIONS5.1LOLASILK shall:5.1.1Make a list of products available on its website,5.1.2From time to time, at its discretion, through a dedicatedliaison, attend the PARTICIPANT’s workplace for the purposesof contact, assistance or feedback.5.2The PARTICIPANT undertakes:5.2.1Not to do anything which will prejudice LOLASILK or itsreputation;5.2.2Not to copy LOLASILK’s products or portray any otherproduct as a LOLASILK product;5.2.3To acquaint itself with LOLASILK’s products and educate itscustomers accordingly when fitting such products on theircustomers;5.2.4To pay LOLASILK on time in terms of LOLASILK’s invoices andpayment terms.6.INCENTIVE6.1As an Incentive for achieving sales by the PARTICIPANT, LOLASILK willreward the PARTICIPANT in terms of its Reward Status in Schedule 1.6.2Incentives:6.2.1are not transferable and can only be claimed by thePARTICIPANT who earned them;6.2.2may not be redeemed for cash or substituted;6.2.3may not be earned retrospectively;6.2.4will be allocated to the next order of products from LOLASILK;6.2.5are valid for 3 (three) months from date of being earned;6.2.6Will be displayed in the PARTICIPANT’s Wallet.4
6.3LOLASILK may run promotions and/or offers from time to time, theadditional terms of which will be displayed on promotional material,whether online or printed.6.4The Participant is responsible for obtaining his/her own tax adviceindependently and is liable for their own taxes incurred as a result ofIncentives.6.5Any Incentives paid by LOLASILK shall be refunded to LOLASILK in theevent that products are returned. 7.SECURITY7.1The PARTICIPANT undertakes that its log-in and password will not bedisclosed to third parties and will be used solely for personal use, andthat the PARTICIPANT will take the necessary precaution of keeping suchinformation safe.7.2The PARTICIPANT is fully responsible for his/her log-in details on thewebsite.7.3LOLASILK or its appointees shall not be liable for any security breachesoccurring on the website whatsoever.8.CONFIDENTIALITY8.1theParties acknowledge that Confidential Information submitted duringthe course of their business relationship is information that should betreated with the strictest of confidence and theParties agree that it shallnot use the Confidential Information for any other purpose whatsoeverthan that stated in this Agreement;8.2The Parties shall keep in the strictest confidence all the ConfidentialInformation.8.3The obligations set out under this confidentiality clause will remain inforce throughout the period in which LOLASILK’s services are utilised byTHE PARTICIPANT and shall continue to remain in force for a period of 3(three) years after termination of the services should such situation arise.9.BREACH AND TERMINATION9.1In the event of either Party to thisAgreement committing an act ofbreach, the Party prejudiced thereby shall by written notice call upon thedefaulting Party to remedy such breach within 7 (seven) days of receipt ofsuch written notice failing which the Party calling upon the remediationshall have the option to seek specific performance and/or the right tocancel and sue for damages, besides any other rights such Party mayhave in terms of law. The successful litigant shall be entitled to obtain acost order as calculated on attorney and own client scale.9.2LOLASILK may terminate this Agreement on notice, the provisions whichsurvive termination shall endure.9.3LOLASILK reserves the right to stop supplying the PARTICIPANTimmediately should the PARTICIPANT:9.3.1Fail to make payment of overdue invoices,5
9.3.2Have breached invoicing terms on any 1 (one) occasion,9.3.3Do anything whatsoever which will prejudice LOLASILK or itsbrand,9.3.4Provide any misleading information to LOLASILK.10.NOTICES10.1For the purpose of this Agreement PARTICIPANT’sphysical and electronicaddresses shall be in accordance with signing up on the Website.10.2Notwithstanding anything to the contrary contained in this Agreement, awritten notice or communication actually received by one of the Partiesfrom another including by way of facsimile transmission and/or electronicmail shall be adequate written notice or communication to such party.11.WHOLE AGREEMENTThis Agreement, together with LOLASILK’s standard terms and conditionsdisplayed on the LOLASILK website constitutes the whole agreementbetween the Parties as to the subject-matter hereof and no agreement,representations or warranties between the Parties other than those setout herein are binding on the Parties.12.VARIATIONNo addition to or variation, consensual cancellation or novation of thisAgreement and no waiver of any right arising from this Agreement or itsbreach or termination shall be of any force or effect unless reduced towriting and signed by all the Parties or their duly authorisedrepresentatives.13.RELAXATIONNo latitude, extension of time or other indulgence which may be given orallowed by any Party to any other Party in respect of the performance ofany obligation hereunder or enforcement of any right arising from thisAgreement and no single or partial exercise of any right by any Party shallunder any circumstances be construed to be an implied consent by suchparty or operate as a waiver or a novation of, or otherwise affect any ofthat Party's rights in terms of or arising from this Agreement or estopsuch Party from enforcing, at any time and without notice, strict andpunctual compliance with each and every provision or term hereof.14.SEVERENCEIf any provision contained in these terms and conditions is held to beillegal, invalid or unenforceable, it shall be severable, shall be deemed tobe deleted from these terms and conditions and shall not affect thevalidity or enforceability of other provisions in these terms and condition.6
SCHEDULE “A” TO LOLASILK’S INCENTIVE PROGRAM7
1.The PARTICIPANT’s LOLASILK Level shall be defined in accordance withthe PARITICPANT’s purchases from LOLASILK. 2.The LOLASILK Level shall be calculated on a monthly basis, and uponreaching thresholds per each LOLASILK Level, the PARTICIPANT will beassigned to either a higher or lower level as the case may beautomatically.3.LOLASILK may amend the levels upon notice either by publication on thewebsite or via email.4.All levels are subject to the following:4.1.1The PARTICIPANT shall be entitled to a once-off discount of25% on the first 3 (three) bundles and closure;4.1.2The PARTICIPANT’s client will receive a 2% discount on anyorder using the PARTICIPANT’s unique code for the validity ofthe code;4.1.3LOLASILK Levels are not cumulative and/or inclusive of lowerlevels and benefits are not compounded. Incentives areapplicable only to the relevant level. 4.1.4The PARTICIPANT will be provided a 5% credit in their Walletfrom their referred clients who enter the PARTICIPANT’sunique code for the first 3 (three) orders of that specificclient. LOLASILK LEVELS5.Explorer level:5.1Purchases in excess of R1000 (excl VAT) in monthly purchases fromLOLASILK,\5.2A 5% discount on all orders.6.Lola Team level:6.1Purchases in excess of R4,199 (excl. VAT) in monthly purchases fromLOLASILK;6.2The PARTICIPANT will be entitled to:6.2.1a 10% discount on all orders (applied at checkout on thewebsite);6.2.2an exclusive LOLASILK portfolio booklet and updates fromtime to time (additional portfolio booklets may be purchasedfrom LOLASILK);6.2.3a demonstration kit (additional demonstration kits may bepurchased from LOLASILK),8
6.2.4a pack of 30 (thirty) business cards per month containing aunique referral code for customers (additional business cardsmay be purchased from LOLASILK),6.2.5access to a direct and exclusive telephone hotline toLOLASILK’s internal management team.7.Lola Star Team Level:7.1Purchases in excess of R11.000 (excl. VAT) in monthly purchases fromLOLASILK;7.2The PARTICIPANT will be entitled to:7.2.1a 15% discount on all orders (applied at checkout on thewebsite);7.2.2an exclusive LOLASILK portfolio booklet and updates fromtime to time (additional portfolio booklets may be purchasedfrom LOLASILK);7.2.3a demonstration kit (additional demonstration kits may bepurchased from LOLASILK),7.2.4a pack of 30 (thirty) business cards per month containing aunique referral code for customers (additional business cardsmay be purchased from LOLASILK),7.2.5access to a direct and exclusive telephone hotline toLOLASILK’s internal management team;7.2.6invitation to a LOLASILK masterclass on how to improvesales, transform their business with expert hair stylist andbusiness consultants. 8.Lola Expert Team Level:8.1Purchases in excess of R21,000 (excl. VAT) in monthly purchases fromLOLASILK;8.2The PARTICIPANT will be entitled to:8.2.1a 20% discount on all orders (applied at checkout on thewebsite);8.2.2an exclusive LOLASILK portfolio booklet and updates fromtime to time (additional portfolio booklets may be purchasedfrom LOLASILK);8.2.3a demonstration kit (additional demonstration kits may bepurchased from LOLASILK),8.2.4a pack of 30 (thirty) business cards per month containing aunique referral code for customers (additional business cardsmay be purchased from LOLASILK),8.2.5access to a direct and exclusive telephone hotline toLOLASILK’s internal management team;9
8.2.6invitation to a LOLASILK masterclass on how to improvesales, transform their business with expert hair stylist andbusiness consultant.8.2.7Invitation to LOLASILK refresher course about styling,haircare, wigs et cetera.8.2.8Two exclusive luxury and functional LOLASILK brandedblazers.9.Lola Elite Team Level:9.1Purchases in excess of R32,000 (excl. VAT) in monthly purchases fromLOLASILK;9.2The PARTICIPANT will be entitled to:9.2.1a 25% discount on all orders (applied at checkout on thewebsite);9.2.2an exclusive LOLASILK portfolio booklet and updates fromtime to time (additional portfolio booklets may be purchasedfrom LOLASILK);9.2.3a demonstration kit (additional demonstration kits may bepurchased from LOLASILK),9.2.4a pack of 30 (thirty) business cards per month containing aunique referral code for customers (additional business cardsmay be purchased from LOLASILK),9.2.5access to a direct and exclusive telephone hotline toLOLASILK’s internal management team;9.2.6invitation to a LOLASILK masterclass on how to improvesales, transform their business with expert hair stylist andbusiness consultant.9.2.7Invitation to LOLASILK refresher course about styling,haircare, wigs et cetera.9.2.8Two exclusive luxury and functional LOLASILK brandedblazers.9.2.9Custom-made website with 3 (three) lay out options and thePARTICIPANT’s own content. Hosting and domain registrationnot included.10
