Terms of service

Terms and Conditions

Vermella Last Updated: [23/02/2025]

IMPORTANT NOTICE REGARDING DISPUTE RESOLUTION

This Agreement sets out how disputes between you and Vermella will be handled under South African law. Please review Section 18 carefully before agreeing to these Terms. You retain the right to approach the National Consumer Commission, the Consumer Goods and Services Ombud, or a South African court of competent jurisdiction in accordance with the Consumer Protection Act 68 of 2008.

1. ACCEPTANCE OF TERMS

These Terms and Conditions ("Terms") are entered into by and between you and Vermella (Pty) Ltd ("Vermella," "Company," "we," "our," or "us").

These Terms govern your access to and use of:

  • vermella.co.za
  • Any related websites, checkout pages, landing pages, subdomains, mobile applications, and services
  • Any purchases of products offered through the foregoing (collectively, the "Website")
  • Any products or subscription services ("Products")

By accessing or using the Website, creating an account, enrolling in a subscription, clicking "I agree," or purchasing any Product, you:

  • Represent that you are at least eighteen (18) years old
  • Represent that you have legal capacity to enter into a binding agreement under South African law
  • Agree to be bound by these Terms in their entirety

If you do not agree, you must not access or use the Website.

1.1 Electronic Assent

Where presented, you will be required to take an affirmative action (such as checking a box or clicking a clearly labelled button) acknowledging your agreement to these Terms before completing certain transactions.

In accordance with the Electronic Communications and Transactions Act 25 of 2002 ("ECTA"), your affirmative action constitutes legally binding electronic consent.

1.2 Modifications to Terms

We may revise these Terms at any time in our sole discretion.

If changes are material, we will provide reasonable notice, which may include:

  • Email notification
  • Account notification
  • Website banner notice

Continued use of the Website after changes become effective constitutes acceptance.

2. ACCESS TO WEBSITE

We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Website solely for personal, non-commercial use.

We reserve the right to:

  • Modify or discontinue any part of the Website
  • Restrict or terminate access
  • Refuse service to any user, subject to applicable South African law

We are not liable if the Website becomes unavailable due to factors beyond our reasonable control.

3. ACCOUNT SECURITY

If you create an account:

  • You must provide accurate and current information
  • You are responsible for maintaining the confidentiality of your login credentials
  • You must notify us immediately of any unauthorised access

We may disable accounts at our discretion for violations of these Terms, subject to providing you with reasonable notice where applicable.

4. PROHIBITED USES

You agree not to:

  • Violate any applicable law, including South African law
  • Scrape, crawl, or use automated means to access the Website
  • Interfere with Website security
  • Upload malicious code or viruses
  • Engage in fraudulent or deceptive conduct, including any conduct in breach of the Cybercrimes Act 19 of 2020
  • Impersonate any person or entity
  • Attempt unauthorised access to systems or data
  • Process personal information of other users in violation of the Protection of Personal Information Act 4 of 2013 ("POPIA")

We reserve the right to investigate and pursue violations to the fullest extent permitted by law.

5. INTELLECTUAL PROPERTY

All Website content, including text, images, graphics, trademarks, logos, software, and design elements, is owned by or licensed to Vermella.

"Vermella" and the Vermella logo are trademarks of Vermella (Pty) Ltd.

You may not reproduce, distribute, modify, or exploit Website content without our prior written consent.

No rights are granted except as expressly provided herein.

6. PRODUCT INFORMATION; SAHPRA DISCLAIMER

These statements have not been evaluated by SAHPRA (the South African Health Products Regulatory Authority). Vermella is a dietary supplement and is not intended to diagnose, treat, cure, or prevent any disease.

All information provided on the Website — including product descriptions, blog posts, testimonials, educational materials, and other content — is for informational and educational purposes only and is not medical advice.

You should consult a qualified healthcare professional before beginning any supplement programme, especially if you are pregnant, breastfeeding, taking medication, or managing an existing health condition.

Vermella is designed to support your body alongside your doctor's plan, never as a replacement.

Individual results may vary.

6.1 No Medical or Professional Advice

Nothing on the Website constitutes medical, legal, or professional advice.

You acknowledge that any reliance on information presented on the Website is at your own risk.

6.2 Reliance Disclaimer

Any reliance you place on information presented on or through the Website is strictly at your own risk.

Vermella disclaims all liability and responsibility arising from:

  • Any reliance placed on Website materials by you or any other visitor
  • Any interpretation of product descriptions or educational content
  • Any third-party materials or testimonials appearing on the Website

The Website may include content provided by third parties. Such content reflects the opinions of the individual author and does not necessarily reflect Vermella's views.

7. COMMUNICATIONS; ELECTRONIC CONSENT

By using the Website, creating an account, or making a purchase, you consent to receive electronic communications from us, including:

  • Order confirmations
  • Shipping notifications
  • Subscription reminders
  • Customer service communications
  • Marketing communications (if opted in)

You may opt out of marketing emails by using the unsubscribe link in such communications or by emailing help@vermella.co.za.

In accordance with ECTA, you agree that electronic communications satisfy any legal requirement that such communications be in writing.

8. PRIVACY

8.1 Privacy Policy

All personal information we collect is handled in accordance with POPIA and our Privacy Policy, available at vermella.co.za/policies/privacy-policy.

By using the Website, you consent to the processing of your personal information as described in our Privacy Policy.

8.2 Cookies and Tracking Technologies

Our Website uses cookies, pixels, and similar tracking technologies operated by us and third parties to enhance user experience, analyse Website performance, personalise content, and support advertising and marketing activities.

Information collected through these technologies may be shared with analytics, advertising, and social media partners consistent with our Privacy Policy.

You may manage cookie preferences through your browser settings. For more information, please review our Privacy Policy.

9. PAYMENTS AND BILLING

9.1 Orders as Offers

An order submitted by you constitutes an offer to purchase Products. All orders are subject to acceptance by Vermella.

We reserve the right to refuse or cancel any order at our discretion, including for suspected fraud, pricing errors, or product unavailability.

Prices are listed in South African Rand (ZAR) and are inclusive of VAT where applicable. Prices are subject to change without notice.

9.2 Payment Authorisation

By providing a payment method, you represent and warrant that:

  • You are authorised to use the payment method
  • All payment information provided is accurate and current

You authorise Vermella to charge your payment method for:

  • Products purchased
  • Subscription renewals
  • Shipping charges
  • Applicable taxes
  • Any other disclosed fees

If payment is declined, we may suspend or cancel your order.

9.3 Third-Party Payment Processors

Payments may be processed through third-party providers such as PayFast, Yoco, Peach Payments, or other licensed South African payment processors. Your use of such providers is subject to their terms and privacy policies.

Vermella is not responsible for payment processor errors.

10. SHIPPING; TITLE; RISK OF LOSS

Products are shipped via third-party couriers, including but not limited to The Courier Guy, Aramex, PostNet, or similar licensed South African courier services.

Unless otherwise required by law:

  • Title and risk of loss transfer to you upon delivery to the address provided by you
  • Courier delivery confirmation (including tracking status, signature proof, or photo of delivery) shall be deemed proof of delivery for purposes of resolving disputes

We are not responsible for delays caused by:

  • Couriers
  • Weather
  • Incorrect shipping information provided by you
  • Force majeure events (see Section 12)

Delivery times are typically 3 to 6 business days for most South African addresses. Remote areas may take longer.

11. AVAILABILITY; ERRORS; INACCURACIES

We may update product information, pricing, or availability at any time without prior notice.

The Website may contain typographical errors or inaccuracies.

We reserve the right to correct errors and cancel orders affected by pricing or description inaccuracies, subject to providing a full refund for any affected orders.

12. FORCE MAJEURE

Vermella shall not be liable for any delay or failure to perform any obligation under these Terms if such delay or failure results from causes beyond our reasonable control, including but not limited to:

  • Acts of God
  • Natural disasters
  • Pandemics or public health emergencies
  • Labour disputes
  • Supply chain disruptions
  • Governmental actions
  • War or terrorism
  • Internet service failures
  • Payment processor outages
  • Courier delays
  • Loadshedding or infrastructure disruptions

Performance shall be excused for the duration of such event.

13. SUBSCRIPTIONS; AUTOMATIC RENEWAL; CANCELLATION

13.1 Subscription Enrolment

The Website may offer subscription purchase options ("Subscription Services") that provide automatic recurring shipments of Products at the frequency selected during checkout.

If you enrol in a Subscription Service, you agree that:

  • Your subscription includes recurring payment obligations
  • Vermella is authorised to charge your payment method automatically at the selected billing interval
  • Shipments will continue until cancelled in accordance with these Terms

13.2 Clear Disclosure; Affirmative Consent

At the time of enrolment, the recurring billing terms — including:

  • The fact that charges will recur automatically
  • The billing frequency
  • The amount to be charged
  • The cancellation policy

will be presented in a clear and conspicuous manner prior to completion of your purchase.

You will be required to take an affirmative action (such as checking a box or clicking a clearly labelled button) acknowledging the recurring nature of the subscription and the cancellation terms before completing your purchase.

Your affirmative action constitutes express consent to recurring charges under ECTA.

13.3 Automatic Renewal

UNLESS YOU CANCEL IN ACCORDANCE WITH THESE TERMS, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE THEN-CURRENT RATE AND AT THE SAME BILLING INTERVAL YOU SELECTED AT CHECKOUT.

If pricing changes, we will provide advance notice as required by law.

13.4 How to Cancel

In accordance with Section 14 of the Consumer Protection Act 68 of 2008, you may cancel your Subscription Service at any time by giving us 20 business days' written notice.

To avoid being charged for the next scheduled shipment, please cancel at least 24 hours before your next billing date.

You may cancel through any of the following methods:

  • Logging into your account and following the cancellation instructions
  • Using any "Cancel Subscription" feature in your account portal
  • Emailing help@vermella.co.za

We will not require you to call a live representative to cancel.

Cancellation requests are effective upon confirmation.

After cancellation:

  • No future recurring charges will be made
  • No additional shipments will be sent after the current billing cycle (if already dispatched)

13.5 Account Updater Disclosure

We may use an automatic account updater service provided by our payment processor. This service may update your stored payment information (such as card number or expiry date) if your card issuer provides updated information.

If your payment information is updated, you authorise us to charge the updated payment method.

If you do not wish to have your payment information automatically updated, you must remove your stored payment method or cancel your subscription.

13.6 Failed Payments

If a recurring charge fails, you authorise us to:

  • Retry the charge
  • Contact you for updated payment information
  • Suspend shipments until payment is received

Your continued enrolment in a Subscription Service constitutes reaffirmation of your authorisation to charge your payment method.

Unpaid balances may be referred for collection where permitted by law.

14. SMS / MOBILE MESSAGING PROGRAMME

Vermella may offer a mobile messaging programme ("Programme").

By opting into the Programme, you agree to receive recurring marketing and transactional text messages from or on behalf of Vermella at the mobile number you provided.

14.1 Consent to Receive Messages

By opting in, you:

  • Expressly consent to receive marketing messages, in accordance with Section 45 of the Consumer Protection Act 68 of 2008 (direct marketing provisions) and POPIA Section 69 (unsolicited electronic communications)
  • Acknowledge that consent is not a condition of purchase
  • Understand that message frequency varies
  • Agree that standard message and data rates may apply

14.2 Opt-Out Procedure

You may opt out at any time by replying:

  • STOP
  • END
  • CANCEL
  • UNSUBSCRIBE

You may receive a confirmation message. Under Section 11 of POPIA, you have the right to withdraw consent for direct marketing at any time.

14.3 Carrier Disclaimer

Mobile carriers are not liable for delayed or undelivered messages.

Delivery is subject to effective transmission by your wireless provider.

14.4 Age Restriction

You may not participate in the Programme if you are under eighteen (18) years of age.

14.5 Programme Description; Message Frequency

Users who opt into the Programme may receive recurring marketing and transactional messages, including but not limited to promotions, product announcements, checkout reminders, order confirmations, shipping notifications, and customer service communications.

Message frequency varies and may be influenced by your interactions with us.

15. USER CONTENT

The Website may allow users to post reviews, testimonials, comments, or other content ("User Content").

By submitting User Content, you grant Vermella a perpetual, worldwide, royalty-free, transferable, sublicensable licence to use, reproduce, modify, distribute, publicly display, and create derivative works from such content for business and marketing purposes.

You represent and warrant that:

  • You own or control all rights in the User Content
  • The content does not violate third-party rights
  • The content is truthful and not misleading

15.1 Monitoring and Enforcement

We reserve the right, but not the obligation, to:

  • Remove or refuse to post User Content
  • Take action if content violates these Terms
  • Terminate or suspend user access

15.2 Law Enforcement Cooperation

We reserve the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of any user.

You agree that Vermella may disclose information about you if required by South African law, court order, subpoena, or governmental request in accordance with POPIA.

16. DISCLAIMERS

THE WEBSITE, PRODUCTS, AND ALL CONTENT PROVIDED BY VERMELLA ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

To the maximum extent permitted by law, Vermella disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, title, accuracy, reliability, and availability.

Vermella does not warrant that:

  • The Website will be uninterrupted or error-free
  • Defects will be corrected
  • The Website or servers are free of viruses or harmful components
  • Products will meet your expectations

Nothing in these Terms limits, excludes, or modifies any warranty, right, or remedy implied by the Consumer Protection Act 68 of 2008 or other South African law that cannot be lawfully excluded. In particular, Sections 54 and 55 of the CPA (which provide consumers with rights to safe, good-quality goods) apply despite anything to the contrary in these Terms.

17. LIMITATION OF LIABILITY

To the maximum extent permitted by law:

In no event shall Vermella or its affiliates, officers, directors, employees, agents, or service providers be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to loss of profits, loss of data, loss of goodwill, or business interruption, arising out of or relating to:

  • These Terms
  • Your use or inability to use the Website
  • Any Product purchase
  • Any Subscription Service
  • Any advertising or marketing practices

This applies regardless of the theory of liability, whether in contract, delict (including negligence), strict liability, or otherwise.

17.1 Cap on Direct Damages

To the maximum extent permitted by law, Vermella's total liability for any claim shall not exceed the greater of:

  • (A) The total amount you paid to Vermella during the twelve (12) months preceding the event giving rise to the claim; or
  • (B) Five Thousand South African Rand (ZAR 5,000.00).

This amount shall constitute your sole and exclusive remedy under these Terms.

17.2 Statutory Rights Not Excluded

The limitations in this Section do not apply to liability that cannot be excluded or limited under the Consumer Protection Act, POPIA, or any other applicable South African law, including liability for death, personal injury, fraud, or wilful misconduct.

17.3 Allocation of Risk

You acknowledge that the pricing of Products reflects the allocation of risk set forth in this Section and that Vermella would not enter into these Terms without these limitations.

18. DISPUTE RESOLUTION

PLEASE READ THIS SECTION CAREFULLY.

18.1 First Step: Direct Resolution

If you have a complaint or dispute with Vermella, you agree to first contact us at help@vermella.co.za so that we can attempt to resolve the matter directly. Most disputes can be resolved this way within 10 to 15 business days.

18.2 Second Step: Negotiation and Mediation

If we cannot resolve the dispute directly, the parties agree to attempt to resolve the dispute through good-faith negotiation or, if that fails, through mediation conducted by a mutually agreed mediator.

18.3 Your Statutory Rights

You retain the following rights under South African law:

  1. The right to lodge a complaint with the National Consumer Commission (NCC) — www.thencc.gov.za
  2. The right to lodge a complaint with the Consumer Goods and Services Ombud (CGSO) — www.cgso.org.za
  3. The right to lodge a complaint with the Information Regulator for POPIA-related matters — www.inforegulator.org.za
  4. The right to approach a court of competent jurisdiction in South Africa

18.4 Jurisdiction

Any legal proceedings arising from these Terms shall be subject to the exclusive jurisdiction of the South African courts. These Terms are governed by South African law.

18.5 Rights Preserved

Nothing in these Terms excludes your right to pursue any remedy available to you under the Consumer Protection Act, POPIA, or any other applicable law.

19. INDEMNIFICATION

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Vermella and its affiliates, licensors, service providers, officers, directors, employees, contractors, agents, and successors from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

  • Your violation of these Terms
  • Your misuse of the Website or Products
  • Your violation of any law
  • Your violation of any third-party rights

Vermella reserves the right to assume exclusive defence and control of any matter subject to indemnification.

20. LIMITATION ON TIME TO FILE CLAIMS

To the fullest extent permitted by law, any claim or cause of action arising out of or relating to these Terms, the Website, any Product, or any Subscription Service must be commenced within the applicable prescription period under the Prescription Act 68 of 1969 and in any event no later than three (3) years after the claim accrues.

This provision applies to all claims, except to the extent prohibited by applicable law.

21. GOVERNING LAW

These Terms shall be governed by the laws of the Republic of South Africa, without regard to conflict-of-law principles.

22. MISCELLANEOUS

22.1 Entire Agreement

These Terms constitute the entire agreement between you and Vermella. No waiver by us shall be deemed continuing.

22.2 Severability

If any provision is invalid or unenforceable, the remaining provisions remain in effect, and the invalid provision shall be enforceable to the fullest extent permitted by law.

22.3 Assignment

Vermella may assign or transfer these Terms, in whole or in part, without restriction in connection with a merger, acquisition, corporate reorganisation, sale of assets, or by operation of law. These Terms shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

22.4 No Construction Against Drafter

No ambiguity shall be construed against the drafting party.

22.5 Survival

The provisions regarding intellectual property, payment obligations, disclaimers, limitation of liability, indemnification, dispute resolution, and any other provisions which by their nature should survive termination shall survive termination of these Terms.

CONTACT INFORMATION

Vermella (Pty) Ltd [Registered business address] [Company registration number] [VAT number, if applicable]

Email: help@vermella.co.za Website: vermella.co.za