Split & Sell (SnS) Terms & Conditions

1Introduction & Scope

1.1 Split & Sell ("SnS") is a HmperCo programme that allows registered participants ("SnS Sellers", "you") to purchase Products from HmperCo at bulk/wholesale pricing, retain a portion for personal use, and list the remainder for resale to customers via the HmperCo marketplace at a retail price you set, subject to this Agreement.

1.2 This Agreement governs your participation in SnS in full, in addition to the Master Terms.

2Legal Framework

• Consumer Protection Act 68 of 2008 ("CPA") — HmperCo remains responsible to the end customer for the goods sold through the SnS programme as the supplier on record via the Platform; nothing in this Agreement removes the end customer's CPA rights, including returns under the Returns Policy.
• Income Tax Act 58 of 1962 — profit you earn through SnS is taxable income which you are responsible for declaring to SARS; HmperCo does not provide tax advice and recommends you keep your own records (see clause 15).
• Companies Act 71 of 2008 — if you conduct SnS selling as, or through, a registered business entity, you remain responsible for that entity's own compliance obligations.
• Electronic Communications and Transactions Act 25 of 2002 ("ECTA") — governs the electronic listing and sale process on the Platform.
• Protection of Personal Information Act 4 of 2013 ("POPIA") — governs personal information you access about customers who purchase your listed items, which you may use only for fulfilling those specific sales.

3SnS Registration & Eligibility

3.1 To register for SnS you must hold a verified HmperCo Account and meet HmperCo's eligibility criteria, which may include a minimum account age, identity verification, and (for the student category) student verification under clause 7.

3.2 SnS registration falls into one of four account tiers, each with its own subscription pricing (clause 6) and Mini Store feature set: Individual, Student, Stokvel/Group, and Business. Your approved account type at registration determines your tier; you may not select a different tier than the one your registration was approved under.

3.3 HmperCo may decline or revoke SnS eligibility where verification fails or where prior misconduct is identified.

4SnS Code & Account Security

On approval, you are issued a unique SnS code used to access bulk pricing and to attribute sales to your SnS Account for payout purposes. You must keep your SnS code confidential; HmperCo is not responsible for loss arising from a code you failed to keep secure, save where the compromise resulted from HmperCo's own security failure.

5Pricing, Bulk Stock & Profit Calculation

1. You purchase stock at the SnS bulk price (the "Split Price") displayed in your SnS dashboard, which may differ from standard retail pricing.
2. You may set your own retail listing price for items you choose to sell, subject to any minimum or maximum retail price HmperCo may apply to prevent price manipulation or consumer harm.
3. No marketplace fee applies to stock you purchase and keep for your own personal use — the Marketplace transaction fee described in clause 6 applies only to items you successfully sell to a customer through the Platform.
4. Your profit on a sale is your set retail price, less the Split Price, less the fees described in clause 6, less delivery costs where these are not passed on to the customer separately. HmperCo may display an indicative profit calculator in the SnS dashboard, which auto-calculates the Marketplace and Fulfilment fees for you — these fee fields are system-calculated and cannot be manually overridden. This is an estimate only; the amounts reflected in your payout statement under clause 11 are authoritative.

6Fees: Subscription, Marketplace & Fulfilment

6.1 SnS participation involves three separate, independently calculated charges, summarised below. Current rates are also always shown live in your SnS dashboard, which is the authoritative source if this table and the dashboard ever differ due to a rate change under clause 6.5.

6.2 The subscription fee is billed monthly to your registered SnS payment method via Ozow, Yoco, PayFast, Capitec Pay, or EFT, per the Payments Policy; your first month is free of the subscription fee only — the Marketplace and Fulfilment fees still apply to any sales made during your free first month.

6.3 The Marketplace transaction fee and the Fulfilment & packaging fee are deducted automatically from each sale before your payout under clause 11; you never pay these out of pocket separately, and you cannot manually edit or override the system-calculated fee amount shown for a given sale.

6.4 An order of exactly R50.00 is charged the flat R3.00 Fulfilment fee, not the 4.3% rate; the 4.3% rate applies only once the order value exceeds R50.00.

6.5 Fee changes. HmperCo may change any fee in this clause with at least 30 days' written notice to registered SnS Sellers, save for the first-month subscription waiver, which is a promotional offer that may end on its stated terms without further notice.

7Student Verification & Reduced Subscription

Registered students qualify for the reduced Student subscription rate (R135.95/month, see clause 6), subject to submitting a valid student number and supporting proof of enrolment from an accredited South African tertiary institution. HmperCo may periodically re-verify student status and may move your Account to the standard Individual subscription rate where enrolment cannot be confirmed or has lapsed, with notice given to you beforehand.

8Listing, Selling & the HmperCo Marketplace

8.1 Items you choose to sell are listed on the HmperCo marketplace and on your own SnS Mini Store under your SnS profile; HmperCo may moderate listings for accuracy, prohibited content, or compliance with this Agreement.

8.2 You must accurately describe the condition and quantity of items you list and must not list items you do not have in your possession and ready to fulfil.

8.3 Your customer-facing Mini Store displays your retail selling price to customers only; your Split Price, subscription fee, Marketplace fee, Fulfilment fee, and resulting profit or margin are never shown to customers.

9Your SnS Mini Store

9.1 What your Mini Store is. Your Mini Store is your own personal storefront on the Platform — a dedicated page carrying your store name, profile photo, and selected branding, displaying the Products you have chosen to list, which you can share with customers directly via a link, QR code, or social media.

9.2 Ownership of the Mini Store itself. Your Mini Store — the storefront page, its underlying template, software, URL structure, hosting, and every feature the Platform provides to build and run it — remains the property of HmperCo at all times. Registering an SnS Account and building a Mini Store grants you a personal, non-exclusive, revocable licence to use it for the purpose of this Agreement; it does not transfer ownership of the Mini Store, or any part of it, to you. This is separate from, and does not affect, your ownership of your own designs and brand assets created in BrandLab under clause 5 of the BrandLab Terms & Conditions — you own what you create; HmperCo owns the storefront you create it on. Where your SnS Account is suspended or terminated under clause 16, your licence to use the Mini Store ends and HmperCo may take the store offline, consistent with clause 9.9.

9.3 Naming and branding. You choose your own store name and accent colour within HmperCo's available options, subject to clause 9.4. Your store name must not impersonate another business, infringe a third party's trademark, be obscene or misleading, or falsely imply an affiliation, partnership, or endorsement that does not exist. HmperCo may decline or require you to change a store name that breaches this clause.

9.4 Required disclosure. Your Mini Store must clearly identify that it is powered by HmperCo and operated by you as a registered SnS Seller — for example, via the standard "Sold by [your store name], powered by HmperCo" label applied automatically by the Platform. You may not remove, hide, or obscure this label, consistent with clause 17 (Marketing, Representation & IP) and the honest-dealing standard under the Consumer Protection Act.

9.5 Prohibited store content and conduct. On your Mini Store, you must not: list prohibited products (clause 14); post content that breaches the Reviews, Ratings & User-Generated Content Policy or the Intellectual Property, Logo & Brand Policy; make pricing, health, safety, or performance claims about a Product that HmperCo has not approved; or use your store to advertise, promote, or redirect customers to a non-HmperCo sales channel, consistent with clause 14.2.

9.6 Sharing and promotion. You may promote your Mini Store's link, QR code, or store card through your own channels (for example, WhatsApp, social media, or in person), provided your promotional content complies with the Promotions, Events, Competitions & Marketing Policy and does not misrepresent HmperCo, your store, or a Product. Advertising your Products or store through HmperCo's own advertising placements, including a Paid Placement, is governed separately by the Advertising Terms & Conditions.

9.7 Store analytics. Your SnS dashboard may show you aggregate, non-identifying performance information about your Mini Store (for example, views or units sold) to help you manage your store. Consistent with POPIA and the Privacy Policy, you do not receive customers' individual personal information beyond what is strictly necessary to fulfil an order you are responsible for fulfilling.

9.8 Store deactivation and closure. You may deactivate your Mini Store at any time via your SnS dashboard; deactivation removes it from public view but does not cancel Orders already placed, which continue to be fulfilled under clause 10. HmperCo may also deactivate or suspend your Mini Store independently of your broader SnS Account where this policy, the Master Terms, or an incorporated policy is breached, in accordance with clause 16.

9.9 What happens to your listings if your Account is suspended. If your SnS Account is suspended or terminated under clause 16, your Mini Store and all its listings are taken offline; any Orders already placed and paid for before suspension are still fulfilled and are still eligible for returns under clause 10 and the Returns Policy, regardless of your Account's status at the time of the return.

9.10 Specials, sales, and promotions. You may run a special, sale, or promotion on your Mini Store (for example, "20% off," "buy 2 get one free," a weekend or month-end special, or a Stokvel special), but only once it has been configured through HmperCo's promotion tools and validated against HmperCo's approved promotion rules — you cannot simply relabel a listing with a discount claim that has not been set up and approved this way.

9.11 Promotional pricing shown before checkout is a quote, not a guarantee. A discounted or "special" price you or the Platform display to a customer before checkout is indicative; the price HmperCo's systems calculate and confirm at checkout is the price actually charged. Where the two differ because a promotion has expired, reached a quantity limit, or been withdrawn, the checkout price governs, and HmperCo will not be liable to you or the customer for the earlier, indicative figure.

9.12 Pricing below HmperCo's standard policy needs separate approval. Where a special or promotion would set a price, fee treatment, or minimum below HmperCo's standard pricing policy for that product category, it requires HmperCo's prior approval before it can go live on your Mini Store — this is a safeguard against pricing that would be loss-making or misleading, and is not something you can self-approve from your dashboard.

9.13 Promotional creative must match the approved promotion. Any marketing material you generate for a special — a store card, WhatsApp Status image, social post, or similar — must accurately reflect the terms of the approved promotion (the real discount, the real qualifying products, the real dates). HmperCo may review promotional creative before or after it is published and may require you to correct or take down material that overstates, misrepresents, or does not match an approved promotion, consistent with clause 9.5 and the Promotions, Events, Competitions & Marketing Policy.

9.14 How this relates to HmperCo's own promotions. This clause governs specials and sales you run on your own Mini Store. It does not affect, and is separate from, platform-wide promotions, competitions, or Vouchers that HmperCo itself runs under the Promotions, Events, Competitions & Marketing Policy and the Vouchers & Gift Vouchers Policy — both may apply to your listings independently of any special you configure yourself.

10Fulfilment, Delivery & Customer Returns

9.1 Orders placed against your SnS listings are fulfilled through HmperCo's standard delivery infrastructure under the Delivery & Logistics Policy, unless your SnS category requires self-fulfilment, in which case additional instructions will be provided in your SnS dashboard.

9.2 Customer returns on items sold through your SnS listings are handled under the Returns Policy; where a return is approved, the corresponding sale amount — and the Marketplace and Fulfilment fees originally charged on it — are reversed and reflected in your next payout statement.

11Seller Payouts

10.1 Payouts are calculated as your retail sale price, less the Split Price, less the Marketplace transaction fee (6.1), less the Fulfilment & packaging fee (6.1), less any approved customer refunds relating to your listings, and are paid to your registered bank account on the payout date shown in your SnS dashboard.

10.2 A payout statement itemising each sale, the Split Price, the Marketplace fee, the Fulfilment fee, any refund reversals, and your net payout is made available to you before or with each payout.

12Worked Example: Calculating Your Profit

The following illustrates how a single sale is calculated. Figures are illustrative only — your actual Split Price and retail price depend on the specific product.

For an order of R50.00 or less, the Fulfilment line above would instead be a flat R3.00, regardless of the order's exact value, per clause 6.4.

13Damaged, Lost & Unsold Inventory

You are responsible for stock you have purchased and taken possession of under SnS, including any loss, damage, or unsold inventory, save where damage or loss occurred prior to your possession due to HmperCo's fault, in which case the Returns Policy applies to your own purchase from HmperCo.

14Prohibited Products & Off-Platform Circumvention

13.1 Certain product categories may be excluded from SnS resale (for example, items subject to special regulatory controls); excluded categories are indicated in your SnS dashboard.

13.2 You must not use SnS bulk pricing to source goods for sale off the HmperCo Platform, and must not direct HmperCo customers to complete a purchase outside the Platform to avoid HmperCo's fees. This is a material breach of this Agreement.

15Tax & Records

You are solely responsible for declaring and paying any tax due on income earned through SnS, and for maintaining your own records of purchases, sales, and profit for that purpose. HmperCo will, on reasonable request, provide a transaction history from your SnS dashboard to assist with your own record-keeping, but does not provide tax advice.

16Seller Obligations, Misconduct & Suspension

You must deal honestly with customers, accurately represent listed items, and comply with this Agreement and the Master Terms. HmperCo may suspend or terminate your SnS Account for misconduct, repeated customer complaints, fraud, or breach of clause 14, in accordance with the Fraud, Abuse, Account Security & Responsible Disclosure Policy.

17Marketing, Representation & IP

You may not represent yourself as an employee, agent, or official representative of HmperCo, and may only use HmperCo's name, logo, or marketing material in the manner expressly permitted in your SnS dashboard, consistent with the Intellectual Property, Logo & Brand Policy.

18Data Protection & POPIA

Personal information of customers who purchase through your SnS listings may be used strictly to fulfil that sale and must not be retained, shared, or used for any other marketing or commercial purpose, consistent with your obligations as an operator under POPIA.

19Featuring Split n Save on Your Storefront

18.1 Separately from reselling your own SnS stock, you may apply to feature a Split n Save bulk-purchasing opportunity on your storefront. This requires both HmperCo's administrative approval and a separate R50.00/month Split n Save seller subscription, which are two independent requirements — approval alone does not waive the subscription, and vice versa.

18.2 Featuring a Split n Save opportunity does not involve purchasing or owning that product, and is governed entirely by the SnSer Split n Save Terms & Conditions, including the per-product Fee you pay to feature it and the Commission you earn on resulting sales, calculated using the per-category rates set out in HmperCo's Commission Ledger.

20Changes & Termination

HmperCo may amend SnS programme terms with reasonable notice, and either party may terminate SnS participation at any time; outstanding payouts owed to you at termination will be settled in accordance with clause 11.

21Contact Details