1. Parties and defined terms
These Partner Terms (“Terms”) are between CGH VENTURES (PTY) LTD, registration number 2026/489747/07, trading through Privy Rewards (“Privy”, “we”, “us” or “our”), and the approved business identified in the onboarding or acceptance record (“Partner”, “you” or “your”).
“Platform” means the Privy Rewards website, customer app, Partner dashboard, staff scanner, administration tools and related services. “Offer” means a discount, reward or benefit submitted or approved for eligible Privy Rewards members. “Partner Content” means the Partner’s name, marks, images, descriptions, menu or venue information, Offer details and other submitted material.
Privy’s legal and privacy email is legal@privyrewards.co.za. Company-information enquiries may be sent to that address and additional information will be provided where applicable law requires it.
2. Application, approval and formation
Submitting a Partner application is an enquiry and does not by itself form this agreement or guarantee approval, publication, exclusivity, member traffic or commercial results.
This agreement starts only when both:
- an authorised Partner representative accepts or signs the identified version of these Terms or another written Partner agreement; and
- Privy confirms approval of the Partner relationship in writing or activates the Partner for publication.
The person accepting confirms that they are authorised to bind the Partner. Privy may complete reasonable verification and decline or pause onboarding before publication.
3. Relationship
The relationship is non-exclusive and between independent contractors. Neither party may bind the other, incur debt for the other, make a warranty on the other’s behalf, or represent that it is the other’s employee, agent, franchisee, joint venturer or legal partner. “Partner” is a Platform participation label only.
Each party remains responsible for its own business, personnel, licences, taxes, costs and legal obligations. Unless a written commercial schedule says otherwise, neither party owes the other an onboarding fee, commission or revenue share.
4. Onboarding and account administration
The Partner must provide accurate legal, trading, venue and contact information and keep it current. Privy may require reasonable evidence of identity, authority, licences, banking or business status where relevant to risk and compliance.
The Partner must nominate authorised managers and staff, keep credentials individual and confidential, remove access promptly when a person’s role ends, and ensure users are trained on Offer and redemption rules. Shared staff credentials are not permitted unless Privy expressly provides a designated shared-access method with appropriate controls.
5. Submitting and changing Offers
An Offer submission should clearly state the benefit, participating venue or branch, eligible items, bill minimum, exclusions, valid dates and times, redemption frequency, stock or capacity limits, and any lawful age or entry restrictions. Conditions must be accurate, fair, in plain language and practical for staff to apply.
The Partner may propose, edit, pause or archive Offers using available dashboard controls. Submission or a dashboard status does not remove Privy’s final review and publication rights. The Partner must promptly correct an inaccuracy and tell Privy before making an operational change that could affect a member who reasonably relied on a published Offer.
6. Privy’s editorial, plan and platform control
Privy may review, approve, reject, format, resize, categorise, clarify, correct an obvious error, pause, restrict, reclassify or remove Partner Content or an Offer where reasonably necessary to:
- keep information accurate, consistent and easy for members and staff to understand;
- comply with law, app-store rules, payment rules or Platform standards;
- protect customers, the Partner, Privy or another person from misleading, unsafe, unlawful or poor-quality content;
- prevent an Offer from materially disadvantaging members, undermining genuine member value, confusing plan differentiation or harming Platform sustainability or reputation;
- respond to complaints, suspected misuse, a technical issue, capacity or stock constraints, or a security incident; or
- maintain operational practicality and the quality of the Partner network.
Privy may decide which membership plan or plans, branch, geographic area, campaign or customer group is eligible for an Offer, and may change that classification prospectively. Restricting or reclassifying eligibility does not entitle either party to compensation and does not change the value the Partner must provide for a valid redemption.
Privy may make non-economic editorial changes—such as spelling, layout, image crop, category, plan placement or clearer wording—without prior approval. Privy will obtain the Partner’s approval before publishing a change that materially increases the discount, expands the eligible products or times, or otherwise increases the Partner’s economic obligation. If urgent clarification is not possible, Privy may pause the Offer until the parties agree.
Where practical, Privy will discuss a material non-urgent concern before changing or removing an Offer. Privy may act immediately where reasonably necessary for legal compliance, customer protection, security or Platform integrity and will explain the action afterward where appropriate.
7. Honouring valid Offers
The Partner must honour an Offer that is live, presented by an eligible member and validly verified under the published conditions. Staff may refuse an invalid, expired, already-used, altered or ineligible QR, or a request that does not meet clear published conditions.
The Partner may not add an undisclosed restriction at redemption, falsely inflate a pre-discount price, provide a lower-quality substitute without disclosure, or discriminate unlawfully between eligible members. The Partner must ensure the final bill, discount and redemption record are accurate.
If the Partner cannot honour a live Offer because of a genuine stock, safety, capacity, legal or operational problem, it must explain this courteously to the member and notify Privy promptly so the Offer can be paused or corrected. The parties will cooperate on a reasonable customer remedy where appropriate.
8. Partner goods, services and premises
The Partner is the supplier of its own food, beverages, products, events, venue access and other services. It is responsible for their legality, safety, quality, description, availability, pricing, taxes, preparation and delivery, and for its premises, equipment and staff.
The Partner must maintain licences, registrations, permits and insurance required by law or reasonably customary for its activities; comply with consumer, food-safety, health, labour, equality, advertising and liquor laws where applicable; and enforce lawful age, identity and safety restrictions. Platform eligibility never overrides those restrictions.
9. QR and redemption controls
The Partner and its staff may use QR and redemption tools only for genuine transactions at authorised venues. They may not create false redemptions, collude with a customer, manipulate bill values, reuse a QR, bypass controls or access records out of curiosity.
Staff should verify the Offer before finalising payment and record bill total, discount and final amount accurately where requested. A Partner must promptly report suspected account misuse or a material scanner error without making unsupported accusations to a customer.
10. Customer information and POPIA
The Platform may show authorised Partner staff limited customer information necessary to verify and manage a redemption, including the customer’s name, plan and paid-through or eligibility status, Offer, date and time, bill total, discount, final amount and relevant redemption status.
The Partner must:
- use Platform customer information only to verify, complete, reconcile or resolve legitimate redemptions and related complaints;
- limit access to trained personnel who need it and keep them bound to confidentiality;
- not copy, photograph, scrape, export, sell, enrich or use it to build a customer list;
- not use it for independent marketing, profiling or contact unless the customer separately gives valid consent directly to the Partner under the Partner’s own transparent process;
- use appropriate security, unique access credentials and reasonable device safeguards;
- notify Privy at legal@privyrewards.co.za without undue delay and, where practicable, within 24 hours after discovering suspected loss, unauthorised access, disclosure or misuse of Platform personal information;
- preserve relevant evidence, take reasonable containment steps and cooperate with Privy’s investigation and legally required notices; and
- return, delete or de-identify Platform personal information when access or this agreement ends, unless law authorises retention.
To the extent the Partner processes Platform personal information solely under Privy’s instructions, it acts as an operator and may process it only with Privy’s knowledge or authorisation and under this clause. Each party acts as a separate responsible party for information it independently collects and determines how to use. The Partner must give its own privacy notice for its independent processing.
11. Partner Content and intellectual property
The Partner keeps ownership of its Partner Content. It grants Privy a non-exclusive, royalty-free licence during the agreement to host, store, reproduce, resize, crop, format, display, distribute and promote that content through the Platform, app stores, Privy’s own social or marketing channels and materials reasonably connected to the Partner relationship. The licence includes reasonable technical adaptations but not a material distortion of the Partner’s brand.
The Partner confirms it owns the content or has the rights and consents needed for this use, including rights in photographs, logos, music or people depicted. Privy may retain limited archival copies after termination for legal, audit, backup and historical transaction purposes, but will stop new promotional use within a reasonable period.
Privy owns the Platform, software, Privy marks, design and analytics that do not identify the Partner’s confidential information or an individual. No other intellectual-property right transfers.
12. Names, marks and announcements
Privy may identify an active Partner and display its name, logo, venue details and approved Offers as reasonably necessary to operate and promote the Platform. A standalone press release or statement implying endorsement beyond ordinary participation requires the other party’s prior approval.
The Partner may accurately describe itself as a participating Privy Rewards Partner while active and must follow reasonable brand guidance. It may not register or use confusingly similar domains, accounts or marks or imply it owns or controls Privy Rewards.
13. Confidentiality
Each party must protect the other’s non-public commercial, technical, security and customer information using reasonable care, use it only for this relationship and disclose it only to people who need it and are bound to confidentiality. This does not cover information lawfully public, already known without restriction, independently developed, or lawfully obtained from another source.
A legally compelled disclosure is permitted, but the receiving party should give advance notice where lawful and reasonably practical and disclose only what is required. Security credentials and vulnerabilities must always be treated as confidential.
14. Reporting and records
Platform dashboards and reports are operational aids and may be corrected where an error is found. Each party remains responsible for its own accounting and legally required records. Privy may use aggregated or de-identified performance information to operate and improve plans, Offers and the Partner network.
On reasonable notice, Privy may request records reasonably necessary to investigate a specific redemption discrepancy, complaint, security incident or compliance concern. Any review must be proportionate and respect unrelated confidential and personal information.
15. Customer complaints
The Partner handles complaints about its goods, services, premises, staff and bills. Privy handles complaints about Platform access, membership, QR generation and Privy billing. The parties will promptly refer a misdirected complaint and cooperate where the issue overlaps.
Neither party may admit liability for the other or promise a remedy on the other’s behalf without authority. This does not prevent either party from providing a remedy for its own conduct or complying with consumer law.
16. Platform availability and no performance guarantee
Privy will use reasonable care and skill to operate the Platform, but internet, device, hosting, payment and third-party systems may experience maintenance or interruption. Privy may temporarily change a verification process to maintain safe operations.
Privy does not guarantee a minimum number of views, customers, redemptions, revenue or commercial outcome. Placement and visibility may vary by plan, eligibility, location, relevance, campaign, quality, availability and Platform design. The Partner remains free to use other lawful marketing and loyalty channels.
17. Mutual promises
Each party promises that it has authority to enter into and perform this agreement, will comply with applicable law, and will not knowingly introduce malicious code or make a materially false statement in connection with the Platform.
The Partner additionally promises that its Partner Content and Offers are accurate, lawful and authorised; that it can supply each published Offer on the stated terms; and that its goods, services, staff and premises meet applicable legal standards.
18. Responsibility for third-party claims
The Partner will indemnify Privy against a third-party claim, regulatory cost or direct loss to the extent caused by the Partner’s unlawful or unsafe goods, services or premises; breach of Offer obligations; infringement in Partner Content; misuse of Platform personal information; fraud; or material breach of these Terms. Privy will indemnify the Partner against a third-party claim to the extent caused by Privy’s infringement through Privy-owned Platform material, unlawful processing for which Privy is responsible, fraud or material breach.
The protected party must give prompt notice where reasonably possible, allow the responsible party reasonable participation in the defence, and take reasonable steps to limit loss. No settlement may impose an admission, payment or ongoing obligation on the protected party without its consent, not to be unreasonably withheld. An indemnity is reduced to the extent the protected party caused or worsened the loss.
19. Liability
Neither party excludes liability for fraud, wilful misconduct, gross negligence, death or personal injury where it cannot lawfully be excluded, breach of confidentiality or data-protection duties, infringement of the other party’s intellectual property, or an amount expressly due under an approved Offer or written commercial schedule.
To the extent the law permits, neither party is liable for indirect, special or consequential loss or for lost profit, revenue, goodwill or anticipated savings that was not reasonably foreseeable and directly caused by its breach. Any allocation of responsibility will reflect actual causation, each party’s conduct and applicable law.
20. Suspension
Either party may ask for an Offer to be paused. Privy may immediately pause an Offer, user or Partner access where it reasonably suspects a security issue, material inaccuracy, customer harm, unlawful conduct, repeated failed redemptions, data misuse or another serious breach. Privy will limit the action to what is proportionate and, where lawful and practical, provide the reason and a chance to respond.
Access may be restored when the risk or breach is resolved. Suspension does not excuse the Partner from honouring a redemption validly completed before the Offer was paused.
21. Term and termination
This agreement continues until ended. Either party may terminate it on 30 days’ written notice without needing to allege breach. Either party may terminate on written notice if the other materially breaches and does not remedy a remediable breach within 10 business days after notice.
Immediate termination is permitted for fraud, serious illegality, material customer or data harm, insolvency affecting performance, deliberate security compromise, repeated refusal to honour valid Offers, or another breach that cannot reasonably be remedied.
On termination, Privy may remove listings and Offers, revoke dashboard and staff access, and settle any agreed outstanding amount. The Partner must honour redemptions completed before removal and cooperate on unresolved customer issues. Clauses concerning accrued obligations, confidentiality, data, intellectual property, records, claims, liability and disputes survive as needed.
22. Events outside reasonable control
Neither party is liable for delay or failure caused by an event outside its reasonable control if it takes reasonable steps to reduce the impact and resumes performance when practical. This does not excuse payment already due, data-security duties that remain practicable, or a consumer remedy required by law. If a material interruption continues for 30 days, either party may end the affected arrangement on written notice.
23. Changes to these Terms
Privy may update these Terms for legal, security, operational or Platform changes. We will give reasonable advance notice of a material change. A change that materially increases the Partner’s obligations or reduces an agreed right will not apply retrospectively and will take effect only after the notice period or the Partner’s acceptance where required.
If the Partner objects to a material future change, it may terminate before that change takes effect. An urgent change required by law or to address a serious security or customer risk may take effect sooner, with an explanation where practical.
24. Notices
Operational notices may be sent through the dashboard or to the latest nominated email. Formal legal notices to Privy should be sent to legal@privyrewards.co.za. Formal notices to the Partner may be sent to the legal or primary contact in its onboarding record. Any legal process must also be served by a method required by applicable law.
An email is treated as received on the next business day after sending unless the sender receives a delivery failure. This does not override a method of service required by law.
25. Disputes and governing law
A party should first refer a dispute to the other’s nominated business contact with enough information for good-faith resolution. If unresolved after 10 business days, either party may escalate it to a director or authorised senior representative. Urgent court relief remains available.
South African law governs this agreement. The courts of South Africa have jurisdiction, subject to any tribunal, regulator or other forum with mandatory jurisdiction. The parties may agree in writing to mediation for a particular dispute, but neither is forced into private arbitration by these Terms.
26. General
These Terms, the accepted onboarding record, each approved Offer and any signed commercial schedule make up the agreement. If they conflict, a signed commercial schedule controls its commercial subject, an approved Offer controls its specific economics, and these Terms control Platform operations, data and general matters, unless the more specific document lawfully states otherwise.
A waiver must be in writing and applies only to that instance. If a provision is unenforceable, it will be limited or severed only as far as necessary. Neither party may transfer this agreement without the other’s written consent, not to be unreasonably withheld, except to a successor in a genuine sale or restructuring that assumes the obligations. No person other than the parties has a contractual right under this agreement.
27. Contact
Partner operations: partners@privyrewards.co.za
Legal and privacy: legal@privyrewards.co.za
Platform support: support@privyrewards.co.za