1. INTRODUCTION
This Vendor Agreement (“Agreement”) governs the relationship between Toastli (Pty) Ltd (“Toastli”, “we”, “us”, or “our”) and any individual or entity (“Vendor”, “you”, or “your”) that lists, markets, or provides services through the Toastli platform (the “Platform”).
By registering as a Vendor and using the Platform, you agree to be legally bound by this Agreement, as well as Toastli’s Terms of Service, Privacy Policy, and Refund & Dispute Policy.
If you do not agree with this Agreement, you may not list or offer services on the Platform.
2. VENDOR STATUS
2.1 Independent Contractor
Vendors are independent contractors and not employees, partners, agents, or representatives of Toastli.
Nothing in this Agreement shall be construed as creating:
- An employment relationship
- A partnership or joint venture
- An agency relationship
2.2 No Authority to Bind Toastli
Vendors have no authority to:
- Enter into agreements on behalf of Toastli
- Make representations on behalf of Toastli
- Bind Toastli to any obligations
3. VENDOR ELIGIBILITY AND ACCOUNT
3.1 Registration Requirements
To become a Vendor, you must:
- Provide accurate and complete information
- Submit required verification documentation
- Maintain updated account details
3.2 Verification
Toastli may require:
- Identity verification (ID/passport)
- Selfie or biometric verification
- Banking details and proof of account
- Business registration documentation (if applicable) Toastli reserves the right to:
- Approve or reject Vendor applications
- Request additional documentation at any time
3.3 Account Responsibility
Vendors are responsible for:
- Maintaining the security of their account
- All activity conducted under their account
- Ensuring compliance with this Agreement
4. VENDOR RESPONSIBILITIES
Vendors agree to:
4.1 Accurate Listings
- Provide truthful, accurate, and complete information
- Clearly describe services, pricing, and terms
- Keep listings updated at all times
4.2 Service Delivery
- Deliver services as advertised
- Honour confirmed bookings
- Meet agreed timelines and standards
4.3 Professional Conduct
- Treat Clients with professionalism and respect
- Communicate clearly and promptly
- Avoid discriminatory, abusive, or unlawful conduct
4.4 Legal Compliance
- Comply with all applicable laws and regulations
- Obtain necessary licences or permits
- Ensure services meet safety and legal requirements
5. BOOKINGS AND CONTRACTUAL RELATIONSHIP
5.1 Direct Agreement with Clients
All bookings are agreements directly between Vendors and Clients. Toastli:
- Is not a party to the agreement
- Does not guarantee service performance
5.2 Booking Obligations
Vendors must:
- Honour all confirmed bookings
- Not cancel without valid reason
- Provide services as agreed
Repeated cancellations may result in penalties.
6. COMMISSION AND FEES
6.1 Platform Commission
Vendors agree to pay Toastli a commission on each confirmed booking. The commission:
- Will be disclosed on the Platform
- May be deducted before payout
6.2 Additional Fees
Toastli reserves the right to introduce:
- Service fees
- Listing fees
- Promotional fees
Vendors will be notified of any applicable fees.
7. PAYMENTS AND PAYOUTS
7.1 Payment Processing
All payments must be processed through the Platform. Vendors may not:
- Accept direct or off-platform payments
- Circumvent Toastli’s payment system
7.2 Payout Timing
Vendor payouts will generally be processed approximately 24 hours after the scheduled event, provided that:
- No dispute has been raised
- No fraud or issue has been identified
7.3 Payout Delays
Toastli may delay or withhold payouts where:
- A dispute is under investigation
- Fraud or suspicious activity is detected
- The Vendor has breached this Agreement
7.4 Third-Party Processing
Payouts are subject to:
- Third-party payment provider processing times
- Banking institution delays Toastli is not liable for such
8. PROHIBITED ACTIONS
Vendors are strictly prohibited from:
- Accepting or encouraging off-platform payments
- Misrepresenting services, pricing, or availability
- Uploading false, misleading, or fraudulent information
- Circumventing platform fees
- Engaging in fraudulent or deceptive practices
- Violating any applicable laws
9. DISPUTES
9.1 Participation in Disputes
Vendors agree to:
- Cooperate with Toastli during dispute investigations
- Provide requested evidence promptly
9.2 Platform Authority
Toastli may:
- Review disputes
- Withhold payouts
- Issue full or partial refunds
Toastli’s decision shall be final and binding.
10. LIABILITY
10.1 Vendor Responsibility
Vendors are solely responsible for:
- The services they provide
- Any damages or losses arising from their services
- Compliance with applicable laws
10.2 No Liability of Toastli
Toastli shall not be liable for:
- Vendor service failures
- Client disputes
- Event outcomes
- Indirect or consequential damages
11. INDEMNITY
Vendors agree to indemnify, defend, and hold harmless Toastli, its directors, employees, and affiliates from any claims, damages, liabilities, or expenses arising from:
- Vendor services
- Breach of this Agreement
- Violation of laws or third-party rights
- Misconduct or negligence
12. INSURANCE (RECOMMENDED)
Vendors are strongly encouraged to obtain appropriate insurance coverage, including:
- Public liability insurance
- Professional indemnity insurance Toastli does not provide insurance
13. ACCOUNT ACTIONS
13.1 Enforcement
Toastli may take action against Vendors for:
- Customer complaints
- Policy violations
- Misconduct
- Fraudulent activity
13.2 Actions May Include
- Warnings
- Listing removal
- Temporary suspension
- Permanent account termination
- Withholding of funds
14. INTELLECTUAL PROPERTY
Vendors grant Toastli a non-exclusive, worldwide, royalty-free licence to:
- Use listing content
- Display images and descriptions
- Promote Vendor services
Vendors must ensure they have the right to use all uploaded content.
15. FORCE MAJEURE
Toastli shall not be liable for delays or failures caused by events beyond its control, including:
- Natural disasters
- System outages
- Third-party service failures
16. TERMINATION
16.1 By Toastli
Toastli may terminate or suspend Vendor accounts at any time, with or without notice.
16.2 By Vendor
Vendors may stop using the Platform at any time, subject to:
- Completion of active bookings
- Resolution of pending disputes
17. GOVERNING LAW
This Agreement shall be governed by the laws of the Republic of South Africa. Any disputes shall be subject to the jurisdiction of South African courts.
18. AMENDMENTS
Toastli reserves the right to modify this Agreement at any time. Vendors will be notified of material changes via:
- Platform notifications
Continued use of the Platform constitutes acceptance of updated terms.
19. ENTIRE AGREEMENT
This Agreement, together with Toastli’s Terms of Service, Privacy Policy, and Refund Policy, constitutes the entire agreement between Toastli and the Vendor.
20. ACCEPTANCE
By registering as a Vendor and using the Platform, you acknowledge that you have read, understood, and agree to this Vendor Agreement.
END OF AGREEMENT
