1.1.1.1 Applicability Rules
All participants in the Vami system are subject to and bound by the Vami Charter Documents and the Vami Rules, as applicable based on the nature of their participation and geography.
In the event of any conflicts between the Vami Charter Documents and the Vami Rules, or within the Vami Rules, conflicts will be resolved in the following order of precedence:
• Vami Charter Documents
• Vami Core Rules
• Vami System Operating Regulations
• Geographical Regulations
• Vami Product and Service Rules
• Vami Supplemental Requirements
Any use of or participation in any Vami ser
vices or products not covered in the Vami Rules will be governed by applicable participation agreements and associated documentation.
The Vami Rules represent modifications and amendments to such existing Vami rules and requirements, which continue in substance and effect except as expressly modified in the Vami Rules. By reorganizing and renaming this body of requirements, Vami does not intend to modify the meaning or enforceability of any Vami published documents, forms, or contracts to which Vami is a party, or any contracts that are required by Vami to include provisions to comply with Vami’s memorandum of incorporation or bylaws, operating regulations, or other Vami requirements. Regardless of whether this document or other documents refer to these requirements as the Vami Operating Regulations or by other prior naming conventions, such references are deemed to refer to and incorporate the Vami Rules.
1.1.1.2 Applicable Laws and Conflicts
Each Member must comply with all applicable laws, regulations, and other legal requirements including, but not limited to, laws and regulations regarding banking, financial institutions, payment systems, foreign currency exchange, money transmission, anti-money laundering, sanctions, privacy and security, consumer protection, and trademarks and copyright. Each Member is also responsible for ensuring that any of its affiliates, subsidiaries, third-party agents, Merchants, and any other of its appointed agents participating in Vami’s system comply with all applicable laws, regulations, and other legal requirements.
Each Member is encouraged to consult with its own legal counsel to ensure that it is in full compliance with all applicable laws, regulations, and other legal requirements.
A Transaction or Purchase must be legal in both the Consumer’s jurisdiction and the Member's jurisdiction.
In the event of any conflict between the Vami Rules and any applicable laws or regulations, the requirements of the laws or regulations govern.
1.1.1.3 Use of the Vami Rules
The Vami Rules are only to be reviewed or used in connection with Vami operating system services and must not be used, modified, copied, downloaded, transferred, or printed in part or in total for any other purpose without the express written permission of Vami.
The Vami Rules govern the relationship between Vami and its Members and their agents. The Vami Rules do not constitute a contract, promise, or representation or confer any rights, privileges, or claims of any kind as to any third parties.
Vami may amend, modify, delete, or otherwise change the Vami Rules at any time. Changes will be reflected in the next publication of the Vami Rules.
Rules that do not have a geography-specific (Vami Region or country) indication in the title or language of a rule apply to all Members unless noted otherwise. Geography-specific rules apply only to the operations of Members within the relevant geography.
1.1.1.4 Vami Regions and VamiBusiness
The Vami. regions and VamiBusiness are comprised of the country(s) listed below. The assignment of country(s) between the Vami. regions and VamiBusiness jurisdictions may be amended from time to time by agreement between Vami. regions and VamiBusiness
Vami Operational Region
South Africa
1.1.1.5 Vami Member Responsibilities
A Member must perform obligations imposed on Vami Members under the Vami Rules that arise out of Interchange or a Transaction resulting in Interchange between the Member and a non-Member of Vami. A Member must not do anything to cause Vami to violate the Vami Rules or any other rules or regulations.
1.1.1.6 Obligation to Comply with the Code of Conduct "The code"
All Members must abide by the Code of Conduct for their respective Industry as it may be amended from time to time and adopted by Vami (the "Code").
Each Member acknowledges and agrees that Vami may interpret the Code in accordance with any published interpretation bulletins or guidance issued by and without limitation to any agency, regulatory body in their Industry.
Members must ensure that all participants for whom the Member is responsible under the Vami Rules, including participants that interact directly or indirectly with any Member representatives (including without limitation, VamiBusiness consultants, Vami Operating System and Third Party Agents) on behalf of the Member must abide by the Code.
All Members are required, on an annual basis, to submit to Vami:
• By 31 March of each year, an officer's signed affidavit, confirming its compliance with the Code
• By 30 June of each year, a Code of Conduct Compliance Questionnaire in the form required by Vami
A Member that fails to submit a completed officer's affidavit or questionnaire as required will be subject to a suspension until such submissions are received by Vami
A member who fails to comply with any and without limitation regulation, compliance or code of conduct shall conclude any penalty or legal duties with limited (if required) involvement from Vami.
1.1.2.1 Transaction Rules
All transactions are recognised as Vami Operating System transactions if they are commenced and concluded on VamiBusibess, including international transactions. Any transaction that is processed through private agreements through Vami Operating System and or on VamiBusiness will be treated as Vami transactions and will not be subject to exclusion from any settlements due to Vami.
Any Member that concludes transactions commenced on Vami outside of Vami Operating System and or VamiBusiness will and without limitation be penalised, suspended or their membership revoked indefinitely according to Vami rules.
A Member must authorize, clear, and settle all International Vami Transactions through Vami Operating System and or VamiBusiness.
1.1.3.1 Variances or Waivers to the Vami Rules
Vami may grant a Member's request for a Variance or Waiver to a particular rule or requirement in the Vami Rules if the Member cannot comply for reasons including, but not limited to, any of the following:
• The Member is testing a new Vami product or service.
• The Member is participating in a pilot program.
• The Member is expanding into new market segments or countries or Vami determines a need for a Variance or a Waiver to expand acceptance, or for other purposes.
• The Member is unable to comply due to circumstances beyond its control, such as:
– Natural disasters
– Acts of war
– Failure of public infrastructure
– Government restrictions due to political unrest
– Government regulation that contravenes the Vami Rules
If a Member cannot comply due to applicable laws or regulations that contravene the Vami Rules, Vami reserves the right to require proof of the specific laws or regulations. If such proof is requested by Vami and the laws or regulations are written in a language other than English, the Member must submit a copy of the applicable laws or regulations accompanied by a certified English translation.
1.1.3.2 Variance or Waiver Limitations
Each Variance or Waiver granted by Vami is unique and limited only to the specific circumstances of the individual request. A Member must not apply a previously granted Variance or Waiver to any other future programs or services or consider a previously granted Variance or Waiver as determining the outcome of future requests.
Vami reserves the right to amend or revoke any Variance or Waiver upon Notification to the Member.
1.1.3.3 Variance or Waiver Submission Requirements
A Member that cannot comply with a particular rule or requirement in the Vami Rules or the Vami Supplemental Requirements must submit a Variance or Waiver request to Vami for approval. The request must comply with all of the following:
• Be submitted in writing
• Be completed in English
• Specify the rule or requirement to which the Variance or Waiver is sought
• Contain full details about the nature and circumstances of the requested Variance or Waiver, including, but not limited to, the following:
– Scope
– Business justification
– Impact to Vamiand all participants on the VamiBusiness
– Duration
– Any other relevant information that would enable Vami to make a sound determination
1.1.3.4 Variance or Waiver Decision
Vami will notify a Member in writing of its decision on a Variance or Waiver request. The Variance or Waiver is effective as specified in such Notification
1.1.4.1 Operating Certificates
All New Members will receive an Operating Certificate upon meeting all registration and or application process requirements satisfactory to the standards set by Vami.
Existing Members have to submit an Operating Certificate(s) Update request by 31 October according to the standards set by Vami
Failure to do so will result in the review of each Operating Certificate followed by a decision of suspension, penalty or indefinite revocation of Membership by Vami Rules
Existing Members requesting Operating Certificates for without limitation to these:
• New Branches in different Region or Jurisdiction
• Application for other Operating Certificates
• Subsidiaries
Must submit all Vami Rules required documentation in writing, follow the application process and wait for the awarding of the Operating Certificate by Vami including the Operating Package and technical implementation process.
They must also meet without limitation all regulation, criteria and adhere to all required legal processes.
1.1.4.2 Operating Certificate Record Retention
A Member must maintain records that allow for an accurate determination and verification of the information contained in each Operating Certificate and provide the records upon Vami request.
1.1.5.1 Vami Confidential Materials – Member Responsibilities
A Member must comply with all of the following:
• Maintain Vami Confidential information in strict confidence
• Not disclose any Vami Confidential information.
• Store and handle Vami Confidential information in such a way as to prevent unauthorized disclosure
• Take reasonable measures to protect Vami Confidential information and treat it with at least the degree of care with which a Member treats its own confidential and proprietary information, or in case of information assigned a higher classification standard, as follows:
– For information labelled or otherwise designated as Vami Confidential– Special Use, in accordance with Vami Terms of Use instructions, which may be acquired with its transmission and or with the productor service
– For information labelled or otherwise designated as Vami Confidential – PII Private, with the strongest level of protection (including encryption or sufficient compensating controls, and limited distribution for any transmissions) applied by the Member for its highly sensitive information
• Disclose Vami Confidential information only to those employees with specific need to know
1.1.5.2 Confidentiality of VamiBusiness Information
Information regardingVamiBusiness is proprietary and Vami Confidential. A Member must take appropriate action, by agreement or otherwise, to ensure that its employees or agents with access to VamiBusiness are all of the following:
• Advised of the confidential and proprietary nature of these systems
• Prohibited from providing access to or disclosing these systems to any third party. With an exception to instances where the consumer requires to know the parties involved in the delivering of their product or services.
The disclosure in such instances should be only naming the parties involved and not disclosing of the processes of the system of VamiBusiness
• Prohibited from using these systems for any purpose not authorized in the Vami Rules
1.1.5.3 Disclosure of Confidential Information to Contractors
A Member may disclose confidential information to contractors that the Member employs to provide services in connection with Vami Products and Services only if the Member has a written agreement with its contractor that it:
• Will not disclose the confidential information to any third party
• Will use the confidential information only to provide services to the Member for use only with the Member's Vami Products and Services
Any confidential information disclosed to the contractor must comply with all of the following:
• Remain solely the property of Vami
• Be returned to Vami immediately upon Vami request
• Be returned to the Member immediately upon termination of the relationship that required use of the confidential information
The Member is responsible for its contractor's compliance with these conditions and must not allow a non-Member VamiBusiness Processor to use the Vami Operating System unless the non-Member VamiBusiness Processor has delivered to Vami a completed VamiBusinessLetter of Agreement, available through Vami’s Website or through their Member contractor, to Vami.
1.1.5.4 Confidentiality of Vami Systems Information
A Member, VamiBusiness Processor acting on behalf of a Member, must take appropriate action to ensure that its employees or agents with access to VamiBusiness or related documentation comply with all of the following:
• Are advised of the confidential and proprietary nature of these systems and documentation
• Use their best efforts to protect the VamiBusiness proprietary information and systems
• Are prohibited from both:
– Providing access to or disclosing these systems and documentation to any third party
– Using these systems and documentation for any purpose not authorized in the Vami Rules
A Member or any of its agents or affiliates must not disclose any confidential information of Vami or its subsidiaries to a non-Member.
1.1.5.5 Vami Use and Disclosure of Confidential Consumer Information
Vami and its subsidiaries will not use or disclose Confidential Consumer Information to third parties, other than for any of the following:
• Use or disclosure in the ordinary course of business to provide services to a Member or a Member’s designated Agent, including, but not limited to, all of the following:
– Completing a Transaction
– Risk control
– Dispute resolution
– Marketing services
• Use or disclosure with the consent of the Consumer
• Other use or disclosure that is in accordance with applicable laws or regulations
1.1.6.1 Vami Ownership of Intellectual Property
A participant in the Vami system must recognize Vami's ownership of its intellectual property, including the Vami name, Vami Marks, and Vami technology, and agree to protect these ownership rights and the integrity of the Marks by complying with the applicable Vami Rules in all activities, including issuing, acquiring, and processing.
A Member or Vami Partner does not have any property or other right, claim, or interest, including any patent right, Trade Secret right, or Copyright interest, in VamiBusiness, or in any systems, processes, equipment, software, data, or materials that Vami or its subsidiaries use with VamiBusiness, or in connection with a Vami Program, except for Member-supplied data or equipment.
1.1.6.2 Vami Right to Monitor, Audit, Inspect, and Investigate
At its sole discretion, at any time, Vami may, either itself or through an agent, do any of the following:
• Investigate, review, audit, or inspect a Member, or the Member’s agents, including by inspecting the premises and auditing the books, records, and procedures of the Member, agent, or affiliates to ensure that it is complying with the Vami Rules and applicable brand and security standards and procedures
• Monitor, investigate, review, audit, or inspect the premises, books, records, or procedures of an Approved Manufacturer or Third-Party Personalisor, including security and quality control procedures of each Approved Manufacturer and Third-Party Personalisor
• Obtain from any Approved Manufacturer or Third-Party Personalisor a production-run sample of a Vami Product that includes all security features
A Member must cooperate fully, and ensure that its agent, or affiliates cooperates fully, with Vami in any such investigation, inspection, audit, or review. This cooperation includes providing access to the premises and to all pertinent records and releasing any information to Vami upon request.
Any investigation, inspection, review, or audit will be conducted at the Member’s expense, unless otherwise specified in the applicable Fee Schedule.
1.1.6.3 Right to Impose Conditions on Vami Product or Vami Service Participation
Participation in or use of a Vami service or Vami product is at the discretion of Vami, which may limit or impose conditions on its use, and may discontinue the service or product at any time.
1.1.6.4 Investigation Response Requirement
A Member must respond to and provide information requested by Vami for a Vami Rules violation that is under investigation.
The Member must submit its response and information, within the time period specified, by mail, courier, facsimile, hand, email, or other electronic delivery method. The Notification response is effective when posted, sent, or transmitted by the Member or its agent to Vami.
1.1.6.5 Right to Request Vami Products and Services
Vami may request a functional Vami Certified Product or Service or Proprietary Property or access to any New Channel owned or used by a Member or its agents.
Upon written request, a Member or its agents must:
• Provide the information requested and or required by Vami within 30 calendar days
• Cooperate fully with Vami and or Vami agents or representatives
1.1.6.6 Right to Request a Termination of Vami Products and Services
Vamimay request a Termination of Vami Products and Services or VamiBusiness technology from any source where a Member or its agents has stored it or uses it.
Upon written request, a Member or its agents must:
• Provide Vami a professionally approved report of such a termination taking place accompanied by an officer’s sworn affidavit and a signed Vami Termination Letter within 30 calendar days.
1.1.7.1 Non-Assignable Right to Use VamiBusiness
A Member's right to use VamiBusiness is not assignable and its duties are non-delegable without prior written consent from Vami.
A VamiBusiness Processor acknowledges and agrees that the VamiBusiness endpoint connectivity is a Vami asset and not transferable without the express written consent of Vami. A VamiBusiness Processor must not transfer its VamiBusiness endpoint to another Member or Agent. It must notify Vami in writing at least 90 days before the effective date of a change, for example, but not limited to, a sale of all or substantially all of the assets of the operation, acquisition, merger, ownership change, or financial restructuring, and promptly provide Vami with any related information that is requested.
1.1.7.2 Restricted Use of VamiBusiness
A Member, VamiBusiness Processor acting on behalf of a Member, must restrict its use of the VamiBusiness systems and services to purposes specifically approved by Vami.
1.1.8.1 Liability for Unauthorised VamiBusiness Transactions
Vami assigns liability for payment of Transaction Reports or Receipts resulting from the use of an Unauthorised VamiBusiness Transactions as follows:
• To the Acquirer that received the Transaction Receipt or Report, if the Unauthorised Vami Transaction was not assigned to a Member’s VamiBusiness registered operation. The Acquirer is liable until both:
– The Unauthorised Vami Transaction is and without limitation traced, investigated or audited by Vami.
– Vami has acquired sufficient information to decide otherwise and that Vami’s decision is in accordance with the law or trade practice or regulation or any other legal body or structure.
• To the Issuer to which the transactions is assigned, if an Acquirer receives an Unauthorised Vami Transaction bearing a valid Transaction Receipt or Report but a VamiBusiness non-registered operation. The Issuer is liable both:
– If the Acquirer presents the Transaction Receipt within 60 calendar days of the Transaction Date
– Until the Issuer that ordered or facilitated the Unauthorised Vami Transaction is identified
1.1.9.1 Taking Responsibility
Each Vami participant Member is solely responsible for its issuance of Vami Products and Services to Consumers, including responsibility for settlement of Transactions, compliance with the Vami Charter Documents and the Vami Operating Regulations, and ensuring that their Vami operations comply with all applicable legal and regulatory requirements. Participants indemnify Vami for claims or liabilities that arise out of their issuance of Vami Products and Services, and broadly disclaim liability against Vami for such activities.
1.1.9.2 Responsibility for Losses Caused by VamiBusiness Operations
A Member is responsible for any and all losses caused by its VamiBusiness Operation. All Members using a Clearing or authorizing VamiBusiness Operation, whether a Member or non-Member are jointly and severally responsible for the proper performance by that VamiBusiness Operation of all the requirements of the Vami Rules.
1.1.9.3 Limitation of Liability for VamiBusiness Operations
A Member may limit its liability for the failure of a VamiBusiness Operation if it provides Vami with an updated VamiBusiness Operation showing that it had terminated the VamiBusiness Operation relationship before the failure or that it had without reasonable doubt limited control of the failure, the liability in a case of limited control is if:
• The failure was due to a malfunction of the Operation beyond its hardware or software assets
• The failure was due to conditions that make it impossible to carry out its VamiBusiness Operation
This limitation of liability is effective upon receipt by Vami of Member notification.
1.2.1.1 Membership
A Vami Membership can and will only be issued by Vami and is non-Transferable by any condition. Each Member can and is only able to access Vami Products and Services and VamiBusiness Operations and participate as a VamiBusiness Operator by a Vami issued VLOP. A Member is classified a Vami Member on condition their Vami Membership is updated
A Membership should be updated annually by:
• A Vami Member on its Vami Channel or in writing in English to Vami
• Only Registered affiliates or agents of a Member can and will update a Member’s Membership
• The 31th of October annually
• Upon the reception of notification of Membership update by Vami
An outdated Membership results in impossibility for the Member to Access any Vami Product and Service and VamiBusiness Operation.
1.2.1.2 Vami Licence of Operation
A VLOP is acquired and held by Vami Members only. It is and only issued by Vami to Vami Members. A Member who is a recipient of Vami Products and Services and is a VamiBusiness Operator has to possess the VLOP and be classified as a Licensee. A Member is classified as a Licensee is its VLOP is updated.
A VLOP should be updated annually by:
• A Vami Member on its Vami Channel or in writing in English to Vami
• Only Registered affiliates or agents of a Member can and will update a Member’s VLOP
• The 30th of October annually
• Upon the reception of notification of VLOP update by Vami
An outdated VLOP results in impossibility for the Member to Access any Vami Products and Service and VamiBusiness Operation.
1.2.1.3 Prohibition of VLOPTransfer Sale or Exchange
A VLOP Licensee must not sell, rent, or exchange any VLOP. In the event of a portfolio sale or merger, the VLOP Licensee is responsible for submitting a VLOP Licensee Change Request to Vami on its Vami Channel or in writing in English.
1.3.1.1 Vami Proprietary Rights to the Vami-Owned Marks and Vami Brand Name
Members acknowledge the proprietary rights of Vami and that unauthorized or inappropriate use of the Vami-Owned Marks and Vami Brand Name may cause Vami irreparable damage or injury. Vami has the full authority to enforce all Vami rules governing Members, agents, and other entities that use the Vami-Owned Marks and Vami Brand Name.
1.3.1.2 Infringement Proceedings Regarding the Vami-Owned Marks
Unless Vami grants express consent, Vami reserves the sole right to initiate infringement proceedings or other challenges involving any use of the Vami-Owned Marks.
1.3.1.3 Denotation Requirements for Vami-Owned Marks
A Member must not use any denotation or legend of Marks registration or ownership in connection with the Vami-Owned Marks, except as required or approved by Vami. Upon request, Vami will provide a current list of both the:
• Countries in which a denotation or legend must be used
• Required denotation or legend
1.3.2.1 Vami Program Marks List
The Vami Program Marks include:
• Vami Logo and or Flag Symbol
• Vami Brand Mark
• Vami Brand Name
• VamiWord mark
• Vami Application UI
• Any other Mark that Vami adopts for use with the Vami Program
1.3.2.2 Brand Prominence
Use of the Vami-Owned Marks must be consistent with the Vami Product Brand Standards. The Vami Owned Marks must not appear less prominently than any other digital services Marks.
1.3.2.3 Use and Protection of the Vami-Owned Marks
The Vami Brand Mark must appear exactly as shown in the Vami Product and Service Brand Standards.
A Member must cooperate with Vami to ensure protection of each of the Vami-Owned Marks and must ensure that all use of the Vami-Owned Marks, as well as the nature and quality of all services rendered under these Marks, complies with the Vami Rules.
If requested, a Member must supply Vami with samples of any materials produced by or for the Member that bear a Vami-Owned Mark.
1.3.2.4 Product and Service Design Requirements
All Product and Service designs must comply with the Vami Product and Service Brand Standards.
1.3.2.5 Restricted Use of the Vami-Owned Marks
A Member must use the Vami-Owned Marks, including associated elements, only for the following:
• To denote or promote a Vami Program or Vami products, offers, sponsorships, services, processing, or acceptance
• To promote a Member's Vami Program
1.3.2.6 Member Use of Country Name with the Vami-Owned Marks
A Member must not use the name of a country with the Vami Brand Name or any other Vami-Owned Mark in its corporate name or other business name, unless Vami has granted exclusive jurisdiction to the Member under the Vami Rules and Bylaws and has granted express permission.
A country name may be used in a Member's corporate name in which the country name is an integral part.
1.3.2.7 Use of "Vami" in Group Member Corporate Identity
In a country with a single Group Member, the Group Member may use "Vami" as a part of its corporate legal name and identity, as permitted in the Vami Rules.
In a country with multiple Group Members, a Group Member must not use "Vami" as part of its corporate legal name or identity. When multiple Group Members exist in the same country, 12 months after the formation of a new Group Member, an existing Group Member must not use the name "Vami" in its corporate name and identity.
1.3.2.9 "Vami" as Part of Corporate Identity
A Member must obtain written approval from Vami to use the name "Vami" or any other Vami-Owned Mark as part of its corporate name or identity. If permission is granted, the name must be used:
• In the Member’s corporate name.
• In all media (for example, business cards, letterhead, press releases, websites), with a clear indication of actual corporate identity, including full legal name
• In a contract or legal instrument with third parties. The Member must clearly state that it does not have the authority to act (and is not acting) as an agent of, or represent, Vami or any affiliate of Vami.
• Solely for the promotion of Vami products and services
1.3.2.10 Ownership of Vami-Owned Marks
A Member must not state or imply that it is the exclusive owner or provider of any Vami-Owned Mark, except as otherwise permitted in the Vami Rules.
1.3.2.11 Vami Endorsement of Goods/Services
A Member must not use any of the Vami-Owned Marks to indicate that Vami endorses, is identified with, or sponsors goods or services other than those of Vami.
1.3.2.12 Use of Vami-Owned Marks in Marketing
Materials In marketing collateral, a Member must not use:
• A Vami-Owned Mark in such a way that it could be mistaken for an actual product or service and used in a Transaction
• The Vami Brand Name in any classified advertising section, except as specified and permitted in the Vami Rules.
• The Vami Brand Name on a check or any payment transaction
1.3.2.13 Product Software Reproduction Prohibition
A Member must not distribute or display a reproduction of a Vami Product Software as an indication of acceptance of Vami products at the Point-of-Transaction. Only the Vami Brand Mark may be used as specified in the Vami Rules to denote acceptance at the point of sale.
1.3.2.13 Obscured/Defaced Vami-Owned Marks
No portion of a Vami-Owned Mark may be obscured, distorted, or defaced. A Vami-Owned Mark that is a graphic design must not be used separately.
1.3.3.1 Protecting the Vami Brand Reputation
No activities or materials may infringe, dilute, denigrate, or impair the goodwill and/or reputation of the Vami brand or Vami-Owned Marks.
1.3.3.2 Prohibition of Marks Infringement and Brand Denigration
A Member’s Vami branded products and services or other Member materials using any Mark(s) of the Vami Operating System must not contain any matter that would tend to infringe, dilute, degrade, or denigrate any of the Vami-Owned Marks, Vami products, Vami services, or any Member or impair the reputation or goodwill of Vami or the goodwill associated with the Marks. A Member that engages in Dual Product Sales Marketing must ensure that all communications and marketing material relating to Marks, products, or services of a non-Vami general purposesystem, as designated by Vami, are not positioned in conjunction with Vami-Owned Marks, products, or services in a manner that dilutes or denigrates the Vami brand.
1.3.3.3 Marks Use and Marketing Restrictions
A Member must not adopt any Mark, or market, either directly or indirectly, any Vami product or service to consumers or other Members in a manner that has the likely effect of confusing, misleading, defrauding, or deceiving such consumers or Members, either as to the program, product, or service or the source, affiliation, sponsorship, or association of such program, product, or service. Such prohibited acts include, without limitation, making direct or indirect, false, confusing, or misleading statements or failing to disclose a material fact about the programs, products, or services, or any aspect thereof, of a Member, Vami, another Member or a competitor.
1.3.3.4 Brand Protection and Use of the Vami-Owned Marks
A Member must not use the Vami-Owned Marks:
• In any manner that may bring the Vami-Owned Marks or Vami or its affiliates into disrepute
• In relation to, or for the purchase or trade of, photographs, video imagery, computer-generated images, cartoons, simulation, or any other media or activities including, but not limited to, any of the following:
– Child pornography
– Bestiality
– Rape (or any other non-consensual sexual behaviour)
– Non-consensual mutilation of a person or body part A Member that does not comply with these requirements will be subject to non-compliance assessments prescribed under the Global Brand Protection Program.
1.3.4.1 Vami Review of Brand, Sponsorship, and Marketing Materials
A Member must obtain prior written approval from Vami for all of the following:
• Proposed designs for all non-Vami products bearing a Vami-Owned Mark. These must be submitted to Vami before production and each time the design is changed.
• Use of any Vami-Owned Mark in the Member’s sponsorship of any events, including a specific sporting, musical, artistic, or other event (Not applicable to the purchase of advertising not specifically tied to the sponsorship of these event). The Member must provide all advertising, promotions, and public relations material for each country in which the sponsorship activity will occur. If a Member plans sponsorship activities in an additional country at a later date, it must submit a new request.
• Dual Product Sales Marketing (including all offers, solicitations, promotions, and communications that include any Vami-Owned Marks or Vami-branded products), before production and distribution
A Member must submit brand or marketing-related materials containing a Vami-Owned Mark for review if requested by Vami.
A Member must use each Vami-Owned Mark within the scope of the written approval from Vami. After Notification from Vami, a Member must correct any improper use of any of any Vami-Owned Mark.
Vami review or approval of a non-Vami product design or brand or marketing-related materials bearing a Vami-Owned Mark does not:
• Replace the need for a Member to consult with its own legal counsel regarding the use of a non-Vami product design or brand or marketing-related materials bearing a Vami-Owned Mark
• Offer legal protection from possible infringement or other types of actions
• Relieve the Member of its responsibility for accurate disclosure and compliance with legal and regulatory requirements.
A Member must not use the Vami-Owned Marks in connection with a Member's promotion, offer, or solicitation of a Vami Product and or Service that they are not licenced to offer,not defined as covered in that region, or together with Marks associated with any other e-commerce digital services company deemed competitive by the Board of Directors, if such Marks are owned or controlled by such competitors.
A Member may not use the Marks of a Vami competitor or the subsidiaries or affiliates of these entities or other entities deemed competitive by Vami in connection with a Member's promotion, offer, or solicitation of a Vami Product and or Service.
1.3.4.2 Member Identification
A Member must identify itself by city and principal name, and may substitute a local Branch name and city, if desired, on all supplies, materials (including broadcast), and oral or written solicitations sent to current or prospective customers.
A Member must not state or imply in these materials that any other Member's products and or services materials are being replaced, are invalid, or should be destroyed. A Member must not state or imply that Vami provided or endorsed the materials unless Vami designed them for Member use.
1.3.4.3 Affiliates Use of the Vami-Owned Marks in Promotions and Advertising
A Member must not allow an Affiliate or other entity to use a Vami-Owned Mark for promotional or advertising purposes in any media, unless:
• The Vami Rules permit its use
• The Member distributes the material containing the Vami-Owned Mark
1.3.4.4 Use of Competitive Marks with the Vami-Owned Marks
A Member may use certain Vami Marks on items other than Member owned products and or services or for sponsorship activities with the Marks of the following or its subsidiaries or affiliates:
• Any entity Vami deems competitive
The overall appearance of this use must unmistakably convey the idea that the Vami-Owned Mark, when used on items other than Member owned products and or services or for sponsorship activities, clearly identifies a product or service that is separate and distinct from any product or service of the entities listed above.
1.3.4.5 Vami Brand Mark on Products and Services
All Vami Products and Services and VamiBusiness Processor’s products and services offered on Vami must bear the Vami Brand Mark.
1.3.4.6 Restricted Use of Other Marks
A Member must not use a Mark other than the Vami Brand Mark or identifier on a Vami Product and or Service to indicate Product and or Service acceptance at an Outlet outside the jurisdiction of Product and or Service issuance.
A Mark owned by Vami should not be used in association by a Member with other digital shopping platforms, online shopping retailers and not limited to non-VamiBusiness partners on any marketing, advertising or promotions without prior written consent from Vami.
1.3.4.7 Prohibited Use of Competitive Trade Name or Mark
The following must not appear on any part of a Vami Product and or Service:
• Any Trade Name or Mark that identifies or is associated with any entity, or its subsidiaries or affiliates, deemed competitive by Vami.
• Any Trade Name or Mark that is confusingly similar to any other Vami-Owned Mark
1.4.1.1 Offer/Issuance Conditions
A Member must not condition the offer or issuance of any product bearing the Vami Marks or the maintenance of a Vami user relationship upon the possession or acceptance of a product bearing the Mark of entities that Vami deems competitive or any other non-Vami system, as designated by Vami, without the prior written consent of Vami.
1.4.1.2 General Member Requirements
–A Vami Member must:
• Operate its own VamiBusiness Channel
• Offer Vami products and or Services in its own legal name or in a Trade Name or Mark owned by the Member and approved by Vami, bearing the Vami-Owned Marks, to eligible customers or Vami users.
1.4.2.1 Account Numbers
Account Numbers by which a customer user can acquire credit from a Member Merchant and settle all credit payments with Member Merchants will be generated by the Vami Operating System.
1.4.3.1 Notification of Credit Use Restrictions
An Issuer must include language in its Credit Customers agreement that a Credit account must not be used for any unlawful purpose, including the purchase of goods or services prohibited by applicable laws or regulations.
Each member will be subject to a Credit Assessment audit by Vami and other regulatory authorities on its credit issuance.
Each Credit Customer will be subject to a Credit Assessment audit by an Issuer either using the Vami Credit Check Program or a Vami approved independent credit assessment authority before obtaining credit from an Issuer
1.4.3.2 International Transaction or Currency Conversion Fee Disclosure
A VamiBusiness Processor must provide a complete written disclosure of any fees that may be charged to a customer for an International Transaction or when currency conversion occurs.
1.4.3.3 Recurring Transaction Data on Customer Billing Statement
A VamiBusiness Processor must include on the customer’s billing statement the data transmitted in the Clearing Record that both:
• Identifies a Recurring Services Merchant
• Enables the customer to contact the Merchant
1.4.3.4 Customer Signature
When an Issuer issues or reissues a Credit, the Issuer must:
• Ensure that the customer has read the Vami Signature Policy Statement
• Indicate that no transaction will be verified without the Signature
The Vami Signature contains both and is not valid without:
• Customer Valid ID No.
• Customer Unique PIN
Each customer is responsible for the privacy of their signature.
1.4.3.5 Disclosure of Vami Transaction Information
A VamiBusiness Processor may only disclose Vami Transaction Information to third parties approved by Vami and for the sole purpose of:
v
• Supporting a loyalty program
• Providing fraud control services
1.4.4.1 Reference Number Issuance
A Vami Order Reference Number is generated by the Vami Operating System upon a purchase or order request by a customer through the Merchant’s VamiBusiness Channel to the customer, payment partner, delivery and or courier service provider’s VamiBusiness channel. The customer cannot access and or receive their order or purchased item(s) without confirming the reference number. The reference number is shared in the VamiBusiness between:
• Vami Member Merchant
• Customer
• Vami Member Delivery and or Courier services
• Vami Member Payment services
Confirmation of the reference number will be processed under these circumstances only:
• The customer has to confirm it upon arrival at a Merchant’s outlet
• The customer has to confirm it upon arrival of the delivery and or courier service provider
Each of the parties with access to the reference number bear the responsibility to protect it, either party who is negligent with it will be held joint and or severally and liable for any loss of item.
1.4.4.2 Reference Number Issuance Requirements
An Issuer must:
• Ensure the customer has received the reference Number
• Ensure all the other parties have received the reference number
• Be a registered Member with an updated Membership and VLOP
• Ensure the transaction and processing is conducted by a Vami registered affiliate
1.4.4.3 Issuer Responsibility for Authorizations
An Issuer is responsible for a Transaction authorized by its affiliates.
1.4.4.4 Issuer Transaction Posting
An Issuer must post a Transaction Receipt to a customer's Vami account:
• Within 24hours of confirmation of payment time
• Within 3 business days if there are discrepancies to the transaction, pending investigation
• Within 5 calendar days from the Credit Settlement date
1.5.1.1 Acquirer Restriction
Acquire Transactions are recognised as Vami Transaction when:
• The Transaction is conducted on Vami
• An Acquirer must accept and submit Transactions from Vami registered users.
• An Acquirer must accept Transactions only from a Vami registered Issuer.
• All Transactions should be legal by nature and if there is an illegal Transaction the parties involved in the Transaction will be held responsible and accountable.
An Acquire has the responsibility to protect Transaction information from criminal and any other illegal use.
1.5.1.2 Qualification Standards
Before entering into an Issuer Agreement, an Acquirer must ensure that the prospective Issuer is all of the following:
• Financially responsible
• Not engaged in any activity that could cause harm to the Vami system or the Vami brand
• Operating within an allowed jurisdiction
The Acquirer must also determine that there is no significant derogatory background information about any of the Issuer’s principals.
Before entering into a VamiBusiness Processor collaboration or merger or partnership. The parties involved must ensure that the contracting party is all of the following.
• Financially responsible
• Not engaged in any activity that could cause harm to the Vami system or the Vami brand
• Operating within an allowed jurisdiction
The contracting parties must also determine that there is no significant derogatory background information about any of the either party’s principals.
1.5.1.3 Submission of Illegal Transactions
An Acquirer must not knowingly accept from an Issuer for submission into the VamiBusiness any Transaction that is illegal or that the Acquirer or Issuer should have known was illegal.
1.5.1.7 Termination of Agreement
After verifying that Vami has prohibited a Member or Partner or VamiBusiness Processor from participating in the VamiBusiness all VamiBusiness Processors in agreement with such a party on VamiBusiness must terminate the Agreement no later than the date specified by Vami.
If the parties do not terminate the Agreement by the specified date, Vami may assess the parties a non-compliance assessment.
A Vami Member that enters into a VamiBusinessAgreement with a Member, Partner, and or VamiBusiness Processor that Vami has prohibited from participating in the VamiBusiness may be assessed a non-compliance assessment.
All verification processes for Agreements will be done on the Vami Operating System.
1.5.2.1 Merchant Agreement Requirements
All VamiBusiness Processors must have an Agreement with their VamiBusiness Processor product and or service providers.
The Agreement must include language that requires the Agreeing parties to do all of the following:
• Perform its obligations under the Agreement in compliance with applicable laws or regulations
• Comply with the Vami Rules regarding use of the Vami-Owned Marks, Vami acceptance, risk management, Transaction processing, and any Vami products, programs, or services in which either party is required to, or chooses to, participate
• Not knowingly submit any Transaction that is illegal or that either party should have known was illegal
• Include the right of Vami to limit or terminate the agreement between them
A Member and or VamiBusiness Processor may accept Transactions only from an entity with which it has a valid Agreement.
1.5.2.2 Retention of Records
A Member must keep a complete, well-documented file containing Transaction records, including any information connected to an investigation, for at least 2 years after an Agreement termination.
If either party in an Agreement is undergoing a forensic investigation they must also notify Vami when it receives notice or otherwise becomes aware that the either party has terminated its Agreement.
1.5.3.1 Display of Product Service Marks
A Member must display the appropriate Vami-Owned Marks to indicate which Vami Product and or Services they offer, this includes display on platforms on which Vami is not a competitor.
1.5.4.1 Accepting Products for Payment
Vami Members agree to accept corresponding Vami approved products for payment.
If the customer indicates that he or she wants to pay with either VamiBusiness Payment Processor, a Merchant must complete and process the Transaction as defined in the Vami Rules.
1.5.4.2 Honouring All VamiBusiness Payment Process
Vami Members may not refuse to accept a Vami approved product for payment that is properly presented for payment. Members may attempt to steer customers who initially present a VamiBusiness approved product for payment to an alternative method of payment, such as by providing discounts for cash, but may not do so in a confusing manner that denies consumer choice.
Members may also consider whether present circumstances create undue risk, for example if the sale involves high-value items or bulk purchases- the methods of payment in such cases will be limited to protect the interests of all VamiBusiness participants involved in that transaction.
1.5.4.3 Limited HonourforVamiBusiness Payment Process
A Member must accept all Vami approved products for payment properly presented for payment. If a Member does not have the technology to accept the VamiBusiness Payment Process it may request the customer to choose an alternative method of payment. This does not permit Members to:
• To deny a VamiBusiness Payment Process that the customer properly presents
• Favour a VamiBusiness Payment Process over another
• Take advantage of these provisions to engage in any form of illegal Transactions
1.5.4.4 Limited Acceptance Notification Requirements
A Member must submit a Limited Acceptance Form, if they choose to limit their VamiBusiness Payment Process participation. Vami will assess the application and grant this permission.
1.5.4.5 Uniform Services
Vami treats all Members equally and offers products and services equally and uniformly to all VamiBusiness Processors, Associates and Partners. This does not apply in brand specific consulting as this will be proprietary intellectual property owned by that specific brand, VamiBusiness Processor, Associate or Partner.
– Member Requirements
A Member must both:
• Accept and adhere to all VamiBusiness Operating Systems and Vami Rules
• Offer and render products and or services uniformly to all customerson the VamiBusiness
– VamiBusiness Requirement
A VamiBusiness Processor must process Transactions in exactly the same manner to all VamiBusiness participants that are affiliated, partner to or customers. This does not apply to discounts, promotional offers, or in-kind incentives offered by the VamiBusiness Processor.
1.5.4.6 Discount Offer
A Member may request or encourage a customer to use a different Vami Product and or Service or a different VamiBusiness Process than the one the customer initially presents. Except where prohibited by applicable laws or regulations, the Member may do so by methods that include, but are not limited to:
• Offering the customer an immediate discount from the Member’s list, stated, or standard price, a rebate, a free or discounted product or service, or any other incentive or benefit.
• Expressing a preference for the use of a particularVamiBusiness Process or Vami Product and or Service
• Promoting the use of a particular VamiBusiness Process or Vami Product and or Service
• Communicating to customer the reasonably estimated or actual costs incurred by the Member when a customer uses a particular VamiBusiness Process or Vami Product and or Service
Such measures must be applied by a Member only to promote a Vami Product and Services or bring business to Vami, advising a Vami customer to use alternatives other than those of Vami will be penalised and or lead to the Member’s membership termination.
1.5.4.7 Member Requirements – Discount at the Point of Sale
A Member must not adopt, maintain or enforce any rule (including any bylaw, policy, standard, guideline, or practice), or enter into or enforce any agreement that directly or indirectly prohibits, prevents, or restrains its customers fromrequesting or encouraging a customer to use a means of payment other than a VamiBusiness process or a Vami Product and or Service of a different product type than the VamiBusiness process the customer initially presents. The methods by which a Member may request or encourage a customer to use a means of a VamiBusiness or Vami Product and or Service other than a VamiBusiness Process or a Vami Product and or Service of a different product type include but are not limited to
• Offering the customer an immediate discount from the Member’s list, stated, or standard price, a rebate, a free or discounted product or service, or any other incentive or benefit.
• Expressing a preference for the use of a particular VamiBusiness Process or Vami Product and or Service
• Promoting the use of a particular VamiBusiness Process or Vami Product and or Service
• Communicating to customer the reasonably estimated or actual costs incurred by the Member when a customer uses a particular VamiBusiness Process or Vami Product and or Service
A Member may enforce agreements or enter into agreements with its customers where the Member selects Vami as the only general purpose transaction platform the Member or customerwill accept.
1.5.4.8 Incentive to Use Other Non-Vami Product and or Services
A Member may not offer a non-monetary benefit to a customer that initially prescribed Vami Products and or Service as an inducement for the customer to use a means of a process other than a Vami or VamiBusiness process.
A Merchant may offer a monetary benefit in the form of a discount:
• Offering the customer an immediate discount from the Member’s list, stated, or standard price, a rebate, a free or discounted product or service, or any other incentive or benefit.
• Expressing a preference for the use of a particular VamiBusiness Process or Vami Product and or Service
• Promoting the use of a particular VamiBusiness Process or Vami Product and or Service
• Communicating to customer the reasonably estimated or actual costs incurred by the Member when a customer uses a particular VamiBusiness Process or Vami Product and or Service or any other non-Vami process, product or service.
As an inducement for the customer to use a Vami or VamiBusiness process.
1.5.4.9 Credit Refund Requirements
A Member must provide a credit refund in connection with a Transaction by a Credit Transaction Receipt, not by cash or check
A Member must not:
• Accept payment from a customer for the purpose of depositing funds to the customer’s account
• Process a Credit Transaction Receipt without having completed a previous retail Transaction with the same customer.
• A Merchant must refund any surcharge assessed on the Credit Transaction amount. For partial refunds, the surcharge amount must be pro-rated.
1.5.5.1 Prohibition of Minimum or Maximum Transaction Amount
A Member must not establish a minimum or maximum Transaction amount as a condition for honouring a Vami Products and or Service or VamiBusiness process.
1.5.5.2 Surcharges
A Member must not add any amount over the advertised or normal price to a Transaction, unless applicable laws or regulations expressly require that a Member be permitted to impose a surcharge. Any surcharge amount, if allowed, must be included in the Transaction amount and not collected separately.
1.5.5.3 Customer Identification
A Member may request customer identification in a Face-to-Face Environment or at any time when A Member feels the need. If the name on the identification does not match the user profile or the name on the Card, the Member may decide whether to process the transaction. If the customer does not have or is unwilling to present customer identification, the Merchant must not honour the transaction.
1.5.5.4 Payment of Existing Debt
A Member must not accept Cash to collect or refinance an existing debt unless either:
• The Transaction results from a debt that was created independently of Vami Operating Systems and or VamiBusiness processes.
• The Merchant has a provision for the customer to settle the debt by a Cash payment to settle a debt created independently of Vami Operating Systems and or VamiBusiness processes.
At the option of the Member and of Vami, a Member may accept the use of a Vami or VamiBusiness process as payment service and or facilitatorfor an existing debt. A Member must not accept the use of a Vami or VamiBusiness process as payment service or facilitator for a debt that is considered uncollectible.
A Merchant must not:
• Accept Customer payments for previous Card charges
• Complete a Transaction that represents the collection of a dishonoured payment
1.5.5.5 Scrip Prohibition
A Member must not accept the use of a Vami or VamiBusiness process for the purchase of Scrip.
1.5.5.6 Member Cash Disbursement Prohibition
A Member must not provide cash to a Vami end-user unless the Member is either:
• Participating in Cash-Back Services
• Concluding a transaction that was created independently of Vami or VamiBusiness processes
1.5.5.7 Prepaid Card Cash Redemption
A DigitalPrepaid Card must not be redeemed for cash by a Member that accepts a DigitalPrepaid Card.
Digital Prepaid Cards include:
• Vami Gift Cards
• Vami approved Digital Prepaid Card programme
• Vami approved Product Specific Digital Gift Cards
• Vami approved Digital Wallet Funds
1.5.6.1 Authorized Customer
A Member must validate that the customer at the point of sale is the authorised account holder by observing standards such as, but not limited to:
• Industry standard practices
• Regulations and governing laws
• Online Payments regulations
1.5.6.2 Electronic Commerce Data Protection
A Member must ensure that its Electronic Commerce offers Customers a Data Protection Method, such as Verified by Vami or Secure Sockets Layer (SSL).
A Member must ensure that its Electronic Commerce is in accordance with Customer Data Protection laws such as but not limited to:
• PoPI Act
1.5.7.1 Customer Acceptance of Unknown Amount
A Member must not require a Customer to authorise a Transaction Receipt or enter a PIN until the final Transaction amount is entered on the Transaction Receipt or displayed to the Customer.
1.5.8.1 Transactions Resulting from Other Entities
A Member must deposit only Transactions that it has completed. A Payment Facilitator may deposit a Transaction between a Customer and a Sponsored Merchant of the Payment Facilitator, but must not deposit a Transaction on behalf of another Payment Facilitator.
1.5.8.2 Payments to Members, Sponsored Merchants, and Payment Facilitators
A Member must pay or credit its Partner’s account promptly after Transaction Receipt Deposit. These payments must be the same as the Transaction totals, less any Chargebacks, Credit Transaction Receipts, or other agreed fees and discounts.
A Member may directly pay or credit only:
• A Customer
• A Payment Facilitator, on behalf of a Merchant or Sponsored Merchant
• A Sponsored Merchant for its portion of the Deposit, if the Member also contracts with the Payment Facilitator
A Payment Facilitator must pay or credit its Sponsored Merchant's account promptly after Transaction Receipt Deposit. These payments must be the same as the Transaction totals, less any applicable discounts or Credit Transaction Receipt totals.
If a Payment Facilitator receives payment from a Customer, it must pay or credit its Sponsored Merchant's account promptly after Transaction Deposit. These payments must be the same as the Transaction totals, less any applicable deductions or Credit Transaction Receipt totals.
All payments must be paid or credited in adherence to:
• Applicable laws
• Regulations and Policies
1.5.9.1 Travellers Payments Acceptance Requirements
A Member must accept and submit all Payments denominated in currencies usually exchanged in the local market. A Member’s payments policy must be as favourable for Payments as for other payment brands.
1.5.9.2 Travellers Payment Signature Comparison
A Member guarantees reimbursement for a Payment amount if the Member complies with the following payment procedures: When submitting a Payment, a Member must:
• Be confident that the customer paying is the authorised or registered account holder
• Ensure that all security protocols have been observed and performed.If authorisation is complete and successful, the Member may accept and or process the Payment.
If the Member is uncertain about the authorisation or deems the customer’s behaviour to be alarming, it may request that the customer provide identification or meet identification criteria processes. If the Member is satisfied with the identification results, it may accept the Payment.
1.6.1.1 Vami Indemnity
A Member is not authorised by Vami to complete Vami or VamiBusiness Transactions by Payments with Cash Notes.
Payments with Cash Notes are not recognised Vami or VamiBusiness processes and thus such actions will be deemed as independent Member activity and as such Vami is indemnified of such activities.
A Member that encourages registered Vami Users to settle their Payment Transactions created on the Vami Operating System or VamiBusiness by Cash Notes will be held accountable of upholding the Vami Rules.
1.7.1.1 Authorization, Clearing, and Settlement of Transactions on VamiBusiness
A VamiBusiness participant must authorize, clear, and settle messages for international Transactions through Vami and or VamiBusiness and report to Vami all domestic Transactions processed on VamiBusiness which enhances Vami's ability to manage risks, meet consumer expectations, and provide leading fraud-protection solutions.
1.7.1.2 Processing Capability
A Member and VamiBusiness Processor must be capable of accepting and processing an activity for its Vami defined and licenced purpose.
A Member and VamiBusiness Processor must be capable of offering the services it advertised and performing its service description.
1.7.2.1 Complete and Valid Data in Authorization Requests and Clearing Records
A Member must ensure that all Authorization Requests and Clearing Records contain complete, accurate, and valid data. If an Authorization is obtained, any data in the subsequent Clearing Record must be the same as, or consistent with, comparable data in the Authorization Request and Authorization Response.
1.7.3.1 Required Authorization Processing on VamiBusiness
A Member must process an Authorization for Transaction on VamiBusiness, as specified in Section 1.7.1.1, “Authorization, Clearing, and Settlement of International Transactions on VamiBusiness.”
1.7.3.2 Authorization Currency and Conversion
An Authorization Request must be expressed in USD or in the Merchant’s Domestic Currency. If the Transaction Currency is not USD or the Merchant’s Domestic Currency, a Member may convert the Authorization amount into USD or the Merchant’s Domestic Currency before processing Authorization Request. If a VamiBusiness processor converts the Authorization amount, it must use a generally accepted Currency Conversion Rate
1.7.4.1 Credit Transaction Processing
All Credit Transaction Processing must be performed by licenced VamiBusiness Processors. A Member is solely responsible for all its contracting activities with customers and VamiBusiness Processors.
A Processors has the obligation to meet all standards concerning its payment processing activities on behalf of Merchants. It must be in a licenced and registered financial services and credit provide.
1.7.5.1 Clearing Standard
All Clearing processes must be performed by licenced Members and or VamiBusiness Processors in a manner that is in accordance with:
• Governing laws
• Industry standards
• Vami Product and Service Rules
1.7.6.1 Reimbursement for Valid Transactions
An Issuer must pay the Acquirer the amount due for a Transaction occurring with the use of valid a Payment Process.
1.7.7.1 Online Financial Transaction Reversal Requirements
An Acquirer must process a Reversal for an Online Financial Transaction if either the:
• Acquirer, Merchant, or Acceptance Process did not receive an Authorization Response
• Transaction is subsequently voided or cancelled
1.7.7.2 Transaction Processing Subsequent to an Authorization Reversal
A Merchant must not deposit, and an Acquirer must not process, a Transaction that either:
• Was subsequently reversed for the full amount
• Represents the amount of the partial Authorization Reversal
1.7.7.3 Transaction Reversal or Adjustment
A Merchant must process a Reversal or an Adjustment within 30 calendar days if it processed a Transaction in error. The debit must be reversed using a Reversal Transaction code or an Adjustment message.
1.7.7.4 Member Reversal of Duplicate Data
A Member that detects duplicate data or is notified by Vami and or VamiBusiness Processors that it has processed duplicate data must reverse the data and do all of the following:
• Identify the Processing Date of the Transaction that it is reversing
• Maintain all data from the duplicated Transaction, except for the appropriate Reversal codes
• Send the Reversals to contracting VamiBusiness Processors (or, in the case of a Domestic Transaction under a Private Agreement, to the Receiving Member) within one business day of detection or notification of the duplicate data
1.7.7.5 Issuer Reversal of a Duplicate Transaction
An Issuer must reverse any duplicate Transaction from its Cardholder's account upon receipt of Reversal information. A VamiBusiness Processor should reverse the duplicate Transaction using either the:
• Appropriate Basic Currency Conversion Rate
• Currency Conversion Rate effective on the Processing Date of the duplication
A VamiBusiness Processor should assess the responsible Members any foreign exchange loss due to currency fluctuation between the Processing Date of the duplicate data and the Reversal date using their standard fee collection process.
1.7.7.6 Credit Reversals and Debit Adjustments
An Acquirer may initiate a credit Reversal only to correct inadvertent processing errors.
The Acquirer must process a credit Reversal or a debit Adjustment within 30 calendar days of the Processing Date of the initial credit Transaction.
1.8.1.1 Original Credit Acceptance
A Member must accept an incoming Original Credit Transaction unless prohibited by applicable laws or regulations. If prohibited by applicable laws or regulations, the Member must submit a written request to a VamiBusiness Payment Processor to block incoming Original Credit Transactions.
1.8.1.2 Original Credit Transaction Verification of Posting
When requesting confirmation or applicable proof from a Recipient Member that funds have been posted to a recipient Customer’s account, an Originating Member must submit the request through industry standard practice processes.
A Recipient Member must respond to the Originating Member’s confirmation request through industry standard practice processes within 5 calendar days from the date of inquiry.
1.8.1.3 Money Transfer Original Credit Transaction Acceptance
A Member must accept an incoming Money Transfer Original Credit Transaction unless prohibited by applicable laws or regulations. If prohibited by applicable laws or regulations, a Member must submit a written request to a VamiBusiness Payment Processor to block incoming Money Transfer Original Credit Transactions.
1.9.1.1 Interchange Fee Rate Sheets and Guides
Interchange fees and or prices are determined solely by a Member independently of Vami, as the fee or price is a pricing of a good or service that is proprietary property of a Member.
However all good and or service offered by a Member to other Members and or end-users should:
• Be priced in accordance to regulation or laws set by a governing competition agency or policy
• Be priced in a fair and ethical manner
• Be priced in accordance to industry standard prices
• Be legal and non-biased
1.10.1.2 Member Risk Reduction Requirements
Upon receipt of instructions imposing conditions, as specified in the applicable Vami Charter Documents, a Member or its agent must implement risk reduction measures that may include, but are not limited to, the following:
• Prohibiting or limiting any of the following actions:
– Issuing a Member’s Vami access security details to non-affiliates
–Criminal and fraudulent activities
– Using an independent non-Member sales organization
• Blocking the Authorization of Transactions or prohibiting Acquirers from obtaining Authorization for Transactions on behalf of certain Merchants
• Terminating some or all Merchants that:
– Conduct Transactions where there is non-disclosure of prices or fees charged to the Customer or where there is extortion activity
– Receive a volume of Chargebacks that substantially exceeds the system average
• Pledging collateral to secure one or more of the following:
– A Member's or agent's obligations to Vami and reimbursement to Vami for any expenses incurred to ensure compliance
– The liquidity impact to Vami of Settlement or other payments due to Vami from a Member, its affiliates, or its VamiBusiness Processor as approved by Vami
– Reimbursement to Vami for any expenses incurred to ensure compliance.
1.10.1.3 Vami Right to Terminate Membershipand Partnership
Vami may permanently prohibit a Member or any other entity, or one of its principals, from participating in the Vami Operating System and VamiBusinessfor any reasons it deems appropriate, such as:
• Fraudulent activity
• Presenting Transaction Receipts that do not result from an act between a Customer and a Merchant or Sponsored Merchant (laundering)
• Entering into a Merchant Agreement or Payment Facilitator Agreement under a new name with the intent to circumvent the Vami Rules
• Activity that causes the Acquirer to repeatedly violate the Vami Rules
• Activity that has resulted in Vami prohibiting the Member or any other entity from participating in the Vami Operating System and VamiBusiness
• Exceeding the Global Merchant Chargeback Monitoring Program thresholds
• Any other activity that may result in undue economic hardship or damage to the goodwill of the Vami system
Vami may contact a Member of any other entity directly, if warranted.
1.10.1.4 Acquirer Responsibility for Costs Due to Failure to Terminate a Merchant
An Acquirer is responsible for all costs incurred by Vami due to the Acquirer's failure to terminate a Merchant, Sponsored Merchant, or Payment Facilitator or any other entity. This includes attorney's fees and costs of any legal action undertaken by Vami to protect the goodwill of the Vami system or to prevent further harm to Members, End-Users and Customers.
1.10.1.5 Vami Anti-Bribery Program
Vami maintains an anti-bribery compliance programme to implement the Anti-Bribery Policy designed to comply with the requirements and restrictions of the governing anti-bribery laws and rules. A Member must cooperate with Vami in the administration of the Vami anti-bribery program, including, but not limited to, the following:
• Complete, upon request, the Vami Anti-Bribery Policy Questionnaire/Certification form disclosing the level of ownership, control, and influence of any agency, or instrumentality thereof in the Member
1.10.1.6 Anti-Money Laundering Program Requirement
A Member must implement and maintain an anti-money laundering program that is reasonably designed to prevent the use of the Vami system to facilitate money laundering or the financing of terrorist activities.
1.10.1.7 Vami Anti-Money Laundering Program – Member Requirements
A Member must cooperate with Vami in the administration of the Vami anti-money laundering program, including, but not limited to, the following:
• Completing the Anti-Money Laundering/Anti-Terrorist Financing Compliance Questionnaire/ Certification form when requested by Vami and returning the form within the time limit specified by Vami
• Assisting Vami in guarding against issuance and acquiring in circumstances that could facilitate money laundering or the financing of terrorist activities
• Identifying circumstances of heightened risk and instituting policies, procedures, controls, or other actions specified by Vami and or governing laws and rules to address the heightened risk
• Providing a copy of the Member's anti-money laundering plan if requested by Vami
• Ensuring the adequacy of the applicable controls implemented by designated agents of the Member
1.10.1.8 Anti-Money Laundering Program Compliance
If Vami determines that a Member or the Member's designated agent has failed to comply with Section 1.10.1.6, “Anti-Money Laundering Program Requirement,” and Section 1.10.1.7, “Vami Anti-Money Laundering Program – Member Requirements,” Vami may impose conditions on or require additional actions of the Member or the Member’s designated agent to prevent possible money laundering or financing of terrorist activities. These actions may include, but are not limited to, the following:
• Implementation of additional policies, procedures, or controls
• Termination of a Merchant Agreement
• Termination of a Customer or End-User agreement
• Termination of an agent agreement
• Termination of Vami membership
• Non-compliance assessments
• Other action that Vami in its sole discretion determines to take with respect to the Member or the Member’s designated agent
1.10.2.1 Acquirer Brand Protection Requirements
An Acquirer must both:
• Ensure that a Merchant, Payment Facilitator, or Sponsored Merchant does not accept Vami transactions for, or display a Vami-Owned Mark on a website that is used in relation to, the purchase or trade of photographs, video imagery, computer-generated images, cartoons, simulation, or any other media or activities including, but not limited to, activities that include the exchange of illegal goods and or services.
• Within 7 calendar days of Notification from Vami, correct the violation or, if requested by Vami, terminate a Merchant, Payment Facilitator, High-Brand Risk Merchant, or High-Risk Internet Payment Facilitator, or require the Payment Facilitator or High-Risk Internet Payment Facilitator to terminate its agreement with the Sponsored Merchant or High-Brand Risk Sponsored Merchant that is in violation
1.10.2.2 Global Brand Protection Program – Requests for Information
An Acquirer must provide information relating to any request for information presented by Vami, its designees, or any regulatory agency, as required under the Global Brand Protection Program. The Acquirer must provide the required information in writing as soon as possible, but no later than 7 business days following receipt of the
1.10.3.1 Investigation Assistance to Other Members
A Member must assist other Members in an investigation of fraudulent activity with a Vami User Account or within VamiBusiness by performing tasks including, but not limited to, the following:
• Interviewing Merchants, Sponsored Merchants, Customers, suspects, witnesses, and law enforcement personnel
• Obtaining handwriting samples, photographs, fingerprints, and any other similar physical evidence or digital evidence
• Recovering lost assets or possessions
• Providing information to proper authorities for the possible arrest of suspects, at the Issuer's request
• Performing any other reasonable investigative assistance
• Inspecting the facilities or activity of other Members
1.10.3.2 Investigation Assistance Standards
A Member must respond to a request from another Member, Vami, or a law enforcement agency
1.10.4.1 Account and Transaction Information Security Requirements
A Member must:
• Maintain all materials or records in any form that contains account or Transaction Information in a safe and secure manner with access limited to authorized personnel, as specified in the Payment Card Industry Data Security Standard (PCI DSS) or any other standards and or regulations.
Ensure that agreements and contracts with agents and Merchants clearly establish their responsibilities to meet Vami standards, the liabilities for failure to meet the standards, and the requirement to allow for inspections by the Member or Vami
• Ensure that all agents and Merchants with access to account or Transaction Information comply with the Payment Card Industry Data Security Standard (PCI DSS)
• Ensure that all agents and Merchants do not store any of the following subsequent to Authorization:
– Full contents of any data taken from the Magnetic Stripe (on a Card, in a Chip, or elsewhere)
– Card Verification Value 2
– PIN or the encrypted PIN block – Verified by Payment Facilitators or 3-D Secure verification data
• Comply with, and ensure that all agents and Merchants use Payment Applications that comply with, the Payment Application Data Security Standard (PA-DSS)
• Upon request, certify to Vami that agents and Merchants are in compliance with the Payment Card Industry Data Security Standard (PCI DSS).
A Member must also comply, and ensure that its Merchants, agents, and other third parties with access to account or Transaction Information comply, with the requirements of the Customer Information Security Program.
1.10.4.2 Cardholder, Customer and Transaction Information Security
An Acquirer must ensure that its Merchant does all of the following:
• Notifies Vami, through its Acquirer, of the use of a Third Party Agent
• Ensures that the Third Party Agent implements and maintains all of the security requirements specified in the Customer Information Security Program
• Immediately notifies Vami, through its Acquirer, of any suspected or confirmed loss or theft of material or records that contain account information
• Demonstrates its ability to prevent future loss or theft of account or Transaction information, consistent with the requirements of the Customer Information Security Program
1.10.4.3 Cardholder and Transaction Information Disclosure Limitations
An Acquirer must obtain the prior written consent of the Issuer and Vami before disclosing a Cardholder's or Customer’s Account Number, personal information, or other Transaction Information to a third party that is not the Agent of the Acquirer for the sole purpose of completing a Transaction. The Acquirer must ensure that its Agents and the Agents' employees both:
• Make no further disclosure of the information
• Treat the information as confidential
An Acquirer or Merchant may only disclose Transaction Information to third parties for the sole purpose of one or more of the following:
• Supporting a loyalty program
• Providing fraud control services
• Assisting the Merchant in completing the initial Merchant Transaction
An Agent must not disclose an Account Number, Cardholder personal information, or other Transaction Information to third parties, other than for the sole purpose of completing the initial Merchant Transaction or with the permission of the Issuer, Acquirer, or Vami. Any such disclosure must be subject to strict, written, confidentiality obligations.
1.10.4.4 Fraud and Criminal Activity Reporting
A Member must immediately report all fraudulent activity or other criminal risk activity to Vami.
1.10.4.5 Issuer Fraud Activity Reporting
An Issuer must report Fraud Activity to Vami and other relevant authorities when either a:
• Fraudulent User has obtained a Card or Account Number or User’s access security credentials
• Card, Account Number or User’s access security credentials was obtained through misrepresentation of identification or financial status
The Issuer must report the Fraud Activity upon detection, but no later than:
• 90 calendar days from the Transaction Date
• 30 calendar days following the receipt of the Customer’s dispute notification, if the notification is not received within the 90-calendar day period At least 90% of rejected Fraud Activity must be resubmitted and accepted into the Fraud Reporting System. If an Issuer does not comply with these fraud reporting requirements, the Issuer is subject to noncompliance assessments.
1.10.4.6 Counterfeit Activity Reporting
An Acquirer must report both:
• Counterfeit activity to Vami and other relevant authorities, using the appropriate fraud advice transaction channels in the same manner as specified for Issuers in Section 1.10.4.5, “Issuer Fraud Activity Reporting”
• A counterfeit Transaction within 60 calendar days of a Chargeback, when no Representment or Arbitration right is available
1.10.5.1 High-Brand Risk Acquirer Requirements
An Acquirer of High-Brand Risk Merchants, High-Risk Internet Payment Facilitators, or High-Brand Risk Sponsored Merchants must do all of the following:
• Participate in the Vami High-Brand Risk Investigation(VH-BRI), where available and permitted under applicable laws or regulations, and both:
– Query VH-BRI before entering into an agreement with a prospective Electronic
Commerce Merchant, Phone Order Merchant or Sponsored Merchant if they claim they are Vami Members and or affiliates
– List any Electronic Commerce Merchant or Phone Order Merchant or Sponsored Merchant that has been terminated for just cause on VH-BRI
• Provide Vami with a suspect violation report if a Merchant, or Agent or any VamiBusiness Processor is identified by the Member as processing illegal or prohibited Transactions
Vami may waive or suspend non-compliance assessments to accommodate unique or extenuating circumstances or if violations of the Vami Rules are identified and rectified before receipt of formal Notification from Vami that a violation has occurred
1.10.5.2 High-Brand Risk Acquirer Capital Requirements
Acquirer requirements must meet industry standards and be in compliance with governing regulations or bodies.
Vami may waive any requirements in exchange for assurance and evidence of the imposition of risk controls satisfactory to Vami. This may include, but is not limited to, the pledging of additional collateral
1.10.6.1 Recovered Items Return Requirement
An Acquirer must return a recovered Vami Marked or VamiBusiness Processor’s Marked Item to the Issuer these items include but not limited to:
• Cards
• Vami Delivery Devices including (delivery service person mobile phone, automotive, wrist band)
1.10.7.1 Assignment of Liability for Counterfeit Transactions
Vami assigns liability to the Issuer or Acquirer for counterfeit Transactions, based on the following priorities in the order shown:
• Either party had prior knowledge of the nature of the Counterfeit Transaction
• There was clear intent by either party to authenticate the Counterfeit Transaction
• The Transaction was processed by misrepresentation or limited disclosure of vital information by either party
• The transaction was processed with either party under duress
1.10.8.1 VamiBusiness Processor Registration
A Member that uses a VamiBusiness Processor, whether or not the VamiBusiness Processor is itself a Member, must present all information permitted to Vami upon notification of request from Vami
A Member that uses a non-Member as a VamiBusiness Processor must ensure that the non-Member is not in violation of the Vami Rules before using the non-Member as a VamiBusinessProcessor.
1.10.8.2 Losses Resulting from Unauthorized Use – VamiBusiness Processors
For losses resulting from Unauthorized Use, Vami may collect funds from one of the following, in the order listed:
• Member that caused the loss
• VamiBusiness Processor that processed the Transaction, if either:
– No Member is directly responsible for the Unauthorized Use
– The responsible Member does not meet its financial obligations
• Members using the VamiBusiness Processor, if the VamiBusiness Processor does not meet its financial obligations
1.10.8.3 VamiBusiness Processor Contingency Plans
A Member must have in place contingency plans for its VamiBusiness Processors in the event of failure, including bankruptcy, insolvency, or other suspension of business operations. The contingency plans must be provided to Vami upon request.
1.10.8.4 VamiBusiness Processor Disclosure of Account or Vami Transaction Information
A Member, in the event of the failure, including bankruptcy, insolvency, or other suspension of business operations of one of its VamiBusiness Processors, must ensure that the VamiBusiness Processor does not sell, transfer, or disclose any materials that contain Customer Account Numbers, personal information, or other Vami Transaction Information to any other entity. The Member must ensure that its VamiBusiness Processor either:
• Returns this information to the Member
• Provides acceptable proof of secure destruction of this information to the Member
1.10.8.5 Third Party Agent Contract
A Third Party Agent must have a direct written contract with a Member to perform services on behalf of the Member.
1.10.8.6 Third Party Agent Registration Requirements
A Member must register a Third Party Agent with Vami. The Member must both:
• Use the Vami Membership Management application
• Complete the appropriate regional forms
Registration must be completed before the performance of any contracted services or Transaction activity.
Vami may deny or reject a Third Party Agent’s registration at any time with or without cause.
A Third Party Agent is exempt from the registration requirements and the associated fees if it only provides services on behalf of its affiliates (including parents and subsidiaries) that are Members that own and control at least 25% of the Third Party Agent
1.10.8.7 Merchant Third Party Agent Registration Requirements
A Member must register with Vami a Third Party Agent that has been engaged by any of its Merchants before the performance of any contracted services by the Third Party Agent on behalf of the Merchant. Registration of a Third Party Agent is specific to each Member, and requires a separate registration by each Member for any Third Party Agent that either:
• Uses its VLOP or Membership, the registration is per Member, per country, and per agent.
• Provides contracted services on behalf of the Member or its Merchants
1.10.8.8 Assignment of Liability for Third Party Agents
If a Member fails to meet its responsibilities regarding Third Party Agents, Vami assigns liability in the following order of precedence:
• The Member from whose performance or non-performance (including by its Third Party Agents) the loss arose
• The Member, if any, that sponsored the above Member
• VLOP Licensees of Accounts used in Transactions, with limitations specified in Section 1.1.9.3, “Liabilities and Indemnifications
1.10.8.9 Losses Resulting from Unauthorized Use of Third Party Agents
For losses resulting from Unauthorized Use, Vami may collect funds from one of the following, in the order listed:
• Member that caused the loss
• Members using the Third Party Agent
1.10.9.1 Products and Services Security Staff Requirements
An Issuer must have a staff that is primarily responsible for all areas of security for Vami and VamiBusiness Products and Services. The security staff must do all of the following:
• Investigate all fraudulent use of the Issuer's Vami and VamiBusiness Products and Services
• Plan and supervise the use of the Issuer's Vami and VamiBusiness Products and Services
• Plan and supervise the physical protection of the Issuer's Centre and building
• Participate in Centre employee background investigations
1.10.9.2 Vami Product Personalization
A Member, Partner or any other entity has no provisions to personalise or change the explicit and or intended functions or processes of Vami Products and or Services.
Personalisation is provisioned only to Vami Consultants who are entitled to:
• Customise functions and or processes
• Innovate products and or services proprietary to a consulting entity
• Innovate products and or services for a Class of consulting entities
Approved Personalisor is provisioned only to personalise non-Vami owned Products and or Services integrated.
1.10.9.3 Use of Approved Manufacturers, Approved Personalisor, and Approved Fulfilment Vendors
An Issuer that does not perform its own manufacturing, personalization, or fulfilment must do all of the following:
• Use an Approved Manufacturer to manufacture or print Vami Marked Products and or Services
• Ensure that the Approved Manufacturer is a registered and approved VamiBusiness Processor and Vami Member
• Use an Approved Personalisor or Vami Consultants to personalize Vami Products and or Services
• Ensure that the Approved Personalisor is posted on the Local and or Global Registry of Service Providers
• Use an Approved Fulfilment Vendor to package, process, store, or ship Vami Marked Products and or Services unless using a Distribution Channel Vendor for pre-manufactured, commercially ready Vami Marked Products and or Services
• Ensure that the Approved Fulfilment Vendor is posted on the Local and or Global Registry of Service Providers
• Immediately notify Vami if the Approved Manufacturer, Approved Personalisor, and/or Approved Fulfilment Vendor is unable to complete its responsibilities
• Contract through another Issuer, an Approved Manufacturer, an Approved Personalisor, an Approved Fulfilment Vendor, or Vami(if applicable) for the production, personalization, or fulfilment of Vami Marked Products and or Services
• Review completed products, services or processes for accuracy, including legal, audit, authenticity and if it meets the compliance standards of Vami Rules.
1.10.9.4 Use of Distribution Channel Vendors
An Issuer that uses a Distribution Channel Vendor must validate annually the Distribution Channel Vendor's compliance with the Vami Rules.
1.10.9.5 Mailing of Individual Personalised Vami Marked Products
An Issuer must do all of the following:
• Proof and prepare Vami Marked Products for mailing under control in a secure area preferably in a separate area from other operations
• Control authorized entry into the area
• Ensure that Customer addresses, including postal codes, are complete and correct
• Maintain security and keep product handling professional control until mailing
• Record the exact date, time, and place of mailing for each Vami Marked Product
• Report any Vami Marked Products lost in the mail to Vami, to the relevant Members and or VamiBusiness Processors, the postal authorities, and the appropriate carrier
1.11.1.1 Chargeback and Representment Process
After receiving a Presentment, an Issuer may charge back a Transaction to the Acquirer under the conditions specified in Vami Rules Dispute Resolution and other relevant entities on Dispute Resolution. Similarly, the Acquirer may represent the Transaction to the Issuer.
The Issuer must not charge back the Transaction a second time, with the exception of reason code 93 (Merchant Fraud Performance Program), and the Acquirer must not represent the Transaction a second time.
The following provisions apply to Transactions:
• If requested by the Acquirer, and permitted under applicable law, the Issuer should provide the Customer's address.
• An Acquirer must not process a Transaction as a first Presentment if the Transaction has been previously charged back.
A Member may have the right to file for Arbitration after completing the Chargeback/Representment cycle. In some instances, Compliance may be available.
1.11.1.2 Attempt to Settle
Before initiating a Chargeback, the Issuer must attempt to honour the Transaction.
If the attempt fails and the Issuer has already billed the Transaction to the Customer, the Issuer must credit the Customer for the Chargeback amount.
An Issuer must credit its Customer's account for the amount in dispute, whether or not a Chargeback was initiated, if the dispute involves an Electronic Commerce Transaction that meets the conditions of any of the following Chargeback reason codes:
• 1 (Services not Provided or Merchandise Not Received)
• 2 (Cancelled Recurring Transaction)
• 3 (Not as Described)
• 4 (Fraud – Card-Absent Environment)
• 5 (Credit Not Processed)
The Issuer must not be reimbursed twice for the same Transaction.
A Customer must not be credited twice as a result of both a:
• Chargeback
• Credit processed by a Merchant
1.11.2.1 Invalid Arbitration or Compliance Case Rejection
If Vami determines that an Arbitration or Compliance request is invalid, it may reject the case and retain the penalty due.
1.11.2.2 Arbitration and Compliance Committee Decision
The Arbitration and Compliance Committee bases its Arbitration or Compliance decision on all information available to it at the time of reaching the decision, including, but not limited to, the provisions of the VamiRules effective on the Transaction Date and may, at its sole discretion, consider other factors, such as the objective of ensuring fairness. The decision is delivered to both Members and is final and not subject to any challenge, except for any right of appeal permitted in the Vami Product and Service Rules: Dispute Resolution.
1.11.2.3 Arbitration or Compliance Financial Liability
• An Arbitration or Compliance decision may result in either:
• One Member assigned full liability
• Members sharing financial liability
The responsible Member is financially liable for all of the following:
• Transaction amount
– If the opposing Member is responsible, the requesting Member may collect this amount from the opposing Member through VamiBusiness Processors.
• Review fee
• Filing fee
When the case is adjudicated, Vami will collect the filing and review fees through the its Member Billing Solution from the responsible Member
Either Member in an Arbitration or Compliance dispute may also be liable for a non-compliance assessment for each technical violation of the applicable Vami Rules.
1.11.2.4 Arbitration or Compliance Appeal
The decision on any permitted appeal of an Arbitration or Compliance ruling is final and not subject to any challenge.
1.12.1.1 Product and Service Fee Collection
Vami assesses and collects Products and Services fees through its Member Billing Solution or other designated methods.
1.12.1.2 Fee Adjustments
If Vami confirms that a Member has either underpaid or overpaid its fees, Vami may process a fee adjustment. The fee adjustment time period is limited to the 2 years before the date that either of the following occurred:
• The overpayment or underpayment was reported to Vami by the Member.
• Vami discovered that an adjustment was due to the Member.
Vami reserves the right to collect an underpayment from a Member beyond the 2-year period.
Products and Services fees paid will be refunded for the most recent quarter. The Member must submit its refund request within 60 days from the close of the quarter in question. For all other fees, the provisions specified above apply.
Any collection or refund does not include interest.
1.12.2.1 Vami Right to Impose Non-Compliance Assessments
The Vami Rules contain enforcement mechanisms that Vami may use for violations of the Vami Rules. The Vami Rules specify the procedure for the allegation and investigation of violations and the rules and or schedules for non-compliance assessments.
A Member that does not comply with the Vami Rules will be subject to non-compliance assessments.
These procedures and non-compliance assessments are in addition to enforcement rights available to Vami under other provisions of the Vami Rules, or through other legal or administrative procedures.
Vami may assess, suspend, or waive non-compliance assessments, in whole or in part, to accommodate unique or extenuating circumstances.
1.12.2.2 General Non-Compliance Assessment Schedule
Non-Compliance schedule to be updated
1.12.2.3 Determination of Violation of the Vami Rules
Determination of a violation of the Vami Rules may be made based on either:
• The response from a Member to a Notification of investigation and other available information. Vami will determine whether a violation of the Vami Rules has occurred.
• The Member's failure to respond to a Notification of investigation and to provide all information requested
1.12.2.4 Notification of Determination of Violation
Vami will notify a Member if it determines that a violation of the Vami Rules has occurred, or if it determines that a violation is continuing to occur, and will specify a date by which the Member must correct the violation. The Notification will advise the Member of all of the following:
• Reasons for such determination
• Non-compliance assessment amount
• Right to appeal the determination and/or the non-compliance assessments for the violation
Vami may require a Member to submit a compliance plan to resolve the violation.
1.12.2.5 Non-Compliance Assessment Member Responsibility
A non-compliance assessment is imposed by Vami on a Member. A Member is responsible for paying all non-compliance assessments, regardless of whether it absorbs them, passes them on, or increases them in billing its customer (for example: Customer or Merchant). A Member must not represent to its customer that Vami imposes any non-compliance assessment on its customer.
1.12.2.6 Repeated Non-Compliance
Repetitive violations of the Vami Rules incur heavier non-compliance assessments or other actions. A violation of any rule qualifies as a repetitive violation only if the violating Member does not correct it by the date specified in the Notification.
1.12.2.7 Non-Compliance Assessments for Repetitive Violations
Non-compliance assessments increase for repetitive violations of the Vami Rules within any 12-month period. The 12-month period begins on the date of the most recent Notification of the violation and ends following a 12-month period free of violations of that rule.
1.12.2.8 Wilful Violations of the Vami Rules
In addition to the non-compliance assessments specified in the Vami Rules, a Member found to have wilfully violated the Vami Rules, adversely affecting the goodwill associated with the Vami system, brand, products and services, operation of the Vami Systems, or operations of other Members will be subject to a further non-compliance assessment.
A violation is considered "wilful" if the Member knew, or should have known, or its knowledge can be fairly implied, that its conduct constituted a violation of the Vami Rules.
When determining the amount of a non-compliance assessment, in addition to the criteria above, all of the following will be considered:
• Type of violation
• Nature of the damage, including the amount incurred by Vami and its Members
• Repetitive nature of the violation
• Member history or prior conduct
• Effect of the assessment upon the safety and soundness of the Vami system and the Member, including the Member committing the violation
• Any other criteria Vami deems appropriate
1.12.2.9 Enforcement Appeals
A Member may appeal a determination of a violation or non-compliance assessment to Vami, as follows:
• The Member's appeal letter must be received by Vami within 30 days of the Member's receipt of the Notification of the violation or non-compliance assessment.
• The appealing Member must submit with the appeal any new or additional information necessary to substantiate its request for an appeal.
• A fee will be assessed to the Member upon receipt of the appeal. This fee is refundable if the appeal is upheld.
A Member may submit arguments supporting its position. All decisions are final and not subject to challenge.
2.1.1.1 Members
Vami Members are independent entities that use Vami’s Products and Services to deliver Products and Services, solutions and experience to customers.
Vami and any of its affiliates are not affiliates of A Member. As such each member is responsible for the management and customer services solutions of their own entity.
Membership is awarded and distinguished according to these categories:
Access Requirements
VamiBusiness is a membership organisation and is owned by its members. Entities wishing to gain access to the Vami operating systems, products and services must become a member of Vami and as such a VamiBusiness Processor.
Types of memberships
• Principal Member
A Principal Member can acquire and liaison with customers directly through their Vami store portal. They can process sales and provide customer services solutions directly with the customer. They can collaborate with Associate Members. They have full access to the Vami operating system, products and services. A Principal Member is required to settle all membership requirements and communication directly with Vami.
• Participant Member
A Participant Member is an Island entity that offers products and or services independently of Vami though in partnership with Vami, to Vami Principal Members, subject to an agreement between respective Members. An Island entity offers professional digital products and services solutions integrated within the Vami operating system though neither is a Vami product and or services. A Participant Member must settle all membership requirements with Vami, and all its collaboration activities with its collaborating member partners.
2.1.1.2 Collaborations and Partnerships
Collaborations and Partnerships between members on VamiBusiness can be executed without the involvement of Vami. Vami must be notified of such activities if the Collaborations or Partnerships is:
• Purposed for operations within VamiBusiness
Collaborations or Partnerships must:
• Be legal
• Adhere to laws and regulations
• Be fair for all parties involved
• Uphold the goodwill of VamiBusiness
• Be contractual
• Comply with the Vami Rules
2.1.1.3 Collaborations and Partnerships Limitations
Each Collaborations or Partnership approved by Vami is unique and limited only to the specific circumstances of the individual request.
A Member must not apply a previously approved Collaboration or Partnership to any other future programs or services or consider a previously approved Collaboration or Partnership as determining the outcome of future requests.
Vami reserves the right to amend or revoke any Collaboration or Partnership upon Notification.
2.1.1.4 Notification Submission Requirements
A Member must submit a Collaboration or Partnership Notification to Vami for approval. The request must comply with all of the following:
• Be submitted in writing
• Be completed in English
• Be submitted 30 calendar days before execution
• Contain full details about the nature and circumstances of the Collaboration or Partnership, including, but not limited to, the following:
– Scope
– Business justification
– Impact to Vamiand all participants on the VamiBusiness
– Duration
– Any other relevant information that would enable Vami to make a sound determination
2.1.1.5 Collaboration or Partnership Decision
Vami will notify a Member in writing of its decision on a Collaboration or Partnership request. The Collaboration or Partnership is effective as specified in such Notification.
2.1.1.6 Intellectual Property Protection
Vami is subject to Intellectual Property protection of Collaborations and Partnerships. As such Vami cannot under any circumstances disclose the details specified on the submission unless required by legal authorities to do so.
All Vami affiliates are expected to adhere to the protection of proprietary Member information. Any Vami affiliate who violates the specification of “2.1.1.6 Intellectual Property Protection” will:
• Be held personally liable for any costs incurred by Vami or any of its Members
• Be held legally liable for any penalties imposed
• Be held personally liable for espionage
• Be expected to appear before a disciplinary committee
2.1.2.1 Refunds and Return Policy
A Member is responsible for their own Cancellation, Refunds and Return Policy. Vami expects that a Member should have their policies publicly available upon request by the customer.
A Member’s Cancellation. Refunds and Returns Policy must:
• Meet industry standards and or standard practice
• Be legal
• Be in accordance with consumer protection regulations and laws
• Uphold the goodwill of VamiBusiness
2.1.3.1 Delivery of Products
Vami is liable for the delivery of its Products to its Members and as such is to be held liable by a Member for the failure of the delivery of a Product.
Vami should be notified by a Member:
• Upon the realisation of the failure
• On the Vami customer service portal(s)
• In writing if the customer service is not effective
A Member is obliged to use the latest update of a Vami Product upon its availability for Member use.
Vami’s liability for the costs incurred by the Member due to the failure of the delivery of the Product are subject to an independent investigation by Vami.
A Member is solely responsible for offering Vami Products to its customers and is also responsible for all its VamiBusiness operations.
A Member is solely responsible for the delivery of its own products to its customers. Vami is not liable for the failure of delivery of such products whether or not they are Vami Marked Products, unless the failure is due to:
• Failure of the latest update of a Vami Operating System operation
A Member’s delivery of Vami Products, Vami Marked Products and its proprietary products must:
• Be in accordance to the Vami Rules
• Uphold the goodwill of the Vami Brand
• Be legal and unbiased
2.1.3.2 Delivery of Services
Vami is liable for the delivery of its Services to its Members and as such is to be held liable by a Member for the failure of the delivery of a Service.
Vami should be notified by a Member:
• Upon the realisation of the failure
• On the Vami customer service portal(s)
• In writing if the customer service is not effective
A Member is obliged to use the latest update of a Vami Service upon its availability for Member use.
Vami’s liability for the costs incurred by the Member due to the failure of the delivery of the Service are subject to an independent investigation by Vami.
A Member is solely responsible for offering Vami Services to its customers and is also responsible for all its VamiBusiness operations enabled by a Vami Service.
A Member is solely responsible for the delivery of its own services to its customers. Vami is not liable for the failure of delivery of such services whether or not they are Vami Marked Services, unless the failure is due to:
• Failure of the latest update of a Vami Operating System operation
A Member’s delivery of Vami Services, Vami Marked Services and its proprietary products must:
• Be in accordance to the Vami Rules
• Uphold the goodwill of the Vami Brand
• Be legal and unbiased
2.1.4.1 Payment Requirements
A Member is required to honour all payment methods presented by a customer on VamiBusiness.
A Member must act in accordance to Vami Rules when handling payment processes on VamiBusiness.
A Member must store all payment information records of customers secure in accordance to:
• Governing laws and regulation
• Vami Rules
Payments are processed after Authorisation.
Vami In-store payment for will be processed in accordance to the Vami Rules
2.1.5.1 Customer Order Authorisation
Order Authorisation is a mandatory step before processing a customer’s order.
A Customer Order Authorisation must be executed by a Vami registered affiliate of a Member. Authorisation must:
• Be executed after confirmation of availability of a product and or service
• Be executed discretely
• Be executed honestly
• Meet the standards set by the Vami Rules
A customer’s Payment is processed after Authorisation of a product or service order. Authorisations that do not meet the criteria above will be deemed as a violation of Vami Rules.
2.1.6.1 Point of Sale
A Member can only use a Vami approved Point of Sale system for all its Vami operations. A Member’s point-of-sale operations should only be processed by a Vami registered affiliate.
Sales records should be stored as provisioned in the Vami Rules.
2.1.6.2 Receipts
All Transaction Receipts must be stored in accordance to the Vami Rules.
A Member must check if the information on the Transaction Receipts reflects the customer’s order, for all Transactions for products and services.
A Member must observe”1.4.4.4 Issuer Transaction Posting”
2.1.7.1 Rewards Programme
A Member that participates in a rewards programme must use a Vami approved Rewards Programme. A Member must ensure that its rewards programme is in accordance with the Vami Rules.
2.1.8.1 Disclosure of Information
A Member must provide all the information required by Vami honestly and transparently. Information such as but not limited to:
• Outlet branches
• Employee information
• Certifications
• Director’s details
Failure to do so must be supported with valid reasons with reference to the Vami Rules and other legal processes.
Disclosure of customer’s information must be done upon consent by the customer with all reasons for such a request provided on the agreement, a record of the agreement must be kept in accordance to:
• Customer data regulations
• Vami Rules
Otherwise a Vami Member cannot disclose customer’s information to any party except for legal processes that require such information to be presented.
2.1.9.1 Tranparency
Items on sale must be an honest reflection of the advertisement. Purchase of goods and or services on sale must be in accordance with Vami Rules.
A Member must conduct all its customer service with the highest standard of professionalism, transparency and humility. A Member must in all its customer service activities uphold the goodwill of Vami.
2.1.10.1 Order of Importance
Customer service ticket options are:
• Complaints
• Enquiry
A Member is provisioned to attend to all customer service tickets in an unbiased and non-discriminatory manner. A Member must not attend to Customer Bbefore attending Customer A:
• Customer A
- Sent customer service ticket at e.g. 10:00am 01 January 2018
• Customer B
- Sent customer service ticket at e.g. 10:01am 01 January 2018
A Customer Service Ticket must be attending within 7weekdays.
Unless beyond reasonable doubt conditions are not enabling for this provision to be met. In such instances A Member must make realistic means to inform customers of the occurrence
2.1.10.2 Customer Service Ticket
A Customer Service Ticket processed through Vami must be printed according to these standards and provisions:
• It must have a ticket number
• Time and Date
• Customer Service Option
2.1.10.3 Customer Service Records
A Member is provisioned to store Customer Service Records for 24 months duration counted per customer independently
Storage of Customer Service Records must be executed in accordance to governing customer data storage regulations and laws, and as provisioned in the Vami Rules.
2.2.1.1 Requirements
A Food Outlet Member is required to meet health and safety accreditation standards set by bodies and or authorities that govern the food industry, such as:
• Health and Safety Certificate
• SABS standards
A Food Outlet is solely responsible for its operations, upholding the goodwill of Vami and the Vami Rules. Vami is indemnified of any casualties caused by the Member’s products.
A Food Outlet Member is expected to prioritise the customer’s health and wellness.
2.2.2.1 Options at Point of Sale
A Food Outlet Member should have these options at the point-of-sale available to the customer:
• Collect in-store
• Delivery
• Order customisation/Note
2.2.2.2 Authorisation at Point of Sale
Authorisation of an order must be done with the observation of “2.1.5.1 Customer Order Authorisation”
2.2.2.3 Confirmation at Collection
Confirmation of an order on collection must be done honestly and transparently, by the Member, Customer and or Delivery Personnel.
Confirmation of Collection must be reflected on both the Member and Customer and Delivery Personnel Vami portal.
Confirmation should meet these provisions:
• The product matches the customer’s order
• It is of a satisfactory or expected standard
• Vami’s Food Packaging Standards
2.2.2.4 Time Approximation
Time approximation for the preparation of the customer’s item should communicated to the customer immediately after Authorisation at Point of Sale.
Time approximation must be an honest duration that is communicated unbiased to all customers
2.2.3.1 Takeaway Packaging
Packaging of Takeaways must be in accordance to the provisions set by standard setting bodies or regulatory authorities. Packaging of Takeaways must meet industry and trade-practice standards.
Materials used in packaging Takeaways must be accredited for food packaging by regulatory bodies such as:
• SABS
• Department of Health
Vami Marked Packaging materials must be marked in accordance to the Vami Rules by Vami accredited manufacturers and distrusted to Members by Vami accredited distributors.
All Payments for purchases of goods and or services must be processed in accordance to the Vami Rules, and by adherence to consumer governing standards.
2.3.1.1 Prepaid Payments
Prepaid Payments must be processed as provisioned in the Vami Rules. A Prepaid Payment in the form of physical notes will not be honoured as a VamiBusiness Payment Process. A Member who accepts physical note payments for Vami Processed In-store payments will be subject to violating the Vami Rules.
A suspicious Prepaid Payment on Point of Sale should be treated with caution, additional Authorisation provisions must be explored and the notification procedures to Vami and VamiBusiness and other relevant authorities must be exercised in accordance to the Vami Rules
2.3.1.2 Credit
Credit Cards- Credit Card payments are subject to being processed according to the rules and regulations of the Credit Card Payments processors. A Member is expected to process credit card payments at Point of Sale as provisioned in the Vami Rules
Retail Credit Account- Retail Credit Account Payments must be issued to qualifying customers according to the governing rules and regulations of the consumer credit services industry. Credit Issuance must be in accordance to the governing rules and regulation of the consumer services industry and in accordance to the provisions of the governing financial services authorities.
2.3.1.3 Lay-Buy
Lay-Buy payments are subject to the same provisions for Cash Payments. With an addition, the Lay-Buy records must be kept in accordance to the Vami Rules.
The Lay-Buy Policy adopted by a Member will govern the Lay-Buy Transactions including Lay-Buy refunds and returns.
2.3.1.4 Gift Cards and Vouchers
A Member must honour all Vami approved Gift Card and Voucher products. A Member that offers a non-Vami approved gift card or voucher product to customers through Vami processes will be held in violation of Vami Rules.
A Member who intends on offering a private gift card and or voucher programme must notify Vami in writing 30days before launch. All gift card and or voucher programmes must be in accordance to governing consumer protection regulations and lawsand or other governing laws including the Vami Rules.
The Vami Code of Conduct "The Code" provisions that:
• A Member or any of its affiliates must respect and uphold human rights
• They must act in the highest standards of professionalism
• Act in legal and unbiased manner
• Act in accordance to their industry and or trade practice code-of-conduct
• A Member must not promote a misrepresentation of identity
• A Member must not promote unauthorised processes
• A Member must act in the interest of the goodwill of Vami
• A Member must act in accordance to the Vami Rules
The Vami Code of Conduct does not replace any other ethical standards but is a supplement.
A Merchant that offers free deliveries must ensure that all its activities are in accordance to the Vami Rules.
A Merchant that offers free deliveries processed through Vami Operating System and or VamiBusiness is subject to ensure that its affiliates and or agents uphold the Vami Rules.
A Merchant that offers free deliveries is expected to act in accordance to governing labour laws and Vami Rules, but is exempt to coordinate any of its delivery activities with its affiliates independently of Vami. However all of its delivery activities processed through Vami are subjected to the Vami Rules.
