Allan Gray Umbrella Retirement Fund portal

1.1. For purposes of these terms and conditions, unless otherwise indicated by the context of the sentence or clause, the following terms will have these meanings:

1.1.1. Allan Gray/Administrator
Allan Gray Investment Services Proprietary Limited, a wholly owned subsidiary of Allan Gray Proprietary Limited and the administrator of the Fund, appointed in terms of section 13B of the Pension Funds Act, No. 24 of 1956.

1.1.2. Allan Gray Group

Allan Gray, Allan Gray Proprietary Limited and all of their subsidiaries and associate companies addressed as 'we', 'us' or 'our'. This includes Allan Gray’s directors, employees, agents, consultants and advisers.

1.1.3. Authorised User

Any person who has been authorised to use the Portal on behalf of a participating employer in order to administer the employer’s scheme in the Fund.

1.1.4. Business Day

Any day other than a Saturday, Sunday or public holiday in South Africa.

1.1.5. FAIS Act

The Financial Advisory and Intermediary Services Act of 2002.

1.1.6. FIC Act

The Financial Intelligence Centre Act of 2001.

1.1.7. Fund

The Allan Gray Umbrella Retirement Fund.

1.1.8. Information

Includes all employer, Authorised User and Member personal and other confidential information.

1.1.9. Instruction

A request submitted through the Portal by an Authorised User to change details, submit schedules or exit Members from the Fund.

1.1.10. Intellectual Property Rights

All patents, trademarks, service marks, logos, brand names, or other marks of the Allan Gray Group, design rights, copyright, trade or business name, know-how, concepts, ideas, methods, procedures, processes, techniques, models, reports, templates, software, and other similar rights or obligations, whether or not registerable, registered or application for registration having been made, in any part of the world, and includes any changes or additions thereto.

1.1.11. Login Details

The unique user name and secret password required to access an Authorised User’s Account on the Portal.

1.1.12. Losses

All claims, demands, penalties, losses, damages, expenses and/or charges of whatsoever nature, including direct, indirect, extrinsic, special, penal, punitive, exemplary or consequential loss or damage.

1.1.13. Member(s)

The employees of the participating employer who have become Members of the Fund and whose retirement contributions are administered via the Portal.

1.1.14. Portal

The internet-based Allan Gray Group Savings Portal, currently found at https://secure.allangray.co.za/group-savings through which a participating employer can administer its employee benefits scheme.

1.1.15. User Account

The Authorised User’s account on the Portal, which encompasses the Authorised User’s Login Details, access rights and permissions.

1.1.16. You

The person who logs on to the Portal as an Authorised User.

1.2. We have inserted the clause headings for convenience only. The headings should not affect your interpretation of these terms and conditions.

1.3. Any reference to a person includes a natural and juristic person.

1.4. The rule of construction, that a contract must be interpreted against the party responsible for the drafting or preparation of the contract, does not apply.

1.5. All defined terms are used in title case. You should interpret the same terms appearing in lowercase according to their plain English meaning.

1.6. Whenever the words "including" or "include", or "excluding" or "exclude" are used, together with specific examples, these words will not limit the scope of the example referred to. This applies to all examples used in these terms and conditions.

1.7. References to any Act or enactment will be deemed to include references to the Act or enactment as re-enacted, amended, or extended from time to time.

2.1. You acknowledge that these terms and conditions govern the use and administration of the Portal.

2.2. You are considered to have accepted these terms and conditions each time You visit or log in to the Portal.

2.3. Your acceptance of these terms and conditions will be considered to have taken place at our head office in Cape Town.

2.4. We may change these terms and conditions from time to time. You acknowledge that by accessing the Portal and your User Account, You will be bound by the current version of the terms and conditions and all previous versions shall be superseded by the current version. We may change these terms and conditions to cater for amendments to applicable legislation and/or changes in our business needs (amongst other things).

2.5. If You object to any change in these terms and conditions, You are entitled to stop using the Portal and terminate your User Account either by email or in writing.

3.1. Only Authorised Users may login and access the Portal.

3.2. A participating employer must appoint one or more Authorised Users to administer the Fund on behalf of the employer.

3.3. We will only give an Authorised User access to Information via the Portal:

• • • Where the Authorised User is legally capable, entitled and authorised to access such Information
    • Where the Authorised User's access to the Information complies with all of our relevant terms and conditions

3.4. We will only enable an Authorised User to submit Instructions via the Portal where:

• • • The Authorised User is legally capable, entitled and authorised to do so
    • The Instruction complies with all of our relevant terms and conditions
    • The Authorised User is FAIS Act and/or FIC Act compliant (where applicable)

4.1. Your Login Details serve as your key to access the Portal and as your signature for purposes of all actions performed via the Portal.  Submitting an Instruction using your Login Details constitutes and has the same effect as a written, signed authority.

4.2. It is extremely important to protect your Login Details and keep them secret at all times. You undertake to ensure that your Login Details are not:

• • • Easily accessible nor disclosed to any third party
    • The same as those You use for any account (whether online or otherwise) with any third party

4.3. Using your Login Details represents a valid and binding electronic signature and therefore forms the basis for us to:

• • • Enable You to access the Information permitted by your User Account
    • Act on your Instructions

4.4. You remain responsible for all activities that occur on the Portal when your Login Details have been used to gain access.

4.5. If You suspect that the secrecy of your Login Details has been compromised, or that someone has fraudulently accessed your User Account or submitted a fraudulent Instruction, You must notify us immediately.  In these instances, the Allan Gray Group reserves the right to reject any Instruction submitted via the Portal, to suspend the processing of all Instructions, or to deactivate the Login Details with immediate effect.

4.6. Where there has been, or suspected to have been, fraudulent access to the Portal or a fraudulent Instruction submitted via the Portal, You will give us your full co-operation in any investigation we may carry out.

4.7. If You forget your Login Details You will not be able to access the Portal until such time as You have obtained new Login Details, which will then mean that You will be required to complete our security process to verify your identity to ensure that there is no fraudulent access.

5.1. We reserve the right to lock any User Account at any time without notice. The reasons we may do this include:

• • • Login Details are entered incorrectly three times in a row
    • We are notified and/or suspect that the secrecy of the Login Details has been compromised
    • We are notified and/or suspect that there may have been fraudulent access to the Portal

5.2. We reserve the right to unlock any User Account. In general, Authorised Users will be required to complete our security process to verify their identity and to ensure that there is no fraudulent access.

We reserve the right to terminate your access to the Portal at any time without notice. The reasons we may do this include:

• • • You do not fulfil one or more of our terms or conditions;
    • You are no longer an Authorised User; or
    • Your access no longer complies with all of our applicable terms and conditions.

7.1. We will make every reasonable effort to ensure the Portal is available during business hours.

7.2. We reserve the right to temporarily or permanently suspend the operation of the Portal (downtime) and You acknowledge and accept that the Portal may be unavailable from time to time due to various reasons, which may include:

• • • Maintenance and software upgrades (we will try to ensure that this does not take place on Business Days between 6:00 and 19:00);
    • Security concerns;
    • Technical issues;  or
    • Circumstances beyond the Allan Gray Group's control.

7.3. Where possible, we will attempt to notify You in advance of any planned significant downtime.

7.4. The Allan Gray Group shall not be liable for any Losses incurred or suffered arising from any cause whatsoever as a result of any suspension or downtime of the Portal.

8.1. If You submit an Instruction via the Portal, You warrant that:

• • • All Information provided and any supporting documents You have signed in connection with the Instruction are current, accurate, true, and complete
    • You are legally capable, entitled and authorised to submit the Instruction
    • You have complied with all applicable legal provisions

8.2. All your Instructions will be considered to have taken place at our head office in Cape Town.

8.3. The Allan Gray Group is entitled to, and shall, regard all Instructions submitted through your User Account as actually originating from You.

8.4. An Instruction will be considered received by us only once You have:

• • • Correctly uploaded a file into the appropriate section of the Portal
    • Saved any Information that You have changed, captured or uploaded and clicked the ‘Submit’ button
    • Received a notification on the Portal confirming that your submission has been successful

8.5. You agree that the physical, digital, electronic or similar records held by the Allan Gray Group of all Instructions received via the Portal will constitute evidence of the contents of the Instruction.  You confirm that the Allan Gray Group may accept signed Instructions by electronic means.

8.6. The turnaround times for submitting contribution schedules are as follows:

• • • If we receive a contribution schedule before 13:30 on any Business Day, we collect the contribution on that day and will process it on the following Business Day
    • If we receive a contribution schedule after 13:30 on any Business Day, we collect the contribution on the following Business Day and process it one Business Day after successful collection
    • If we receive a contribution schedule on a day that is not a Business Day, we will collect the contribution on the next Business Day and process it one Business Day after successful collection

8.7. An Instruction cannot be cancelled or changed once we have collected or received the contribution.  Please contact us if You have made an error and need to change a contribution schedule that has already been submitted.

8.8. The Allan Gray Group will not be held liable for, and You indemnify and hold us harmless against, any and/or all Losses suffered by You or any third party as a result of the Allan Gray Group acting, or failing to act, on incomplete and/or incorrect and/or unauthorised Instructions, or in the event that there is a delay in the processing of any Instruction, except where the delay is solely attributable to gross negligence on our part.

8.9. Where You are an Authorised User and You use the Portal to access Information or to submit an Instruction, You warrant that You have been appropriately authorised to do so by the participating employer and indemnify and hold the Allan Gray Group harmless against any and/or all Losses suffered by the Allan Gray Group as a result of a breach of this warranty.

We will deal with any complaints and queries that You may have in line with our complaints process. For details about our complaints procedure click here.

10.1. We have a Privacy and Security Policy in place to safeguard all Information we hold.

10.2. The Allan Gray Group is committed to protecting the privacy and confidentiality of your Information, and will take all reasonable steps to protect your Information, including the use of encryption technology. We cannot however guarantee the security of any Information You transmit to us electronically and You do so at your own risk.

10.3. The Allan Gray Group will not be held responsible or liable for any Losses suffered by You or by any other third party as a result of the unauthorised or unlawful disclosure and/or use of any of your Information by third parties who are not subject to our control.

11.1. We reserve the right to preserve the security and reliable operation of the Portal at all times.

11.2. You must not do anything (or permit anything to be done) that will compromise the security of our Portal in any way.

12.1. On each login attempt, the Allan Gray Group will record your login data, including the date and time, your IP address, HTTP header information, browser type and version, and screen resolution. We also monitor the Portal to track activity and performance to improve the quality of the Portal.

12.2. You waive your right to claim from or institute legal action against us because we record your login data or monitor the Portal.

12.3. The Allan Gray Group uses third party analytics services, including Google Analytics, New Relic, AppDynamics and Kissmetrics, to help monitor and analyse how users use the Portal.

12.3.1. Google Analytics is provided by Google Inc. and analyses website traffic to track user behaviour. Their privacy policy is available on their website, and You can choose to opt-out of the service.

12.3.2. New Relic is a monitoring service provided by New Relic Inc. and filters all traffic of the Portal website to monitor the status of the application. Their privacy policy is available on their website.

12.3.3. AppDynamics is a monitoring service provided by AppDynamics Inc. and filters all traffic of the Portal to monitor the status of the application. Their privacy policy is available on their website.

12.3.4. Kissmetrics is provided by Space Pencil Inc. and is used to track the sources of web and search traffic. Their privacy policy is available on their website.

12.4. Our analytics and monitoring tools may change from time to time without prior notice.

13.1. The provisions under “Ownership and copyright”, “Important information” and “Complaints procedure” located at our Legal Information page on the Allan Gray website are incorporated into these terms and conditions by this reference.

13.2. You are obliged to comply with all laws applicable to any Intellectual Property Rights concerning any Information You access, retrieve, or store when using the Portal.

13.3. We grant You limited, non-exclusive access to and use of the Portal. You are not allowed to modify (other than by page caching) any portion of the Portal without our prior written consent, which we may withhold. However, Authorised Users may change certain Information via the Portal.

13.4. Unless we explicitly permit You to do so, the limited access to and use of the Portal does not permit You to:

• • • Resell or make commercial use of the Portal or its contents;
    • Collect or make use of any product listings, descriptions, or prices;
    • Make derivative use of the Portal or its contents;
    • Download or copy any Information for the benefit of another service provider; or
    • Use data mining robots or similar gathering and extraction tools.

13.5. No part of the Portal (or any Information or documents available on the Portal) may be reproduced, duplicated, copied, sold, or otherwise exploited for any commercial purpose without our prior written consent, which we may withhold. In addition, no person may frame (or use any framing techniques to enclose) any Intellectual Property Rights or other proprietary information (including images, marks, text, page layout, or form) without our prior written consent.

14.1. The Allan Gray Group makes no express or implied representations or warranties with regard to the Portal, specifically the Allan Gray Group does not warrant that the Portal will be error free or will meet any accuracy, completeness or reliability of information, performance or quality measurements or requirements.

14.2. To the extent permitted by applicable law, we will not be liable for any Losses (whether arising out of or based on negligence or whether under contract, delict, strict liability, breach of express or implied warranties, or otherwise) that You or the participating employer sustains through your use of the Portal.

14.3. If a court or other competent authority rules that liability cannot be excluded, our responsibility to You and the participating employer will be limited to direct damages only.

14.4. You agree to indemnify and hold the Allan Gray Group harmless against any and/or all Losses of whatsoever nature suffered by You, the Allan Gray Group and/or a third party, including Members of the Fund, as a direct or indirect result of your negligence, fraud, willful misconduct and/or a breach of any provision of these terms and conditions including but not limited to:

• • • A misuse of the Allan Gray Group information and/or Intellectual Property Rights;
    • The failure to act according to our business terms, including the business terms relating to the use of the Portal;
    • Providing incorrect, incomplete or fraudulent information in any online application form and/or Instruction;
    • The unauthorised provision of your Login Details to a third party and they have used them to access your User Account; or
    • Accessing Information or submitting of Instructions on the participating employer’s behalf where You are not appropriately authorised and/or licensed to do so.

We will not be held responsible for a failure in performance or breach of these terms and conditions caused by circumstances and/or an event beyond our control, including any interruption, malfunction, breakdown or failure of power supply, the internet, the Portal, any telecommunications systems, or any computer hardware or software.

16.1. Whole agreement

These terms and conditions and any other documents referenced constitute the entire agreement between You and us regarding the subject matter of these terms and conditions. Neither of us will be bound by any undertakings, representations, warranties, or promises not recorded in these terms.

16.2. No variation

No change, cancellation of, or addition to these terms and conditions by You will be enforceable, unless put in writing and signed by both of us.

16.3. Waiver

If the Allan Gray Group grants you any leniency or extension this will in no way constitute a waiver of any of these terms and conditions. No waiver of any breach will operate as a waiver of any continuing or subsequent breach, and it will not affect the validity of the whole or any part of these terms and conditions or prejudice the Allan Gray Group's right to take subsequent action.

16.4. Severability

If any provision of these term and conditions is found to be invalid, unlawful, or unenforceable, the specific term will be removed from these terms and conditions. The remaining terms and conditions will continue to be valid, lawful and enforceable. If any provision is found to be invalid, but it is possible to change the provision to make it valid, then we agree to negotiate a change which gives effect to the lawful intention of the said provision/s.

16.5. Applicable Law

This agreement is governed by and construed according to with the laws of South Africa. All disputes, actions, and other matters relating to these terms and conditions will be resolved according to those laws.