MEMORANDUM OF UNDERSTANDING
BRUNALY PARK SECTION 21 COMPANY
Registration Number 2002/023141/08
(hereinafter referred to as ‘BRUNALY’)
ZAMBLI 202 (Pty) Ltd
T/a Alarm Response Monitoring
Registration Number 2006/034448/07 (hereinafter referred to as ‘ZAMBLI’)
hereinafter referred to as the parties.
1. The following words shall have the meanings as set out hereunder ascribed thereto:
1.1. “BRUNALY”, being the Brunaly Park Section 21 Company, Registration number
1.2. “ZAMBLI”, being Zambli 202 (Pty) Ltd, Registration number 2006/034448/07, t/a Alarm
1.3. “the Parties”, being BRUNALY and ZAMBLI;
1.4. “the Area”, being the area consisting of the following streets within the membership
area of BRUNALY:
• Ysterhout Street
• Moepel Street
• Snyman Street
• Ratel Avenue
• Orpen Street
• Mispel Street
• Kuisis Street
• Tambotie Avenue
• Boekenhout Street west of Tambotie Avenue
• Hendrik Avenue
• Kesselaar Avenue
• Brummeria Road
• Samson Crescent
• Mclachlan Crescent
• Peter Place
• Ilse Place
1.5. “the Services”, being the security services, including alarm system installations,
monitoring and armed response services, to be rendered to the members of BRUNALY;
1.6. “the Reaction Team”, being the members of BRUNALY who are part of the team who
react to emergency signals within the area on a voluntary and informal basis. The
operations of the Reaction Team are co-ordinated by the Reaction Team Commander.
1.7. “Members of BRUNALY”, being the individual households/residents living in the area of
2. The Parties record that they are desirous of entering into an agreement for the purpose
of managing and co-ordinating the relationship between ZAMBLI and the individual
subscribers to the Services who are members of BRUNALY, including the expected
level and quality of service to be provided by ZAMBLI.
Terms of Agreement
3. The Parties agree that:
3.1. ZAMBLI will render security services, including alarm system installations, monitoring
and armed response services, to the individual members of BRUNALY.
3.2. ZAMBLI will enter into separate agreements with members of BRUNALY and will be the
sole bearer of the rights and responsibilities in terms thereof. No session or transfer of
rights in terms of this agreement is allowed.
3.3. The initial contract period between ZAMBLI and members of BRUNALY will be 12
months, after which there will be a period of four months during which the contract can
be cancelled with one months written notice. After this four month notice period has
expired and no notice of termination has been received, it is accepted that the client
agrees to another term of 12 months, starting from the date of the end of the initial 12
3.4. All agreements, whether in writing or otherwise, with the members of BRUNALY will be
subject to the terms of this agreement.
3.5. BRUNALY undertakes to increase the awareness of its individual members regarding
the utilisation of ZAMBLI for the Services in the area.
3.6. BRUNALY undertakes to encourage its members to join ZAMBLI, but does not
guarantee the level of participation.
3.7. ZAMBLI recognises BRUNALY as the co-ordinating body of the individual members.
3.8. None of the duties or responsibilities in terms of the individual members of BRUNALY
will attach to BRUNALY.
3.9. BRUNALY is not a principal and therefore carries no liability for the actions (or failure to
take action) by ZAMBLI, or its employees.
3.10. ZAMBLI undertakes to make available a clearly marked, dedicated patrol vehicle.
3.11. The patrol vehicle will be dedicated to BRUNALY and the members of BRUNALY and
the vehicle will be permanently based in the area of BRUNALY.
3.12. The patrol vehicle will be in the area 24 hours per day, except in the instance where the
vehicle is used to pursue suspected criminals involved in activity in BRUNALY. In such
event, the Security Guard on duty will report such activity to the Commander of the
Reaction Team via two-way radio, on the designated BRUNALY channel. Similarly,
should an emergency in another area necessitate the departure of the vehicle from the
area, the same procedure will be followed.
3.13. The Security Guard will conduct frequent patrols of the area with the vehicle. These
rounds will be conducted at slow speed, while activating a green rotational light on each
fourth patrol round.
3.14. ZAMBLI undertakes to react to any alarm or emergency signal within reasonable time
as prescribed by SAIDSA.
3.15. The Commander of the Reaction Team and/or the Reaction Team members on duty at
any given time, will be allowed to request the Security Guard to deploy to a specific
position as required in an emergency or suspected emergency situation;
3.16. ZAMBLI will at all times ensure that the patrol vehicle has the following communication
equipment, in good working condition:
• A two-way radio pre-set for communication between the patrol vehicle and the
• A two-way radio, pre-set to the radio frequency channels as prescribed and
utilised by BRUNALY, and
• A cellular telephone dedicated to the patrol vehicle.
• The patrol vehicle will at all times be occupied by a Grade C or B or A Security
Guard, holding an appropriate vehicle driver’s licence and in possession of a
3.17. The Security Guards on duty in the area will normally work 12-hour shifts. No Security
Guard will be expected to work in excess of a continuous 16 hours in any 24-hour
3.18. BRUNALY will be consulted before the appointing or placing of any Security Guards
intended to command the patrol vehicle in the area.
3.19. ZAMBLI will be responsible for the timeous payment of the remuneration to which the
Security Guards are entitled to in terms of their respective Employment Contracts.
3.20. ZAMBLI will manage all commercial activities of its business independently of
3.21. BRUNALY will encourage all residents of the area, whether members of ZAMBLI or not,
to contribute to a “fuel fund” on a voluntary basis. The “fuel fund” is a goodwill gesture
by BRUNALY and does not constitute any ongoing liability. The credit in the “fuel fund”
will be kept at Lydiana Motors. Only the BRUNALY-dedicated patrol vehicle may utilise
this fund. The purpose of this fund is to enable the Security Guard to perform
continuous patrols in the area, in addition to the fuel made available by ZAMBLI for this
3.22. ZAMBLI undertakes to respond to any request for technical assistance or repairs to its
subscribers in the area within 24 hours. Where this is not feasible, the subscriber will
be informed of such within the 24 hour period. BRUNALY members will be requested
to report non-compliance through a designated channel.
3.23. ZAMBLI undertakes to ensure that high quality components will be installed.
3.24. ZAMBLI will provide the directors of BRUNALY with a bi-monthly schedule of all
members, including their street address and contact particulars, who are clients of
3.25. ZAMBLI will provide BRUNALY with copies of all contracts with the members of
BRUNALY on request of the directors of BRUNALY within one week of the request
4.1. This agreement will be valid for a period of twelve (12) months from the date of signing
by both parties, but may be terminated earlier on joint agreement between the parties.
4.2. After the initial period of 12 months, this agreement will continue as per paragraph 3.3
its termination upon written notice at the domicilium citandi et executandi of the party
5. Domicilium and Notices
4.1 The PARTIES choose as their domicilium citandi et executandi ("domicilium") for the
purposes of the giving of any notice, the payment of any sum, the serving of any
process and for any other purpose arising from this agreement as follows:
Email address: email@example.com
Each of the PARTIES shall be entitled, from time to time by written notice to the
other, to vary its domicilium to any other address within the Republic of South Africa
which is not a post office box or poste restante, provided that any such change shall
only be effected upon receipt of notice in writing by the other PARTY of such change.
4.1.4 Any notice required or permitted to be given in terms of this agreement
shall be valid and effective only if in writing.
4.1.5 Any notice given and any payment made by one PARTY to the other ("the
• Is delivered by hand during the normal business hours of the
addressee at the addressee's domicilium for the time being shall be
presumed, until the contrary is proved, to have been received by the
addressee at the time of delivery,
• Is posted by prepaid registered post from an address within the
Republic of South Africa to the addressee at the addressee's
domicilium for the time being shall be presumed, until the contrary is
proved, to have been received by the addressee on the tenth day
after the date of posting,
• Is transmitted by telefax or electronic mail shall be deemed (in the
absence of proof to the contrary) to have been received within 1 (one)
hour of transmission where it is transmitted during normal business
hours of the receiving instrument and within 2 (two) hours of the
commencement of the following business day where it is transmitted
outside those business hours.
6.1 In the event of any dispute or difference arising between the PARTIES hereto relating
to or arising out of this agreement, including the validity, implementation, execution,
interpretation, rectification, termination or cancellation of this agreement, the
PARTIES shall forthwith meet to attempt to settle such dispute or difference, and
failing such settlement within a period of 7 (seven) days, any PARTY shall be entitled
to request that an attempt be made to resolve the difference or dispute by way of
mediation. If the PARTIES cannot agree on a mediator, the mediator shall be, if the
matter in dispute is essentially an accounting matter, or a matter relating to the
determination of a price, the nominee of the Managing Director of Tokiso Dispute
Settlement (Pty) Ltd, or if the PARTIES are unable to agree that the matter in dispute
is essentially an accounting matter, or one relating to price, the President for the time
being of the Law Society of the Transvaal, and the following procedure shall be
adhered to -
6.1.1 all the PARTIES shall be obliged to attend the mediation and shall only be
represented by their executive officers and not be entitled to any other
6.1.2 the mediator shall in his absolute discretion determine the nature and
format of the mediation with the sole aim of resolving the difference and/or
dispute by way of negotiation as soon as possible;
6.1.3 the cost of the mediation as determined by the mediator shall be borne by
the PARTIES of the dispute in equal shares.
Should the PARTIES be unable to resolve their difference or dispute, the matter in
dispute shall be referred to arbitration in accordance with the provisions of clause 6.2.
6.2 The said dispute or difference shall on written demand by any PARTY to the dispute
be submitted to arbitration in Pretoria in accordance with the rules of the Arbitration
Foundation of Southern Africa (the "Foundation") by an arbitrator or arbitrators
appointed by the Foundation and agreed to by the PARTIES.
6.3 Should the PARTIES fail to agree on an arbitrator within 3 (three) days after
arbitration has been demanded, the arbitrator shall be nominated at the request of
any PARTY to the dispute by the Foundation.
6.4 The PARTIES irrevocably agree that the submission to arbitration in terms of this
clause is subject to the PARTIES' rights of appeal set out hereunder.
6.5 Any PARTY to the arbitration may appeal the decision of the arbitrator within a period
of 10 (ten) business days after the arbitrator's ruling has been handed down by giving
written notice to that effect to the other PARTY or PARTIES to the arbitration. The
appeal shall be dealt with in accordance with the rules of the Foundation by a panel
of 3 (three) arbitrators appointed by the Foundation.
6.6 The decision of the arbitrator shall be final and binding on the PARTIES to the
arbitration after the expiry of the period of 10 (ten) business days from the date of the
arbitrator's ruling if no appeal has been lodged by any PARTY. A decision which
becomes final and binding in terms of this clause may be made an order of court at
the instance of any PARTY to the arbitration.
6.7 Nothing herein contained shall be deemed to prevent or prohibit any PARTY from
applying to the appropriate Court for urgent relief.
6.8 The provisions of this clause will continue to be binding on the PARTIES
notwithstanding any termination or cancellation of the agreement.
6.9 The PARTIES submit and consent to the jurisdiction of the Transvaal Provincial
Division of the High Court of the Republic of South Africa in any dispute arising from
or in connection with the agreement.
Signed on behalf of the parties:
Name and designation
Name and designation