Niche Greens Membership Agreement

Private Cannabis Collective

PARTIES

This Membership Agreement (“Agreement”) is entered into between:

  1. Niche Greens Private Cannabis Collective(“the Collective”), a non-profit voluntary association with its own legal identity, separate from its members and office-bearers. The Collective is headquartered at [insert address], established under the Constitution adopted by its founding Governing Board on [insert date], including any valid amendments; and
  2. The Member, an individual whose details are set out in the Member’s Schedule (Annexure A) attached to this Agreement.

Collectively, the above are referred to as the “Parties.”

BACKGROUND

  1. The Parties acknowledge that the commercial trade of cannabis in South Africa is prohibited under current laws. However, adults have constitutional rights to privately use cannabis, as affirmed by the Constitutional Courtin the Prince Privacy Judgment and codified in the Cannabis for Private Purposes Act, 2024.
  2. The Collective is a private, non-profit entity established to enable its members to exercise their Cannabis Private-use Rightsresponsibly, safely, and collectively, in line with its Constitution.
  3. The Member is an adult cannabis user who does not privately cultivate cannabis and seeks to join the Collective to exercise their rights in a safe, quality-controlled, and participatory manner.
  4. The Collective and the Member agree that the cannabis cultivated within the Collective’s private ecosystem is collectively owned by all members. This Agreement does not involve the transfer of ownership or any commercial trade of cannabis.

AGREEMENT

The Parties agree as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions
In this Agreement, unless the context indicates otherwise:

  • “Active Subscription”: A membership status allowing the Member to access the Members-only Portal, withdraw cannabis products, and participate in Collective activities.
  • “Collective Cannabis Crop”: The cannabis plants collectively owned by the members, cultivated within the Collective’s private ecosystem.
  • “Collective Cannabis Products”: Products derived from the Collective Cannabis Crop, available for withdrawal by members.
  • “Cannabis Private-use Rights”: The constitutional rights of adults to privately cultivate, possess, and consume cannabis.
  • “Members-only Portal”: The secure online platform where members can withdraw products and participate in Collective activities.
  • “Withdrawal Fee”: The fee payable by the Member for withdrawing cannabis products.
  • “Quota”: The maximum number of cannabis plants or products a Member may withdraw, as defined in the Collective’s Constitution.

1.2 Interpretation

  • Clause headings are for convenience only and do not affect interpretation.
  • Words in the singular include the plural, and vice versa.
  • References to laws include amendments or replacements.

2. MEMBER’S AUTHORISATION AND RELATIONSHIP

2.1 The Member authorises the Collective to:

  • Manage the cultivation and production of the Collective Cannabis Crop on behalf of all members.
  • Administer the withdrawal of cannabis products in accordance with this Agreement.

2.2 No partnership, employment, or joint venture relationship is created between the Parties.

3. MEMBERSHIP SUBSCRIPTION

3.1 The Member subscribes for a non-transferable membership in the Collective, subject to:

  • Successful completion of the registration process.
  • Payment of the Registration Fee.

3.2 The Collective reserves the right to reject the Member’s application if they do not meet the Collective’s cardinal membership criteria.

4. ACTIVE VS. DORMANT SUBSCRIPTION

4.1 The Member’s subscription is Active if they withdraw cannabis products at least once every 90 days.

4.2 If the Member does not withdraw products within 90 days, their subscription becomes Dormant.

4.3 A Dormant subscription can be reactivated by paying the applicable reactivation fee.

5. DURATION AND TERMINATION

5.1 This Agreement commences on the Signature Date and continues until terminated.

5.2 The Agreement terminates automatically if:

  • The Member passes away.
  • Either Party provides 30 days’ written notice of termination.
  • The Member breaches this Agreement or the Collective’s Constitution.

5.3 Upon termination, the Member forfeits all rights to Collective benefits.

6. WITHDRAWAL OF CANNABIS PRODUCTS

6.1 The Member may withdraw cannabis products if:

  • Their subscription is Active.
  • The quantity withdrawn does not exceed 100 grams or milliliters per monthor any self-imposed limit.

6.2 Withdrawals are processed through the Members-only Portal, where the Member must pay the applicable Withdrawal Fee.

7. DELIVERY AND COLLECTION

7.1 The Member may choose to:

  • Have products delivered to a specified Delivery Address, subject to a Delivery Fee; or
  • Collect products in person at a Withdrawal Station.

7.2 The Collective is not liable for errors in delivery but will make reasonable efforts to correct them.

8. MEMBER’S WARRANTIES AND INDEMNITIES

8.1 The Member warrants that:

  • They meet the Collective’s membership criteria.
  • They will use cannabis products responsibly and privately.

8.2 The Member indemnifies the Collective against any claims arising from:

  • Breaches of this Agreement.
  • Illegal use of cannabis products.

9. COLLECTIVE’S OBLIGATIONS

9.1 The Collective undertakes to:

  • Maintain the Collective’s PCCMS(Private Cannabis Collective Management System).
  • Ensure cannabis products meet quality and safety standards.

9.2 The Collective does not  guarantee specific potency levels or cannabinoid concentrations in its products.

10. CONFIDENTIALITY AND INTELLECTUAL PROPERTY

10.1 The Member agrees to keep all Confidential Information private and not disclose it to third parties.

10.2 All intellectual property remains the property of the respective Party.

11. DISPUTE RESOLUTION

11.1 Any disputes shall be resolved through:

  • Good faith negotiations within 14 days.
  • Mediation by an independent expert if negotiations fail.

11.2 The Parties agree not to publicize disputes on social media or other public platforms.

12. GENERAL PROVISIONS

12.1 Amendments: The Collective may amend this Agreement at any time, with notice to the Member.

12.2 Force Majeure: Neither Party is liable for delays or failures caused by events beyond their control.

12.3 Governing Law: This Agreement is governed by South African law, and disputes shall be resolved in South African courts.

13. SIGNATURE AND EFFECTIVE DATE

13.1 This Agreement becomes effective when the Member electronically accepts it on the Members-only Portal.

13.2 The Member’s acceptance constitutes their agreement to all terms and conditions.

Niche Greens Private Cannabis Collective

Member
By: ___________________________
Name: _________________________
Date: __________________________

Annexure A: Member’s Schedule
[To be agreed by the Member during registration.]

This Agreement ensures a clear, legally compliant framework for the Member’s participation in the Collective while protecting the rights and responsibilities of both Parties.