Terms and Conditions

1. Introduction and Legal Terms

• By accessing or using our website, https://www.dealercapital.co.za/ or any related platform or application (collectively, “the Platform”), or any of our services, you agree that you have read, understood, and agree to be bound to the terms and conditions contained herein (“Terms”). All rights in and to the content of the Platform always remain expressly reserved by Dealer Capital.
• These Terms explain the conditions applicable to how you will use the Platform. Please read these Terms carefully before using the Platform. We will assume you have read and understood these Terms if you continue to access or make use of our Platform.
• Please pay specific attention to the BOLD paragraphs of these Terms. These paragraphs limit our risk or liability, constitute an assumption of risk or liability by you, impose an obligation on you to indemnify us or is an acknowledgement of any fact by you.
• The terms “user”, “you” and “your” are used interchangeably in these Terms and accordingly refer to anyone using the Platform. Accordingly, the terms “us”, “our” or “we” refers to Dealer Capital or our possession.
• These Terms must be read in conjunction with any supplemental terms, contracts or policies that we implement from time to time. Any supplemental documents will be disclosed to you beforehand and where applicable are in addition to, and deemed to be incorporated within, these Terms.

2. Our Services

At Dealer Capital we provide our clients with the quick capital through the purchase of existing stock allowing them to utilise the capital for various business needs without interference (“Services”).

Should you wish to engage with our services you are welcome to create an account with us and follow our simple onboarding process on the Platform to receive an initial estimate on the value of your stock.

Once you’re onboarded, we will undertake an in-person evaluation and provide you with certain paperwork including our Master Terms of Sale Agreement of Vehicle (“Master Terms”). The Master Terms will regulate the terms of our relationship with respect to your use of our Services.

Service Disclaimer
The initial vehicle valuation provided when completing our onboarding process on the Platform is an estimated, approximate valuation and is not to be taken as final or binding on Dealer Capital. Only the valuation provided once your vehicle has been assessed by a Dealer Capital representative may be considered as an offer from Dealer Capital which you are welcome to accept or reject, at your election. Dealer Capital undertakes its own valuations and will accordingly not accept any third-party valuation or vehicle assessment.

Dealer Capital is committed to compliance under anti-money laundering and counter financing of terrorism (AML/CFT) laws and ensures that all transactions we undertake do not amount to money laundering or other associated financial crimes. In this regard we reserve the right to restrict and/or terminate your access and use of our Platform and Services should we determine, in our sole discretion that you fail to meet our AML/CTF assessments and reserve the right to share this information with any legal authority where required under applicable laws.

The provisions of the National Credit Act, 34 of 2005 as amended and any regulations or notices promulgated in terms thereof (“NCA“) shall not apply to the relationship between the you and Dealer Capital as you are not a consumer in terms of section 4 of the NCA and therefore, indemnify Dealer Capital accordingly against any losses should this subsequently be found not to be the case.

3. Onboarding with Dealer Capital

Creating an Account: To use our Services, we ask you to create an account through the Platform or as otherwise directed. To onboard you for the Services, we require certain information which will include your name, business information, information about your vehicle/s as well as various supporting documents. By providing us with your personal information you consent to us receiving and processing your data.

Accurate Information: You agree to provide accurate, current, and complete information and to update this information as and when it changes. To protect your privacy and security, we take reasonable steps to verify your identity by requiring your password together with your email address to grant you access to your account and data. Please update your personal data yourself through your account or contact us to view or change your personal data and accesses provided.

Warranty: By sharing your personal data with us, you warrant that the persons using the Platform is you or has the authority to do so and to act on behalf of a juristic entity. You are responsible for the information you provide, and all the actions taken on the Platform. Please see our Privacy Policy for more details on how we use and processes personal data.

Unlawful Access: Please let us know if you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorised disclosure or use of your username or password) to avoid possible liability for any unauthorised actions within your account.

4. Data Processing

• We will store and process all data you provide to us in accordance with applicable data protection legislation (including the Protection of Personal Information Act 4 of 2013 (“POPI”)) and our Privacy Policy.
• Please see our Privacy Policy for more information on how we process personal data.

5. Responsibilities and Warranties

Platform Responsibilities: by using the Platform and/or the Services, you warrant and understand that –

• you have read and agreed to these Terms and will use the Platform and Services in accordance with them;
• all users of the Platform are above the age of 18 (eighteen) years old and have the legal capacity to understand, agree with and be bound with these Terms;
• the use of our Platform by any of your authorised users and their access to the Services associated with you as the client, are done under your authority and you consent to the sharing of personal information with us and indemnify Dealer Capital in this regard;
• the relationship between you and Dealer Capital is direct and Dealer Capital is therefore not responsible for fulfilling any third-party obligations on your behalf including but not limited to any third-party payments or similar obligations;
• you lawfully possess and submit all information to Dealer Capital for the use of the Platform and the Services and hereby indemnify Dealer Capital against any third-party claims that may arise due to the processing of the information shared by you with Dealer Capital;
• you have not made any misrepresentations and the information provided in the onboarding process about you, your company and/or your status is true, accurate and complete in every aspect;
• you will not post, upload, replicate or transmit any abusive content on the Platform that is or could reasonably be considered to be threatening, harassing, defamatory, abusive, racist, sexist, discriminatory, in breach of confidence, in breach of privacy or restrict any user in any way from properly using the Platform or Services;
• you will not send any unsolicited electronic messages or use any software, routine or device to interfere or attempt to interfere electronically or manually with the operation or functionality of the Platform/Services including but not limited to uploading or making available files containing corrupt data or viruses via whatever means or deface, alter or interfere with the front end ‘look and feel’ of the Platform/Services or the underlying software code;
• you will not infringe the intellectual property or other rights of any third party or Dealer Capital or transmit content that you do not own or do not have the right to publish or distribute;
• you will not use the Platform/Services for any commercial purpose other than as expressly provided for by Dealer Capital herein;
• you will not use the Platform/Services to breach any applicable law or regulation or perform or encourage any illegal activity including (without limitation) promoting or facilitating money laundering or financial crimes; and/or
• you will not facilitate or assist any third party to do any of the above,

failing which, such action will automatically and immediately be deemed to be a material breach of these Terms, allowing Dealer Capital to enforce all of our rights in the case of breach, including but not limited to denying you access to the Platform/Services, reporting your actions to an applicable authority or instituting legal proceedings against you.

Connected Devices: The Platform/Services is only available on compatible devices connected to the internet. It is your responsibility to obtain these devices and any connectivity necessary to use the Platform/Services. We do not guarantee that the Platform/Services, or any portion thereof, will function on any particular hardware or device.

Access to Platform in Breach: Without prejudice to any of our other rights (whether at law or otherwise), we reserve the right to deny you access to the Platform/Services where we believe (in our reasonable discretion) that you are in breach of any of these Terms.

6. Messages and Hyperlinks

Data Messages between You and Dealer Capital

• Data messages, including email messages, you send to us will be considered as received only when we acknowledge or respond to these messages.
• Data messages we send to you will be regarded as received when the data message enters your email sever inbox and is capable of being retrieved and processed by you.
• We reserve the right not to respond to any email or other data message that contains obscene, threatening, defamatory or otherwise illegal, unlawful, or inappropriate content, and to take appropriate action against the sender of such email or data message if necessary.
• Messages sent over the internet cannot be guaranteed to be completely secure as they can be intercepted, lost, or corrupted. We are therefore not responsible for the accuracy or safety of any message sent by email or over the internet.

Hyperlinks, Deep Links, Framing

• The Platform may include links to other websites (“other sites“). We do not own or endorse these other sites and are not responsible for the information, material, products, or services contained on or accessible through these other sites. Any hyperlinks do not imply any endorsement, agreement on or support of the content or products of these other sites.
• We do not own the content on any other site which may be shown on the Platform. Should the owner of any content showcased on the Platform want the content to be removed, please contact us to request the removal of such content.
• Your access and use of the other sites remain solely at your own risk and on the terms set by the operator of any other site. 

7. Intellectual Property

• Platform IP: All website/software layout, website/software content, material, information, data, software, icons, text, graphics, layouts, images, sound clips, advertisements, video clips, user interface design and layout, trade names, logos, trademarks, designs, copyright and/or service marks, together with the underlying software code, (“the intellectual property”) are owned (or co-owned or licenced, as the case may be) by Dealer Capital, our shareholders, associates and/or partners, whether directly or indirectly, and as such, are protected from infringement by domestic and international legislation and treaties.
• User submitted IP: All rights to any intellectual property you provide to us will remain with you, but for which you have provided us with a revocable, non-exclusive, non-transferable, fully paid licence to use such intellectual property to provide you with our Services.
• No Modification of IP: Subject to the rights afforded to you in these Terms, all other rights to all intellectual property on the Platform or Dealer Capital are expressly reserved. You may not copy, download, print, modify, alter, publish, broadcast, distribute, sell, or transfer any intellectual property, editorial content, graphics or other material or the underlying software code whether in whole or in part, without our written consent first being granted, which consent may be refused at our discretion. No modification of any intellectual property or graphics is permitted. Should you breach these provisions, we and/or the rightful intellectual property rights owner may launch legal proceedings against you for a breach of contract, resulting in a claim of damages against you.
• Updates: We reserve the right to make improvements or changes to the intellectual property, information, videos, graphics, and other materials on the Platform/Services, or to suspend or terminate the Platform/Services, at any time without notice; provided that any transactions or functions already concluded, will not be affected by such suspension or termination (as the case may be).
• Third Party IP: Where any intellectual property has been licensed to us or belongs to any third party (“third-party IP”) all rights of use will also be subject to any terms and conditions which that licensor or third party imposes from time to time, and you agree to comply with such third-party terms and conditions. If there is a conflict between the licensing terms of third-party IP and these Terms, the licensing terms of the third-party IP shall prevail only in connection with the related third-party IP. Dealer Capital disclaims all liability related to any third-party components utilised in the Services. You acknowledge that Dealer Capital is not the author, owner or licensor of any third-party IP, and we accordingly make no warranties or representations, express or implied, as to the quality, capabilities, operations, performance or suitability of third-party IP.
• User License: Subject to adherence to the Terms, Dealer Capital grants to you a personal, revocable, non-exclusive, non-assignable and non-transferable license to use and display all content and information on any machine which you or your authorised users are the primary user. However, nothing contained on the Platform/Services or in these Terms should be construed as granting any licence or right to use any intellectual property without our prior written permission.

8. Idemnities and Disclaimers

Disclaimers:

• The Platform and Services, including intellectual property appearing therein, are provided “as is” and “as available”. We make no representations or warranties, express or implied, including but not limited to warranties as to the accuracy, correctness, or suitability of the Platform. Your use of the Platform is at your sole risk unless otherwise explicitly stated.
• Dealer Capital, its shareholders, directors, employees, and partners, accept no liability whatsoever for any loss, whether direct or indirect, consequential, or arising from information made available on (or by means of) the Platform and/or transactions or actions resulting from the Platform.
• Dealer Capital, its shareholders, directors, employees, partners, and affiliates, accept no liability whatsoever for any costs, expenses, fines, or damages, including but not limited to direct or indirect loss or damages, including any data loss, economic loss, consequential loss, loss of profits or any form of punitive damages, resulting from access to, or use of, the Platform in any manner, the reliance upon or use of content, information, opinions or other materials appearing on Platform.
• We take reasonable security measures to ensure the safety and integrity of the Platform and to exclude viruses, unlawful monitoring and/or access. However, we do not warrant or represent that your access to the Platform will be uninterrupted or error-free or that any information, data, content, software, or other material accessible through the Platform will be free of bugs, viruses, worms, trojan horses or other harmful components. Your access to and use of the Platform remains solely at your own risk, and you should take your own precautions accordingly.

Idemnities:

• You indemnify and hold harmless Dealer Capital, its shareholders, directors, employees, and partners from any demand, action or application or other proceedings, including for attorneys’ fees and related costs such as tracing fees, made by any third party, and arising out of or in connection with your use of the Platform and/or Services or transactions concluded thereby in any way.
• You agree to indemnify, defend, and hold Dealer Capital, its shareholders, directors, employees, and partners harmless from any direct or indirect liability, loss, claim and expense (including reasonable legal fees) related to your use of the Platform/Services and/or breach of these Terms.

This clause will survive termination of these Terms.

7. Dispute Resolution

• Negotiation: Should any dispute, disagreement or claim arise between you and Dealer Capital concerning the use of the Platform, the parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.
• Mediation: Should these parties fail to resolve such dispute in the aforesaid manner or within such further period as the parties may agree to in their negotiation, the parties will approach an independent industry expert who shall mediate the discussions between them to find a mutually beneficial solution.
• Arbitration: If the dispute is still not resolved after such mediation, the parties will commence and be party to binding and confidential arbitration in terms of the expedited rules of the Arbitration Foundation of Southern Africa (“AFSA”), with an arbitrator selected by Dealer Capital.
• Jurisdiction: Notwithstanding the above, both parties’ consent to the jurisdiction of an appropriate South African court. Either party may also always use the dispute resolution services of any applicable legislative tribunal or ombud, as provided for in applicable legislation.
• No publication: The parties both agree that in no circumstance will either party publicise the dispute on any social media or other public platforms. The parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim against the infringing party.

8. Notices and Service Address

• Each of the parties chooses their service address for the purposes of the giving of any notice, the serving of any process and for any other purposes arising from these Terms as being:
  • in the case of Dealer Capital, at hello@dealercapital.co.za; or
  • in the case of the client, at the e-mail, cellphone number, and/or address provided when contracting with us.
• Each of the parties will be entitled from time to time, by written notice to the other to vary its service address to any other address which is not a post office box or poste restante, provided that the change will become effective only 14 (fourteen) days after service of the notice in question.
• Notwithstanding the above, any notice given in writing in English, and actually received by the party to whom the notice is addressed, will be deemed to have been properly given and received, notwithstanding that such notice has not been given in accordance with this clause.

9. Company Information

• Site owner:                             Dealer Capital (Pty) Ltd
• Legal status:                           Private Company
• Registration number:           2023/234488/07
• Description of business:     Vehicle Purchases and Sales
• Platform address:                  https://www.dealercapital.co.za/
• Email address:                        hello@dealercapital.co.za
• Telephone number:               021 215 1177
• Registered address:              9 Boundary Road, Waterford Place, Century City, Western Cape, 7441
• Postal address:                       As Above.

10. General

• Relationship Between the Parties: The relationship of the parties, inter se, shall be governed by these Terms and nothing contained herein shall be deemed to constitute a partnership, joint venture, employer/employee agreement, agency agreement, or the like between them. No party shall by the reasons of the actions of the other party incur any personal liability as co-partner to any third party. 
• Force Majeure: If either party is prevented, whether in whole or in part, or delayed from performing any of its duties, functions or obligations under these Terms, whether timeously or at all, due to an event out of their control (which for the purposes hereof shall mean war, political riots, civil commotions, electrical load-shedding or surges, legal prohibitions or restrictions, epidemics, pandemics, governmental lockdowns, fire, floods or other similar natural disasters), then such failure shall not constitute a breach under these Terms, and the obligation to perform shall be suspended to the extent and during the continuance of such prevention provided that the parties shall use their reasonable commercial endeavours to minimise any delay occasioned
• Change Without Notice: The Platform and these Terms are subject to change without notice. These Terms are updated or amended from time to time and will be effective once we upload the amended Terms to the Platform. Your continued access or use of the Platform constitutes your acceptance to be bound by these Terms, as amended. It is your responsibility to read these Terms periodically to ensure you are aware of any changes.
• Governing Law: Your access and/or use of the Platform, any downloaded material from it and the operation of these Terms (including any transaction concluded pursuant thereto) shall be governed by and construed in accordance with the laws of the Republic of South Africa.
• Entire Agreement: This document contains the entire agreement between the parties in relation to the subject matter hereof. Save as contemplated above, no alteration, cancellation, variation of, or addition hereto will be of any force or effect unless published on the Platform.
• No Indulgence: No indulgence, leniency or extension of time granted by Dealer Capital shall constitute a waiver of any of Dealer Capital’s rights under these Terms and, accordingly, Dealer Capital shall not be precluded as a consequence of having granted such indulgence, from exercising any rights against the client which may have arisen in the past or which might arise in the future.
• Importation of Words: Words importing the singular will include the plural and vice versa. Words importing one gender will include the other genders, and words importing persons will include partnerships, trusts, and bodies corporate, and vice versa.
• Headings as Reference: The headings to the paragraphs in these Terms are inserted for reference purposes only and will not affect the interpretation of any of the provisions to which they relate. 
• Failure to Pay: In the event of a client failing to pay any amount timeously or breaching these Terms, the client shall be liable for all legal costs (on the scale as between attorney and client) (including collection commission) which may be incurred by Dealer Capital in relation to the payment failure or breach.
• Severability: Each sentence, paragraph, term, clause and provision of these Terms and any portion thereof shall be considered severable and if for any reason, any such sentence, paragraph, term, clause or provision is held to be invalid, contrary to, or in conflict with any applicable present or future law or regulation or in terms of a final, binding judgment issued by any court, it shall to that extent be deemed not to form part hereof and shall not impair the operation of, or have any effect upon such other sentence, paragraph, term, clause or provision hereof as may otherwise remain valid or intelligible, which shall continue to be given full force and effect and bind the parties hereto.
• Prohibited Provision: No term or condition of these Terms is intended to breach any peremptory provisions of any consumer protection legislation and any regulations thereto (“Prohibited Provision“).  Any breach of any such Prohibited Provision shall be governed by the provisions above.