Terms and Conditions

1.1 Thank you for visiting the platform. Before you go further, you must read and understand the terms in this document (platform terms) as well as the following documents that form part of these platform terms:

• Privacy
• Security Centre
• Regulatory

1.2 The platform terms tell you all the important things you need to know to use the platform so if there is anything about them that you do not understand, you must ask us to explain it to you before you accept them or continue using the platform.

1.3 Certain words in the platform terms are defined at the end of this document.

2.1 These platform terms apply when you access the platform for the first time, and the most recent version will apply each time you log in. They are a binding legal agreement between you and us. If you do not agree to be bound by these platform terms, do not access, or use the platform. By accessing the platform you agree that the platform terms apply to you.

2.2 In the platform terms, certain words and sentences appear in bold text to alert you to any limitations or anything that creates risk or liability, requires you to provide us with an indemnity and/or serves as an acknowledgement, by you, of a fact.

2.3 Before you can use the platform, you must register with us. We may accept or reject your registration to access the platform and its contents, using our own judgement and without giving reasons.

2.4 You may be able to access various solutions provided by us and by third parties on the platform. The third parties are independent of us and their solution terms will apply to the solutions they provide. To be clear, and regardless of what a third party tells you in any correspondence with you or in their solution terms, we are not responsible for the solutions third parties make available to you. The third parties, and not us, are entirely responsible and liable for the solutions. Any concerns or disputes must be sent directly to them.

2.5 Once registered, you will use a combination of security details to access the platform. You must always keep your security details safe because any login to the platform or any instructions submitted on or through the platform will be treated as authentic. The same will apply if you delegate your authority to someone else to access the platform.

2.6 When you use our platform, we assume that you are at least 18 years old, or that someone (such as a parent or legal guardian) has assisted you with consent to these platform terms.

3.1 By accepting the platform terms, you confirm that, if you are (or reasonably appear to be) validly acting on behalf of an organisation, you have the authority to access and perform as such on the platform.

3.2 An organisation is responsible for the actions of its users.

3.3 We will assume that the actions of any user are performed in accordance with the authority granted to them by their organisation. You agree that you will comply with all internal and external requirements (including authorities, policies and instructions) that apply to the organisation that you represent.

3.4 We may check the integrity of any action or the authenticity of any use of this platform.

3.5 The organisation and/or the authorised person must manage its users access to the platform and take the responsibility for removing a user who is no longer authorised to access the platform and/or represent the organisation. If you ask us to add, remove or change users we will process any changes within a reasonable time.

3.6 We take no responsibility for your failure to manage your users including the removal of users from time to time.

4.1 All information you give us through the platform (and through any chatbot technologies that we use) must be complete and accurate. It must not be misleading nor (to the best of your knowledge) be missing any important details, as we rely on that information.

4.2 We and any agent acting on our behalf can verify any information you have given us.

4.3 You confirm that, if you share third-party information with us, it will not breach that third party’s confidentiality, privacy or Intellectual Property rights.

5.1 All information on this platform is for information purposes only and you must always contact a professional adviser before acting on any information on this platform.

5.2 We do not control information provided by users or third parties, including newsfeeds (where applicable), and we do not guarantee that it is correct or suitable for anything. If you see an article or a report that you think breaches our Code of Conduct, please contact us.

5.3 All current news (where applicable), market information and data shown on our platform are delayed unless we tell you otherwise.

5.4 Where newsfeeds are applicable, you must not use, aggregate, create a link to, or reproduce any portion of a newsfeed without our prior written consent and you must not do anything that breaches our rights or the rights of any third party in respect of any news or article in the newsfeed.

5.5 Information sent over the Internet, including by email, can be intercepted, seen or changed. We take steps to limit these risks as explained in our privacy and security statement and we are not responsible for any loss or damage you may suffer if your information is intercepted, seen or changed while you are on the platform or leaving the platform.

5.6 You agree that, if you receive confidential information about us, another User or a third party, you will not share that information with anyone and you will use it only for the purpose for which you received it.

6.1 We charge fees for the use of the platform, which are included in the Fleet Management System Fee Schedule to Contractual Customer Agreement. This may change and, if so, we will tell you beforehand.

6.2 Data costs charged by your Internet service provider or mobile phone operator will apply when you use the platform and any questions related to your data costs must be sent to them.

7.1 You must comply with all applicable laws and any policies, requirements and instructions related to your use of the platform.

7.2 You must notify us immediately of any payments made in terms of these platform terms that may result in a breach of any applicable laws, including anti-corruption legislation, and you must help us to investigate such breach.

7.3 We may report a violation or suspected violation of any applicable laws, including anti-corruption legislation, to the relevant regulatory or industry body or law enforcement agency, and subsequently act according to the guidance of that authorised body or agency and, at our discretion, refuse to fulfil any of our obligations under these platform terms or we may terminate the platform terms with immediate effect.

7.4 We are not responsible for any losses you may suffer should a regulatory body seize or withhold any funds, or should we terminate these platform terms or any other relationship that we have with you.

8.1 You must not use this platform in any way to benefit a sanctioned entity (that is, a person or country listed on a sanctions list or subject to sanctions).

8.2 You must let us know immediately if sanctions are to be applied to you or an affiliate of yours.

8.3 If we know or believe that you have breached this clause or that sanctions are to be applied to you or an affiliate of yours, we may with immediate effect restrict, suspend, or terminate your access to the platform or terminate the platform terms.

8.4 We cannot be held liable to you for any losses you may incur or any claims against you as a result of our termination of the platform terms in terms of this clause.

9.1 We aim to keep the platform and associated services available and running, but all online services suffer occasional disruptions and outages. We will not be liable in any way for any outage or disruption of services, regardless of the cause of the disruption or outage.

9.2 You must maintain and secure your hardware and software (computer equipment and programs and communication systems) for best use of the platform and have appropriate software to protect your systems against fraud and cybersecurity attacks.

9.3 If we offer any software to you on or through our platform, the licence agreement will be between you and the software licensor (owner).We will not be responsible for any breach by you of a software licence. We do not expressly or implicitly warrant that any software is of good quality or suitable for its purpose. Certain files produced by third parties may also contain computer viruses, spyware, malware, disabling codes, worms, or other devices or defects. By using the platform, you acknowledge and accept these risks.

9.4 If you suspect that an unauthorized person has compromised your profile or systems, you must inform us about this as soon as you become aware of it.

9.5 We use security controls to protect the platform from unauthorized access. Neither we nor anyone else should ever ask you for any of your security details by email. If you are asked for any of your security details in this way, do not disclose them.

10.1 We may terminate your access to the platform or suspend your status as a registered user at any time for any reason.

10.2 You may stop using the platform at any time. If you are a registered user, you may delete your account. If you are not sure how to delete your account, please contact us using the details provided in clause 18.3 below.

10.3 We may modify or discontinue (temporarily or permanently) the platform (or any part of it) at any time, with or without notice.

10.4 We will not be responsible for any loss or damage that you may suffer as a result of any action taken in terms of clause 10.

10.5 You will hold us harmless in any dispute you may have with a third party or user, including where your access to or your use of a solution has been suspended or terminated for any reason.

10.6 Any licences or rights of use that may have been granted to you under the platform terms will cease to exist immediately on termination.

10.7 No claim that we have against you for a breach of the platform terms will be affected by any termination or suspension of a registered user.

11.1 We will communicate with you by any means we deem suitable if we need to contact you.

11.2 You agree to receive contractual and/or legal communications and/or notices from us in an electronic form through the email address you supplied on registration, and they will have the same legal effect as if written on paper.

11.3 Emails to us or messages on the platform will not be considered valid legal notice to us. Legal notice must be in writing, copy-marked for the attention of the Head: Legal SA and Head: Fleet Management, and served by hand at 5 Simmonds Street, Johannesburg, South Africa during ordinary business hours.

12. Intellectual Property

12.1 We and/or our third-party licensors own all Intellectual Property rights to the platform and all content published on it or sent to or from it.

12.2 Nothing on our platform is a licence (permission) to use any Intellectual Property without prior written permission from us or from any other party that has rights in the Intellectual Property.

12.3 We give you the right to use our Intellectual Property in and to the platform only for purposes of accessing and using the platform in line with the platform terms. You must not use our Intellectual Property for any other purpose. This right will commence when you access the platform and will end in accordance with the platform terms or on written notice from us if we believe or suspect that you are wrongly or unlawfully (illegally) using the platform at which point you must immediately stop all use of all Intellectual Property in and to our platform.

12.4 You must not do the following in respect of our Intellectual Property and/or third-party licensors’ Intellectual Property:

• Copy or claim to have any rights in such Intellectual Property;
• Dispute or contest the validity of or our rights in such Intellectual Property; and
• Damage or cause detriment to such Intellectual Property or to the reputation of or any goodwill associated with such Intellectual Property.

12.5 We provide the Intellectual Property on our platform without any warranty of any kind, either express or implied, including non-infringement of our Intellectual Property.

12.6 You will compensate us for any losses that we suffer because of your use of the Intellectual Property rights in and to our platform.

13.1 We process all information collected, held, or produced as a result of your access and/or use of the platform (including that of your end-users), including any ideas, suggestions, recommendations, and experiences, and any other information that does not constitute Personal Information or Intellectual Property (feedback). We may use and incorporate feedback for the platform and/or for any other purpose we choose, without payment of royalties or other benefit to you.

13.2 You agree to provide us with a non-exclusive, fully paid-up, irrevocable, perpetual, transferable, and worldwide licence to use, access, collect, store, reproduce, analyse, enhance, modify, distribute, and determine the use of all information provided, including any third-party material, for purposes determined by us at our reasonable discretion, which may include marketing, diagnostics, analysis, development, correction, and promotion.

14 Personal Information and Privacy

14.1 We understand that your personal information is important to you. By using the platform you acknowledge that your personal information will be processed by us and third parties (if necessary) according to our Privacy Statement, which is in line with all applicable laws on protecting and processing personal information.

14.2 It is your responsibility to read and understand the contents of the Privacy Statement.

14.3 We will maintain the confidentiality of your personal information and we will implement security safeguards to secure your personal information as set out in the Privacy Statement.

14.4 Our Privacy Statement includes what personal information is; what information we process; how we process your information; where we collect your information; who we share your information with; your rights as a data subject, and the complaints contact details of both Standard Bank and the Information Regulator.

17 Our Responsibilities to You

17.1 We will not be liable for any loss or damage you may incur as a result of your use of the platform unless we have been grossly negligent or acted with harmful intent.

17.2 We are not responsible for losses caused by unforeseeable things or circumstances outside our control, including a change in law, regulations, market conditions, or political or economic circumstances, or where we acted to comply with the platform terms or any law, or unforeseeable disruptions to your services.

17.3 We are not responsible for losses caused during periods of maintenance (planned or unplanned).

17.4 We are not responsible for losses caused by your reliance on any information we provide on the platform.

17.5 We are not responsible for any indirect or consequential losses you or your organisation suffered by accessing and/or using the platform or any solution or API found on it, and you will hold us harmless if anyone brings a claim because of your use of the platform or any breach by you of the platform terms.

17.6 If you have a dispute with any third party, we will not be involved in it. You will hold us harmless and release us from all claims, demands and damages (whether these constitute direct or consequential loss) connected with such disputes.