Terms & Conditions
In this Agreement, unless the context indicates otherwise, the words and expressions set out below shall have the meanings assigned to them and cognate words and expressions shall have a corresponding meaning, namely:
means an acknowledgement and consent to these Terms and Conditions as binding on the party who has registered as either a Funding Provider or User on SME Snapshot’s web portal;
means the company and financial information to be captured by Users and Funding Providers the details of which will be used to populate SME Snapshot’s dashboard and ranking Index;
means SME Snapshot Proprietary Limited with registration number: 2015/429165/07 trading as SME Snapshot™ ;;
means any day which is not a Saturday, Sunday or official public holiday in the Republic of South Africa;
means SME Snapshot, the Funding Provider and the User, and "Party" shall mean any one of them as the context may indicate;
Terms and Conditions
means these terms and conditions;
means the services which SME Snapshot shall provide to Funding Providers and Users by use of its web portal, as set out in clause 3 below;
means an organisation, business or individual which intends to provide funding to Users by making use of SME Index and Snapshot web portal; and
means an organisation, business or individual within the Republic of South Africa which intends to make use of SME Snapshot’s web portal and does not meet the definition of a Funding Provider as per 1.8 above.
SCOPE OF APPLICATION
All Services offered by SME Snapshot to the User and/or the Funding Providers shall be governed strictly and exclusively on the basis of these Terms and Conditions. These Terms and Conditions supersede any terms and conditions stipulated by the User and/or the Funding Providers irrespective of that stipulated on a User's and/or the Funding Provider’s order.
Services are defined as providing a platform where the User selects Information they need to view on a dashboard from a list of compliance activities on SME Snapshot’s web portal. Relevant information is submitted to allow the SME Snapshot platform to assist and determine a User’s compliance needs and make this information available to Funding Providers that may be able to assist the User based on the Funding Provider’s profile.
The SME Snapshot Service shall operate as follows:
- The User and/or Funding Provider will register online through the web portal.
- The User will select the compliance services they wish to view when completing the SME Snapshot form as fully as possible. The selection will be processed through SME Snapshot’s database and present onto a Dashboard and a ranking Index
- Funding Providers may they use the ranking Index as an aggregation engine to facilitate funding or private equity deals.
- SME Snapshot will provide support to arrange a meeting between the User and the Funding Provider, the timing of the initial contact between the Funding Provider and the User is exclusively at the discretion of SME Snapshot.
- The SME Snapshot Service shall operate as follows:
The membership price payable by a User to obtain access to SME Snapshot’s web portal shall be:
- FREE – Limited Access (create profile, upload data, view dashboard – no interaction)
- R300.00 (Three Hundred Rand) per annum – create profile, upload data, view dashboard – limited access to timeline reminders
- R600.00 (Six Hundred Rand) per annum – Full access to all of the above plus critical metrics.
- R750.00 (seven hundred and fifty Rand) per hour – Dashboard customisation over and above the annual fee.
- 1% Success Fee based on the deal value.
The membership price payable by a Funding Provider to obtain access to SME Snapshot’s web portal and ranking Index shall be:
- R1000.00 (one thousand Rand) per month – allows access to monitor their own portfolio and perform limited SME Index™ searches per day.
- R5000.00 (five thousand Rand) per month - allows access to monitor their own portfolio and perform unlimited SME Index™ searches per day.
- The membership price payable by a User to obtain access to SME Snapshot’s web portal shall be:
OFFER AND ACCEPTANCE
SME Snapshot offers a monthly membership to Users and Funding Providers online through its web portal. When the User and/or Funding Provider completes the registration form, this will be considered an Acceptance of such membership and a contract will immediately be concluded subject to these Terms and Conditions.
- For Users, payment in full is to be made upfront upon order. For Funding Providers, payment is to be made monthly via direct debit.
- Payment may be made via Visa and MasterCard credit cards or by bank transfer into SME Snapshot’s bank account, the details of which will be provided on completion of your purchase.
- Credit card transactions will be required for SME Snapshot via PayFast (Pty) Ltd. PayFast uses the strictest form of encryption, namely Secure Socket Layer 3 (SSL3) and no credit card details are stored on the website. Users may go to www.payfast.co.za to view their security certificate and security policy.
- User and/or Funding Provider details will be stored by SME Snapshot separately from card details which are entered by Users and/or Funding Providers on PayFast’s secure site. For more detail on PayFast refer to www.payfast.co.za
- The merchant outlet country at the time of presenting payment options to the cardholder is South Africa. Transaction Currency is South African Rand (ZAR).
- SME Snapshot takes responsibility for all aspects relating to the transaction including sale of goods and services sold on this website, customer service and support, dispute resolution and delivery of goods if applicable.
- In all cases where the FUNDING PROVIDER uses a postal banking, electronic or similar service to effect payment, such services shall be deemed to be the agent of the FUNDING PROVIDER.
- Should any amount not be paid by the Funding Provider on the due date, then the whole amount in respect of all purchases by the Funding Provider shall immediately become due, owing and payable irrespective of the dates when the goods were purchased and the Funding Provider shall be liable to pay interest in respect of the amounts unpaid as at the due date at the compound rate of 2% above the prime rate per annum.
- The term "prime rate" shall mean the prime overdraft lending rate charged by SME Snapshot’s bank as certified, in the event of a dispute, by any manager of such bank whose appointment and authority it shall not be necessary to prove and whose decision shall be final and binding.
- In the event that any agreement between the FUNDING PROVIDER and SME SNAPSHOT is governed by the National Credit Act 34 of 2005, as amended ("NCA"), then the interest payable by the CLIENT shall be the interest rate provided for in the NCA.
- SME Snapshot may allocate all payments made by the FUNDING PROVIDER at the discretion of SME Snapshot.
- Subject to availability and receipt of payment, requests will be processed immediately and delivery confirmed by way of email.
LIMITATION OF LIABILITY
- Unless otherwise specifically agreed between the parties in writing, the quality of the Funding Provider is determined strictly and exclusively in accordance with the regulatory body that governs the Funding Provider’s area of expertise and the User acknowledges that SME Snapshot shall not be held liable for any loss incurred from, or relating to, the use of the Funding Provider’s Service.
- The profile information and any other information provided to Users by SME Snapshot for suggested Funding Providers shall not be binding on SME Snapshot in any way, manner of form. Should the User require further verification, the aforesaid verification is the sole responsibility of the User and SME Snapshot shall in no way be held liable for the correctness thereof.
- The profile information and any other information provided by SME Snapshot to the Funding Provider with respect to User information and/or profiles shall not be binding on SME Snapshot in any way, manner or form. Should the Funding Provider require further verification, the aforesaid verification is the sole responsibility of the Funding Provider and SME Snapshot shall in no way, manner or form be held liable for the correctness thereof.
- The information provided by SME Snapshot to the User on completion of the service application is a summary and in no way, manner or form binding on SME Snapshot. The User acknowledges that the information contained in the dashboard shall in no way, manner or form be construed as correct in fact or law and therefore SME Snapshot shall be held harmless against any claim, loss or damage resulting therefrom.
- SME Snapshot does not warrant the suitability for any specific Funding Provider, and in so far as is permitted under the Consumer Protection Act 68 of 2008, as amended (“CPA”), any product specifications or other information provided by SME Snapshot shall not relieve the User of the need to conduct its own investigations and tests as to the suitability of the Funding Provider for any specific purpose and the User shall have no claim against SME Snapshot should the Funding Provider not be suitable.
- SME Snapshot shall not be liable to the User in any manner whatsoever for the supply of Funding Providers and/or to Funding Providers for the supply of User information in the event of impossibility, delay or circumstances entirely beyond the control of SME Snapshot, such as but not limited to those described herein below, and where SME Snapshot informed the User and/or Funding Provider as soon as it became aware of impossibility or delay in the supply of the abovementioned information.
- SME Snapshot shall not be liable to the User for damage caused by the Funding Provider, or as a result of any other direct or indirect act or omission by the Funding Provider, its employees or agents resulting in the User being harmed or causing harm to any person or damage to any property.
- SME Snapshot shall not be liable to the Funding Provider for damage caused by the User, or as a result of any other direct or indirect act or omission by the User, its employees or agents resulting in the Funding Provider being harmed or causing harm to any person or damage to any property.
The User and/ or the Funding Provider shall have no claim against SME Snapshot for damages caused due to loss of profits or otherwise occasioned by the Funding Provider to the User’s premises, business or affected third parties. The User may interview and review the Funding Provider at its own discretion and all risk related to the appointment of any Funding Provider put forward to the User by SME Snapshot remains the User’s sole risk.
COMPLIANCE WITH LEGAL REQUIREMENTS
The User and/or Funding Provider shall comply with all laws and regulations regarding import, transport, storage and use of the goods
Should the User or Funding Provider fail to make any payment of any amount due and payable on the due date, or breach any of the other Terms and Conditions contained herein (all of which are deemed material) or commit an act of insolvency, or allow a judgment to be entered against it, or be provisionally or finally liquidated or sequestrated, then SME Snapshot shall, without prejudice to and in addition to its other legal remedies, be entitled to cancel this contract or any unfulfilled part thereof.
These Terms and Conditions shall commence on Acceptance by the respective User and Funding Provider and shall continue for indefinite period unless terminated by the Parties on 2 (two) months written notice to the other.
- Regardless of the place of execution or performance under these Terms and Conditions or domicile of the User and/or the Funding Provider, these Terms and Conditions and all modifications and amendments hereof, shall be governed by and decided upon and constructed under and in accordance with the laws of the Republic of South Africa.
- A certificate issued and signed by any member or manager of SME Snapshot, whose authority need not be proved, in respect of any indebtedness of the Funding Provider to SME Snapshot or in respect of any other fact, including the fact that such goods or services were sold and delivered, shall be prima facie evidence of the Funding Provider's indebtedness to SME Snapshot and prima facie evidence of such other fact and prima facie evidence of the delivery of the goods or services.
- The User and/or Funding Provider's physical address as disclosed by the Companies and Intellectual Property Commission shall be recognized as the User's and/or Funding Provider’s address for receipt of notices and execution of legal documents for all purposes in terms of these Terms and Conditions whether in respect of the serving of any court process, notices, the payment of any amount or communications of whatsoever nature.
The SME Snapshot’s web portal is governed by the laws of the Republic of South Africa and SME Snapshot chooses its domicilium as:
343 Kent Avenue,
- 343 Kent Avenue,
- All legal costs, including attorney client costs, tracing agent's fees and collection charges which may incur in taking any steps pursuant to any breach by the User and/or Funding Provider shall be for the User’s and/or Funding Provider’s account.
ALTERNATIVE DISPUTE RESOLUTION
- Where a statutory or accredited ombud has jurisdiction in terms of the CPA, all disputes falling under the jurisdiction of the said ombud shall be referred to the ombud for a recommendation.
- Where there is no ombud as contemplated in clause 14.1, and the dispute is one falling under the CPA, an Alternative Dispute Resolution Agent referred to therein shall be appointed to mediate the dispute or, by agreement between the User and/or Funding Provider and SME Snapshot, the dispute will be referred to Arbitration as contemplated in clause 14.3 to 14.6 below.
- SME Snapshot and the User and/or Funding Provider may agree to refer any dispute arising from or in connection with these Terms and Conditions to arbitration, which arbitration shall be final and binding on both SME Snapshot and the User and/or Funding Provider and shall only be subject to Review by the High Court if one of the established grounds for review exist and under no circumstances shall the arbitrator’s decision be appealed to the High Court or any other body.
- When SME Snapshot and the User and/or Funding Provider have agreed to refer the matter to arbitration in terms of clause 14.3 above, in the interests of a speedy and cost effective resolution of the dispute, a short form or expedited form of arbitration shall be adopted and the rules of the arbitration shall not require that any party prepare and file any documents in a form identical to or similar to that of Court pleadings and Heads of Argument. This informality shall not detract from the onus to commence and the burden of proof, which shall follow the High Court practice in this respect.
- The arbitrator must be a person agreed upon by the parties and shall at least hold a tertiary qualification in the technical field of the dispute, except where the dispute relates predominantly to the interpretation of these Terms and Conditions or any law, regulation, or by-law, in which case the appointed arbitrator shall have at least 10 (ten) years practical experience as an attorney in private practice or as an advocate of the High Court.
- Failing agreement on the appointment of an arbitrator or the rules of the arbitration, an arbitrator must be appointed by the Arbitration Foundation of South Africa, who shall then finally resolve the dispute in accordance with the rules of the Arbitration Foundation of South Africa.
To the extent any incident or circumstance beyond SME Snapshot's control (including natural occurrences, war, strikes, lock-outs, shortages of energy, obstruction of transportation, breakdown of systems or equipment, fire, explosion, acts of Government), reduces the availability of services, SME Snapshot shall:
- be relieved from its obligations under these Terms and Conditions to the extent that SME Snapshot is prevented from performing such obligations; and
- have no obligation to procure goods from other sources. If the aforementioned occurrences last for a period of more than 3 (three) months, SME Snapshot is entitled to withdraw from these Terms and Conditions without the User and/or Funding Provider having any right to compensation.
- To the extent any incident or circumstance beyond SME Snapshot's control (including natural occurrences, war, strikes, lock-outs, shortages of energy, obstruction of transportation, breakdown of systems or equipment, fire, explosion, acts of Government), reduces the availability of services, SME Snapshot shall:
DISCLOSURE OF PERSONAL INFORMATION
- The User and/or Funding Provider understands that the personal information given in the application form will be used by SME Snapshot for the purpose of populating the rating Index and may be used in assessing the User and/or Funding Provider’s credit worthiness. The User and/or Funding Provider confirms that the information given is accurate and complete. The User and/or Funding Provider further agrees to update the information supplied, in order to ensure the accuracy and completeness of the information given, failing which SME Snapshot will not be liable as a result of any inaccuracies or lack of completeness of information.
- SME Snapshot has the User’s and/or Funding Provider’s consent at all times to contact and request information from any persons, credit bureaus or business, including those mentioned in the credit application form and to obtain any information relevant to the User’s and/or Funding Provider’s credit assessment, including but not limited to, information regarding the amounts purchased from the suppliers per month, length of time the User and/or Funding Provider has dealt with such supplier, type of goods or services purchased and manner and time of payment.
- The User and/or Funding Provider agrees and understands that information given in confidence to SME Snapshot by a third party on the User and/or Funding Provider will not be disclosed to the User and/or Funding Provider.
- The User and/or Funding Provider hereby consents to and authorises SME Snapshot at all times to furnish credit information concerning the User’s and/or Funding Provider’s dealings with SME Snapshot to a credit bureau and to any third party seeking a trade reference regarding the User and/or Funding Provider in his dealings with SME Snapshot.
- SME Snapshot shall take all reasonable steps to protect the personal information of the User. For the purpose of this clause, "personal information" shall be defined as detailed in the Promotion of Access to Information Act 2 of 2000 (PAIA). The PAIA may be downloaded from: http://www.polity.org.za/attachment.php?aa_id=3569.
NATIONAL CREDIT ACT
In the event that the NCA applies to any transaction between SME Snapshot and a User and/or Funding Provider then:
- If any provision of these terms and conditions are in conflict with the NCA, such conflicting terms and conditions shall not apply;
- SME Snapshot and the User and/or Funding Provider shall conclude an agreement in compliance with the NCA and SME Snapshot shall not be obliged to deliver any goods or provide any services until such agreement is signed.
- The costs and charges which SME Snapshot is entitled to recover from the User and/or Funding Provider shall be the maximum allowed by the NCA and SME Snapshot shall be obliged to comply with the NCA before instituting any legal proceedings against the User and/or Funding Provider.
- In the event that the NCA applies to any transaction between SME Snapshot and a User and/or Funding Provider then:
CONSUMER PROTECTION ACT
SME Snapshot recognizes that its Users and/or Funding Providers may be consumers under the CPA and Regulations and in so far as any transactions are protected under the CPA, any clause in respect of such transaction in terms of these Terms and Conditions shall be interpreted in order to give effect to the User’s and/or Funding Provider’s rights. Likewise, the User and/or Funding Provider recognizes and confirms that in so far as they are not in conflict with the CPA and Regulations, the User and/or Funding Provider shall perform its obligations under these Terms and Conditions.
- Any notice or communication required or permitted to be given in terms of these Terms and Conditions shall be valid and effective only if in writing and if received or deemed to be received by the addressee as stipulated in clause 19.2 and 19.3 below.
- Any notice to a party sent by prepaid registered post (by airmail if appropriate) in a correctly addressed envelope to it at an address chosen as its domicilium citandi et executandi to which post is delivered shall be deemed to have been received on the 7th (seventh) Business Day after posting (unless the contrary is proved).
- Any notice to a party delivered by hand to a responsible person during ordinary business hours at the physical address chosen as its domicilium citandi et executandi shall be deemed to have been received on the day of delivery.
In performing its obligations under these Terms and Conditions the User and/or Funding Provider undertakes to comply with all applicable laws and regulations (in particular, but not limited to, relating to antitrust and anti-corruption).
SME Snapshot may, at its sole discretion, change these Terms and Conditions or any part thereof at any time without notice.
- These Terms and Conditions represent the entire agreement between SME Snapshot and the User and/or Funding Provider and shall govern all future contractual relationships between SME Snapshot and the User and/or Funding Provider and shall also be applicable to all debts, which the User and/or Funding Provider may owe to SME Snapshot prior to the User’s and/or Funding Provider’s Acceptance of theses Terms and Conditions.
- The Funding Provider and/or User acknowledges that it is aware that SME Snapshot's dealers and sales persons have no authority to vary these Terms and Conditions of sale, and SME Snapshot assumes no liability and shall not be bound by any statements, warranties or representations made by such dealers and or sales persons, save as expressly stated in writing and signed by a manager or a director of SME Snapshot duly authorized thereto whose names are available on request.
- No amendment and/or alteration and/or variation and/or deletion and/or addition and/or cancellation of these Terms and Conditions, shall be of any force or effect unless reduced to writing and signed by, the User and/or Funding Provider, and a director of SME Snapshot. No agreement purporting to obligate SME Snapshot to sign a written agreement to amend, alter, vary, delete, add or cancel these Terms and Conditions, shall be of any force or effect, unless reduced to writing and signed by the User and/or Funding Provider, and a director of SME Snapshot.
- The User and/or Funding Provider acknowledges that no warranties, representations or guarantees have been made by SME Snapshot or on behalf of SME Snapshot, which may have induced the User and/or Funding Provider to Accept these Terms and Conditions.
- No relaxation or indulgence which SME Snapshot may give at any time in regard to the carrying out of the User’s and/or Funding Provider’s obligations in terms of any contract shall prejudice or be deemed to be a waiver of any of SME Snapshot’s right in terms of these Terms and Conditions.
- The User and/or Funding Provider shall not cede its rights nor assign its obligation in terms hereof without SME Snapshot's prior written consent thereto.
- SME Snapshot shall at any time in its sole discretion be entitled to cede all or any of its rights in terms of this application for credit facilities including all terms and conditions to any third party with prior notice to the User and/or Funding Provider.
- The User and/or Funding Provider undertakes to notify SME Snapshot in writing within a period of 7 (seven) days of any change of address, change in ownership, name change or any changes in information as set out in these Terms and Conditions and shall likewise inform the User and/or Funding Provider of any such changes affecting SME Snapshot.
- The headings in this document are included for convenience only and are not to be taken into account for the purpose of interpreting these Terms and Conditions.
- Each of the terms herein shall be a separate and divisible term and if any such term becomes unenforceable for any reason whatsoever, then the term shall be severable and shall not affect the validity of the other terms.
- Provided that they do not conflict with any of the Terms and Conditions contained herein, such as general practices, terms and conditions applicable to the industry in which SME Snapshot conducts business shall be applicable to all dealings between SME Snapshot and the User and/or Funding Provider.