This Software License Agreement ("Agreement") is a legally binding agreement between AutoM8TRX (Pty) Ltd, a private company registered in the Republic of South Africa under registration number 2022/836406/07 ("Licensor", "we", "us", or "our"), and the person or legal entity accepting this Agreement ("Licensee", "you", or "your").
By registering for, accessing, installing, or using the AutoM8TRX software platform, including its web application, progressive web application, features, modules, documents, records, notifications, and related services (collectively, the "Software"), you agree to be bound by this Agreement.
If you are accepting this Agreement on behalf of a company, close corporation, partnership, trust, or other legal entity, you warrant that you have the authority to bind that entity to this Agreement.
1. Grant of License
1.1
Subject to this Agreement and payment of all applicable fees, the Licensor grants the Licensee a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Software solely for the Licensee's internal business purposes.
1.2
The Software is licensed, not sold.
1.3
This license is granted on a per-tenant, subscription basis. Each tenant environment is allocated to a single registered legal entity, unless otherwise agreed in writing by the Licensor.
1.4
The Licensee may permit access to the Software only to its authorized users, including employees, supervisors, managers, responsible persons, and administrators, subject to the subscription tier, role permissions, site assignments, and other access controls configured within the Software.
1.5
The license remains valid only for the duration of the active subscription period, unless earlier suspended or terminated in accordance with this Agreement.
1.6
Access to the Software may be provided by means of a web browser, progressive web application, or such other supported access method as the Licensor may make available from time to time.
2. Subscription and Billing Terms
2.1
The Software is made available on a subscription basis.
2.2
Subscription fees may be invoiced monthly, annually, or on such other billing cycle as agreed between the parties.
2.3
Subscription fees are due and payable on receipt or invoice due date, unless otherwise agreed in writing.
2.4
Fees may be based on the Licensee's subscription tier, the number of firearms managed, the number of users, the number of permits processed, service usage, or such other pricing variables as may be applicable to the Licensee's subscription.
2.5
The Licensor may issue itemized invoices, statements, and related billing documents reflecting base subscription fees, usage charges, discounts, credits, adjustments, and ancillary service fees.
2.6
The Licensor reserves the right to amend pricing upon not less than sixty (60) days' written notice prior to the next applicable billing cycle.
2.7
If the Licensee fails to pay any amount when due, the Licensor may suspend access to the Software, restrict functionality, or terminate this Agreement, without prejudice to any other rights available in law or under this Agreement.
2.8
Any upgrade or downgrade of subscription tier shall take effect on the next billing cycle, unless the Licensor expressly agrees otherwise.
2.9
Cancelled or re-issued invoices may be retained for compliance, accounting, and audit purposes and need not be permanently deleted.
2.10
All fees paid are non-refundable, except where refund is required by applicable law.
3. Discounts and Special Offers
3.1
The Licensor may, in its sole discretion, offer discounts, promotional pricing, credits, or special offers.
3.2
Any such discount or special offer may be subject to separate terms, conditions, limitations, validity periods, and withdrawal rights.
3.3
Discounts and promotional pricing do not create a right to future discounts and do not amend the standard pricing structure unless expressly recorded in writing.
3.4
The Licensor may amend, withdraw, or cancel any discount or special offer at any time, subject to any commitment already confirmed in writing for a specific billing period.
4. Intellectual Property Rights
4.1
The Software, including its source code, object code, structure, design, layout, user interface, workflows, documentation, templates, generated outputs, branding, logos, trade marks, trade secrets, and all related intellectual property rights, is and shall remain the sole and exclusive property of the Licensor and/or its licensors.
4.2
No ownership rights are transferred to the Licensee under this Agreement.
4.3
The Licensee acquires only the limited right to use the Software as expressly set out in this Agreement.
4.4
The Licensee shall not contest, challenge, or impair the Licensor's ownership of the Software or any associated intellectual property.
4.5
Any suggestions, recommendations, feedback, enhancement requests, or ideas provided by the Licensee may be used by the Licensor without restriction and without compensation to the Licensee.
5. Restrictions on Use
5.1
The Licensee shall not, and shall not permit any third party to:
a.copy, reproduce, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works of the Software, except to the extent that such restriction is prohibited by law;
b.sublicense, assign, lease, rent, lend, resell, distribute, transfer, or otherwise make the Software available to any third party except as expressly permitted under this Agreement;
c.use the Software for any unlawful, fraudulent, misleading, malicious, or unauthorized purpose;
d.remove, alter, conceal, or obscure any proprietary notices, trade mark notices, labels, or rights notices contained in or on the Software;
e.attempt to gain unauthorized access to any part of the Software, any tenant environment, any system, network, database, API, or data associated with the Software;
f.share login credentials between multiple users or allow concurrent shared-user access under a single account;
g.use scripts, crawlers, bots, automated extraction tools, or similar mechanisms to access or extract data from the Software without prior written authorization;
h.interfere with, disable, circumvent, or attempt to bypass any security mechanism, tenant isolation control, access control, retention control, audit log, site filter, usage limit, or permission framework implemented in the Software;
i.upload malicious code, harmful files, corrupted data, or any content intended to disrupt or impair the Software;
j.use the Software in any manner that could materially impair performance, integrity, availability, or security for the Licensor, the Licensee, or any other customer or user.
6. Terms of Use
6.1
The Software may only be used by the Licensee and its authorized users for lawful internal business purposes connected to firearm permit administration, compliance record management, register maintenance, reporting, operational control, and related activities.
6.2
The Licensee remains solely responsible for all data entered, uploaded, approved, acknowledged, signed, generated, or processed within its tenant environment.
6.3
The Licensee shall ensure that all information captured or processed through the Software is accurate, complete, current, and lawfully authorized.
6.4
The Software is an administrative and operational management platform. It does not constitute legal advice, regulatory advice, accreditation, certification, or a substitute for independent professional advice.
6.5
Any reminders, alerts, templates, registers, validations, generated documents, reports, or workflows made available through the Software are intended to assist administration and operational control only.
6.6
The Licensee remains solely responsible for ensuring compliance with all applicable laws, regulations, license conditions, policies, and directions of any competent authority.
6.7
The Licensee shall ensure that access to the Software is restricted to properly authorized persons and that user roles, site assignments, approval rights, and internal controls are configured responsibly.
6.8
The Licensee is responsible for all acts and omissions of its authorized users, including all actions performed using valid credentials, authentication tokens, one-time pins, digital approvals, acknowledgements, and signatures.
6.9
The Licensee acknowledges that electronic actions, acknowledgements, signatures, and approvals recorded through the Software may be logged, time-stamped, and relied upon as evidence of the relevant action, subject to applicable law.
6.10
The Licensee shall independently verify critical operational and compliance information before relying on it for legal, regulatory, or operational purposes.
7. Customer Responsibilities
7.1
The Licensee is responsible for determining whether it is necessary or appropriate to inform or consult its relevant Designated Firearms Officer, the South African Police Service, or any other competent authority regarding its use of the Software.
7.2
The Licensor does not warrant that any authority has approved, endorsed, accepted, or been notified of the Licensee’s use of the Software.
7.3
The Licensee remains solely responsible for its own operational processes, internal approvals, governance, and regulatory communications.
7.4
The Licensor shall not be liable for any loss, rejection, dispute, refusal, or adverse consequence arising from the Licensee's failure to obtain any consent, approval, or acknowledgement required by law or by any competent authority.
8. Data Ownership and Privacy
8.1
All data entered, uploaded, or generated by the Licensee within its tenant environment remains the property of the Licensee, subject to the Licensor's rights to host, process, transmit, back up, secure, and maintain such data for the purpose of providing the Software and complying with law.
8.2
The Licensor shall process Licensee data only for purposes reasonably necessary to provide, secure, maintain, improve, support, and lawfully operate the Software.
8.3
The Licensor shall implement reasonable technical and organizational safeguards to protect Licensee data, including access controls, encryption in transit, secure authentication, audit logging, and such other safeguards as are appropriate to the nature of the Software.
8.4
The Licensor will process personal information in accordance with applicable South African data protection law, including the Protection of Personal Information Act, 2013 ("POPIA"), to the extent applicable to the Licensor’s role.
8.5
Upon termination or cancellation, the Licensee may request export of its data within the applicable post-termination window specified in this Agreement, subject always to the retention obligations described below.
8.6
The Licensor shall notify the Licensee of a qualifying personal information breach affecting the Licensee's data without undue delay, to the extent required by law and reasonably practicable in the circumstances.
9. Confidentiality
9.1
Each party undertakes to keep confidential all confidential information disclosed by the other party or obtained through use of the Software.
9.2
Confidential information includes, without limitation, technical information, business information, operational information, employee data, firearm-related records, compliance records, customer lists, pricing information, documents, and any information that is by its nature confidential or reasonably ought to be regarded as confidential.
9.3
Neither party shall disclose the other party's confidential information to any third party except:
a.to its employees, contractors, professional advisors, or agents who require such information for purposes related to this Agreement and who are bound by appropriate confidentiality obligations;
b.where disclosure is required by law, regulation, court order, or lawful authority; or
c.with the prior written consent of the other party.
9.4
Confidential information shall not be used for any purpose other than the performance of rights and obligations under this Agreement.
9.5
The obligations in this clause shall survive termination or expiry of this Agreement for so long as the information remains confidential in nature.
10. Data Retention
10.1
The Licensor may retain data in accordance with its platform retention rules, legal obligations, compliance requirements, and operational policies.
10.2
Where the Software is configured to retain certain regulated records for extended periods, the Licensee acknowledges that such retention may not be shortened, overridden, or permanently deleted by users before expiry of the applicable retention period.
10.3
The Licensee acknowledges that deletion within the Software may not result in immediate permanent erasure where records are subject to retention controls, recycle bin retention, backup retention, or legal hold obligations.
10.4
The Licensor may permanently purge data once the applicable retention period has expired, subject to the Licensor’s policies and any applicable law.
10.5
The Licensee is responsible for requesting any required exports before the end of the applicable export window following cancellation or termination.
11. Data Subject Rights
11.1
To the extent that personal information of data subjects is processed within the Licensee’s tenant environment, the Licensee acknowledges that it is primarily responsible, as the responsible party or controller where applicable, for handling data subject requests in accordance with POPIA.
11.2
The Licensor may provide reasonable technical assistance to the Licensee in responding to lawful data subject requests, subject to system limitations, retention obligations, operational feasibility, and any applicable fees for non-standard assistance.
11.3
Any deletion or correction request remains subject to legal retention obligations and system audit requirements.
12. Audit Trail and Monitoring
12.1
The Software may maintain audit logs and activity records relating to user access, record creation, modification, deletion, permit issuance, acknowledgements, returns, approvals, and other significant actions.
12.2
The Licensee acknowledges that audit logs may be used for accountability, system integrity, operational traceability, support, compliance review, dispute resolution, investigation, and lawful evidentiary purposes.
12.3
The Licensor may monitor platform performance, usage patterns, security events, and operational health for the purpose of maintaining the integrity, availability, and security of the Software.
12.4
The Licensor may restrict, suspend, or investigate access where suspicious activity, repeated unauthorized access attempts, abuse, or security threats are detected.
13. Data Recovery and Recycle Bin
13.1
The Software may provide recycle bin, restore, retention dashboard, backup, or other recovery features. Such features are made available subject to system design, retention rules, user permissions, and operational limits.
13.2
Deleted records may remain recoverable only within the applicable retention or recycle period.
13.3
The Licensor provides no guarantee that any data will remain recoverable beyond the applicable retention or backup period.
13.4
The Licensee is encouraged to maintain its own internal governance, export discipline, and independent records where appropriate for its operational or legal needs.
14. Service Availability and Support
14.1
The Licensor will use reasonable efforts to provide reliable access to the Software.
14.2
Any uptime target, maintenance schedule, or support response expectation communicated by the Licensor is a service objective only and does not constitute a guarantee unless expressly stated otherwise in writing.
14.3
The Licensor may perform scheduled or emergency maintenance, upgrades, security patches, fixes, and operational changes from time to time.
14.4
The Licensor may provide support during its standard support hours as communicated to the Licensee from time to time.
14.5
The Licensor is not liable for service interruptions caused by factors beyond its reasonable control, including connectivity failures, third-party outages, force majeure events, misuse, or customer-side system failures.
15. Warranties and Disclaimers
15.1
The Software is provided on an "as is" and "as available" basis.
15.2
To the maximum extent permitted by law, the Licensor disclaims all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, uninterrupted availability, or error-free operation.
15.3
The Licensor does not warrant that the Software will meet every requirement of the Licensee, be uninterrupted, be free from defects, or operate without delay or error.
15.4
The Licensee acknowledges that software systems, cloud services, email services, storage services, and integrations may from time to time experience downtime, delays, rate limits, failures, or interruptions.
16. Limitation of Liability
16.1
To the maximum extent permitted by applicable law, the Licensor shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, loss of business, loss of data, loss of goodwill, or regulatory penalties.
16.2
The Licensor shall not be liable for any loss arising from:
a.incorrect, incomplete, or unauthorized data entered by the Licensee or its users;
b.the Licensee's failure to comply with applicable law or internal procedures;
c.any act or omission of a competent authority or third party;
d.service interruptions or failures caused by third-party services, internet connectivity, or force majeure;
e.the Licensee's misconfiguration of users, permissions, sites, approvals, or workflows;
f.the Licensee's reliance on the Software as legal advice or as a substitute for its own compliance obligations.
16.3
The Licensor's total aggregate liability arising out of or in connection with this Agreement shall not exceed the total subscription fees actually paid by the Licensee to the Licensor during the twelve (12) months immediately preceding the event giving rise to the claim.
16.4
Nothing in this Agreement excludes or limits liability to the extent such exclusion or limitation is not permitted by law.
17. Suspension
17.1
The Licensor may suspend access to the Software immediately, with or without notice, where reasonably necessary to:
a.protect the security, integrity, or availability of the Software;
b.investigate suspected misuse, fraud, or unauthorized activity;
c.prevent harm to other customers, systems, or data;
d.respond to legal or regulatory requirements; or
e.address overdue payment.
17.2
Suspension shall not relieve the Licensee of its payment obligations accrued prior to or during the suspension period.
18. Cancellation
18.1
The Licensee may cancel its subscription by giving not less than thirty (30) days' written notice to the Licensor.
18.2
Cancellation does not relieve the Licensee of liability for any fees or obligations accrued before the effective date of cancellation.
18.3
Access to the Software may continue until the effective cancellation date, unless earlier suspended or terminated under this Agreement.
18.4
Any fees already paid for the current billing period remain non-refundable, except where required by law.
18.5
The Licensee must request any desired export of its data within the cancellation or post-termination export window described in this Agreement.
19. Termination
19.1
Either party may terminate this Agreement on thirty (30) days' written notice to the other party.
19.2
The Licensor may terminate this Agreement immediately if the Licensee commits a material breach and fails to remedy that breach within fourteen (14) days after written notice requiring it to do so.
19.3
The Licensor may terminate or suspend access immediately if the Licensee engages in conduct that threatens the security, integrity, availability, or lawful operation of the Software.
19.4
Upon termination:
a.all rights granted to the Licensee under this Agreement shall cease;
b.the Licensee must cease all access to and use of the Software;
c.the Licensee may request export of its data within the applicable export period;
d.retained data may continue to be held in accordance with legal, backup, retention, and audit obligations.
19.5
Clauses relating to intellectual property, confidentiality, audit, data retention, disclaimers, limitation of liability, payment obligations, and dispute resolution shall survive termination to the extent applicable.
20. Governing Law and Dispute Resolution
20.1
This Agreement shall be governed by and construed in accordance with the laws of the Republic of South Africa.
20.2
Any dispute arising out of or in connection with this Agreement shall first be referred to the parties' authorized representatives for good-faith resolution.
20.3
If the dispute is not resolved within a reasonable period, the parties may refer the dispute to mediation.
20.4
If mediation does not resolve the dispute, either party may refer the matter to arbitration in Gauteng, South Africa, in accordance with the rules of the Arbitration Foundation of Southern Africa (AFSA).
20.5
Nothing in this clause prevents either party from approaching a court of competent jurisdiction for urgent interim relief.
21. General
21.1
This Agreement constitutes the entire agreement between the parties regarding the Software and supersedes all prior or contemporaneous discussions, negotiations, representations, or agreements relating to the same subject matter.
21.2
No amendment to this Agreement shall be binding unless made in writing by the Licensor or accepted by the Licensee through continued use of the Software following notice of the amended terms, where such method of amendment is lawful.
21.3
If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
21.4
The Licensee may not cede, assign, delegate, or transfer any of its rights or obligations under this Agreement without the prior written consent of the Licensor.
21.5
The Licensor may cede, assign, delegate, subcontract, or transfer its rights or obligations under this Agreement to an affiliate, successor, purchaser of business, or service provider, provided that this does not materially reduce the Licensee's rights under this Agreement.
21.6
No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right.
Licensor Information
AutoM8TRX (Pty) Ltd
Compliance Management Solutions
Registration Number: 2022/836406/07
Version 3.0 — © 2026 AutoM8TRX (Pty) Ltd. All rights reserved.