By accessing or using www.dewly.net or any of its related applications or platforms (collectively, “the Website”), owned by Dewly B.V. (reg: 864524900) (“Dewly”) you agree that you have read, understood, and agree to be bound to the terms and conditions contained herein (“Terms”), in conjunction with any additional Dewly terms particularly applicable to you and the Services you utilise. All rights in and to the content of the Website remain at all times expressly reserved by Dewly.
Please pay specific attention to the paragraphs which limit the risk or liability of Dewly, constitute an assumption of risk or liability by you, impose an obligation by you to indemnify Dewly or is an acknowledgement of any fact by you. Please read these terms carefully before accessing or using the Website or Services.
Dewly will assume you have read and understood these terms should you continue to access or make use of the Website.The terms “user“, “you” and “your” are used interchangeably in these Terms and refer to all persons accessing the Website or using the Services for any reason whatsoever. Accordingly, the terms “us”, “our” or “we” refer to Dewly or its possession.
1. Introduction To The Website and ServicesDewly is an online document signing tool that uses biometric and facial recognition to allow users to transact, sign, and store agreements on the platform. Dewly uses facial recognition software to verify the signatures of the users to ensure all agreements are lawfully signed and agreed to (“the Services”).
These Terms explain the conditions applicable to how users must make use of the Website and the core provisions applicable to a user’s use of any Services derived from Dewly. The Website and these Terms are subject to change without notice. These Terms are updated or amended from time to time and will be effective upon Dewly uploading the amended Terms to the Website.
Your continued access or use of the Website constitutes your acceptance to be bound by the Terms, as amended. It is your responsibility to read these Terms periodically to ensure you are aware of any changes. Unauthorised use of the Website may give rise to a claim for damages and/or be a criminal offence.
2. Relationship Between The PartiesFor all Services provided, Dewly does not have an agent, intermediary, advisory, nor representative relationship with any user. Your use of the Website or the Services is entirely at your own risk and based on your own volition and expertise. Dewly does not provide any regulated financial, advisor, nor payment services. As such, the Services are not subject to oversight or regulation by any regulatory authority, other than those concerning general consumer rights.
3. Registration ProcessTo make use of the Services, you must complete the necessary registration process with Dewly and acquire a Profile. You further agree to provide accurate, current, and complete information during the registration process and to update such information as and when it changes. Once registered, a user will be allocated a unique Profile which is under their control and which can be manipulated by the user using various tools made available on the Website.
Dewly requires you to submit your email address and selected password when registering a Profile. Users may then set up additional features of their Profile, as prompted by the Website. To protect your privacy and security, the Website takes reasonable steps to verify your identity by requiring your chosen password together with your provided email address to grant access to your Profile and data. To view or change your personal information provided, you can access your Profile information through our Website.
By entering your personal information on the Website, you warrant that the person using the Website is you and/or you have the legal authority to act on behalf of a corporate entity. You are responsible for your Profile and all actions perpetrated therewith and thereon, and you should not share your login details or password with anyone. Please see Dewly’s Privacy Policy for more details on how Dewly uses and processes your personal information.
4. The ServicesDewly allows users, through facial recognition technology, the ability to sign legal agreements using biometrics, quickly and conveniently. One party to an agreement may sign up on the Website, pay the Fee, and easily and quickly send their agreement to other parties to sign. When a signatory user receives a document to sign using Dewly for the first time, the user will be prompted to verify their identity number and upload a selfie.
Dewly, through an authorised third party, uses this information to verify the user’s identity with the Department of Home Affairs to ensure they are the intended signatory. Signatory users do not require a Profile but have the choice to register one with Dewly if they’re interested in our Services for their own legal documents. Dewly also offers users the opportunity to store their documents on the Website.
All documents are fully encrypted allowing only the Profile holder and the signatory parties access to the files. For more information on our Services please consult the Website or contact us at hello@dewly.net for assistance.
5. Payment For ServicesThe use of the Website and the Services attracts various fees to be paid by the user to Dewly. Dewly will charge the below fees to users on the following basis:
(5.1) to verify the identity of any signatory to an agreement, the user will pay a once-off verification fee of $1.50 (one Dollar and fifty cents) (“Verification Fee”). The Verification Fee will be used by Dewly, through an authorised service provider, to verify the signatory’s identity; (5.2) to store documents and agreements safely and securely on the Website, the user will pay a $5 (five Dollars) monthly recurring Fee (“Recurring Fee”). The Recurring Fee will be debited from the user’s account each month following the date the user signed on to the Website as long as the user’s Profile remains active; and (5.3) for each transaction, a user seeks to make using the Website, the user will pay an upfront once-off fee of $1 (one Dollar) (“Transaction Fee”). A transaction can include multiple documents for signature and/or multiple people signing the files.(collectively, the “Fee”).
Users can cancel the Service at any time before the next billing day and will continue to have access to the Service on the Website until the next billing date, after which they will not be billed again and the relationship with Dewly will end. Users who cancel the Profile before the billing date will not incur any additional costs. Invoices for Transaction Fees and Recurring Fees will be emailed to you at the email address provided on your Profile, as well as being made available for download through your Profile.
Dewly is committed to providing secure online payment facilities for the payment of any Fee to us. All transactions are encrypted using appropriate encryption technology as operated by our authenticated payment service provider. You may contact Dewly at hello@dewly.net or go to your Profile to obtain a full record of your transactions with Dewly.
6. Refunds And ReturnsUnless otherwise required by applicable laws, Dewly does not refund any Fee which has been paid by a user for the Services. This also means that Dewly will not return any Fee already paid for the Services when the user terminates their use of the Services.
7. User Responsibilities And WarrantiesBy using the Website and/or the Services, you warrant that:
(7.1) you have read and agreed to these Terms and will use the Website and Services in accordance with them; (7.2) you understand and agree that Dewly is not a regulated advisory, nor payments service provider and you take all responsibility for the decisions you make via or from the Website and/or Services; (7.3)you have not made any misrepresentations and the information provided in the registration process about you, your company and/or your status is true, accurate and complete in every aspect; (7.4) you are above the age of 18 years or the legal age of consent in your country of residence and have the legal capacity to understand, agree with and be bound by these Terms; (7.5) you lawfully possess and submit all information to the Website and/or Dewly for the use of it or the Services; (7.6) you will not post, upload, replicate or transmit any abusive content on the Website 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 Website; (7.7) 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 Website 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 Website or the underlying software code; (7.8) you will not infringe the intellectual property or other rights of any third party or the Website or transmit content that the user does not own or does not have the right to publish or distribute; (7.9) you will not use the Website platform for any commercial purpose other than as expressly provided for by Dewly herein; (7.10) you will not use the Website 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 Dewly to manifest all of its rights in the case of a breach, including but not limited to denying you access to the Website/Services, reporting your actions to an applicable authority, demanding specific performance and/or suing you for damages.
The Website is only available on compatible devices connected to the internet. It is your responsibility to obtain these devices and any data network access necessary to utilise the Website. The network’s data and messaging rates and fees may apply if you use the Website, and you shall be responsible for such rates and fees.
Without prejudice to any of Dewly’s other rights (whether at law or otherwise), Dewly reserves the right to deny you access to the Website or the Services where Dewly believes (in its reasonable discretion) that you are in breach of any of these Terms. Dewly does not guarantee that the Website, or any portion thereof, will function on any particular hardware or device.
8. KYC & AML RequirementsA user’s ability to make use of the Website may be regulated by applicable know-your-customer (“KYC”) and/or anti-money laundering (“AML”) laws and the respective rules and regulations. Dewly or its authorised service provider, may, at various times and depending on a range of factors in its sole discretion, including the amount of a transaction actioned and/or the exact nature of the user, require that a user submit certain information for the user to be verified as not infringing any KYC and/or AML requirements and/or local or foreign laws.
Dewly reserves the right to limit or terminate a user’s access and use of the Services should the user fail to adhere to these requirements to the standard required by Dewly. Dewly also reserves the right to share this information with any legal authority when required under applicable laws.
9. Receipt And Transmission Of Data MessagesData messages, including email messages, sent by you to Dewly will be considered to be received only when acknowledged or responded to. Data messages sent by Dewly to you will be regarded as received when the complete data message enters an information system designated or used for that purpose by the recipient and is capable of being retrieved and processed by the recipient.
Dewly reserves the right not to respond to any email or other data message which 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 where necessary. Messages sent over the internet cannot be guaranteed to be completely secure as they can be intercepted, lost, or corrupted.
Dewly is therefore not responsible for the accuracy or safety of any message sent by email or automated systems over the internet, whether from Dewly to a user, between users or from a user to Dewly.
10. Hyperlinks, Deep Links And FramingThe Website may include links to other internet sites (“the other sites“). Dewly does not own or endorse the other sites and is not responsible for the information, material, or services contained on or accessible through the other sites. Any such hyperlinks do not imply any endorsement, agreement on or support of the content or products of such target sites.
Dewly does not purport to own the content on other sites which may be shown on the Website. Should the owner of any content showcased on the Website want the content to be removed, please contact us at hello@dewly.net to request the removal of such content. The user’s access and use of the other sites remain solely at the user’s own risk and on the terms set by the relevant third-party operator of the other sites.
11. Intellectual Property ProtectionAll website layout, website content, material, information, data, software, icons, text, graphics, layouts, images, advertisements, video clips, user interface design and layout, trade names, logos, trademarks, designs, copyright and/or service marks, together with the underlying software code and everything submitted by a user to the Website and Dewly in use of the Services, (“the intellectual property”) are owned (or co-owned or licensed, as the case may be) by Dewly, its shareholders, associates and/or partners, whether directly or indirectly, and as such, are protected from infringement by domestic and international legislation and treaties.
Dewly will not have any access to the users’ transactions, documents and/or agreements that are signed and/or stored on the Website. All intellectual property vesting therein shall belong solely to the user for which Dewly accepts that it shall have no right, title, or interest thereto.Users warrant that any intellectual property provided by the user to the Website is their own and does not violate any intellectual property laws. Users expressly indemnify and hold Dewly harmless against any losses, expenses or claims by them or by any third party incurred as a result of the user’s provision of the intellectual property including but not limited to claims of invasion of privacy, reputational loss, defamation, injury to personality rights, breach of intellectual property rights or any other rights related to the use of the intellectual property.
Subject to the rights afforded to you in these Terms, all other rights to all intellectual property on the Website 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 on the Website or the underlying software code whether in whole or in part, without the written consent of Dewly first being granted, which consent may be refused at the discretion of Dewly. No modification of any intellectual property or editorial content or graphics is permitted. Should you breach these provisions, Dewly 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.
Dewly reserves the right to make improvements or changes to the intellectual property, information, videos, artwork, graphics, and other materials on the Website or to suspend or terminate the Website, at any time without notice; provided that any transactions or functions already concluded through the Website, will not be affected by such suspension or termination (as the case may be).Where any of the Website intellectual property has been licensed to Dewly or belongs to any third party, other than that which has been submitted by a user to the Website in the use of the Services, 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.
Subject to adherence to the Terms, Dewly grants to users a personal, non-exclusive, non-assignable and non-transferable license to use and display all content and information contained on the Website on any machine which the user is the primary user. However, nothing contained on the Website or in these Terms should be construed as granting any license or right to use any intellectual property without the prior written permission of Dewly.Any inquiries regarding any of the above relating to intellectual property must be directed to Dewly at hello@dewly.net.
12. Disclaimers And WarrantiesThe Website and Services, including intellectual property appearing therein, are provided “as is” and “as available”. Dewly makes no representations or warranties, express or implied, including but not limited to warranties as to the accuracy, correctness, or suitability of either the Website or the Services.All information or opinions of users made available on the Website in relation to any of the Services are those of the authors and not Dewly. While Dewly makes every reasonable effort to present such information accurately and reliably on the Website, Dewly does not endorse, approve, or certify such information, nor guarantee the accuracy or completeness of such information on the Website.
Dewly, 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 Website and/or transactions or actions resulting therefrom or from the Services offered.Dewly, 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 economic loss, consequential loss, loss of profits or any form of punitive damages, resulting from the facilitation and offering of the Services, and access to, or use of, the Website in any manner.
Dewly takes reasonable security measures to ensure the safety and integrity of the Website and to exclude viruses, unlawful monitoring and/or access from the Website offline. However, Dewly does not warrant or represent that your access to the Website will be uninterrupted or error-free or that any information, data, content, software, or other material accessible through the Website will be free of bugs, viruses, worms, trojan horses or other harmful components. The user’s access to and use of the Website remains solely at the user’s own risk and the user should take their own precautions accordingly.Dewly will ensure that all documents and/or agreements that are stored on the Website by its registered users will be stored securely using encryption.
13. IndemnitiesThe user indemnifies and holds harmless Dewly, its shareholders, directors, employees, and affiliates 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 the user’s use of the Website and/or Services offered or concluded through the Website in any way.
The user agrees to indemnify, defend, and hold Dewly harmless from any direct or indirect liability, loss, claim and expense (including reasonable legal fees) related to the user’s breach of these Terms.This clause will survive termination of this agreement.
14. Company InformationSite owner: Dewly B.V.
Legal status: Private Company / Besloten Venootskap
Registration number: KvK: 88167860
Director: Carl Wallace
Description of business: Biometric software for document verification and signature
Email address: hello@dewly.net
Website address: www.dewly.net
Physical address: Jacob van Lennepkade 266 B, 1053NE, Amsterdam, the Netherlands
Postal address: Jacob van Lennepkade 266 B, 1053NE, Amsterdam, the Netherlands
Association Member: N/A
15. Dispute Resolution And Governing LawThe user’s access and/or use of the Website and/or Services 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 only. Should any dispute, disagreement or claim arise between a user and Dewly concerning the use of the Website or the Services, these parties shall endeavor to resolve the dispute amicably, by negotiation, and with the best interests of both parties in mind.
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 in order to find a mutually beneficial solution. 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 Dewly. Arbitration proceedings shall be conducted in Cape Town in English.
Notwithstanding the above, both parties’ consent to the non-exclusive jurisdiction of the High Court of the Republic of South Africa, even in the event where the quantum in the dispute may be less than the monetary jurisdiction of that court. Either party may also always use the dispute resolution services of any applicable legislative tribunal or ombud, as provided for in applicable legislation. The parties both agree that in no circumstance will either party publicize 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.
16. Termination Of Website Or Use Of ServicesIN ADDITION TO ITS OTHER RIGHTS HEREIN, DEWLY RESERVES THE RIGHT TO RESTRICT AND/OR TERMINATE AND CANCEL YOUR PROFILE AND USE OF THE WEBSITE AND/OR SERVICES IF YOU BREACH ANY OF THE TERMS, OR FOR ANY OTHER REASON IN ITS SOLE DISCRETION PROVIDED THAT DEWLY GIVES REASONABLE NOTICE TO YOU.
Depending on the severity of the breach, Dewly, may in its sole discretion, reinstate a user’s account following restriction thereof. Dewly will remove any user Profile that remains dormant for a minimum of 30 (thirty) days on the Website. If you wish to terminate your agreement with Dewly and these Terms, or end your use of the Services, you may do so by removing your billing information, signing out of your Profile and ending your use of the Website/Services. Such removal of such billing information will however not have any effect on the continued and comprehensive functioning or legitimacy of any lawful rights which the parties may have at the time of said termination with the Website.
17. Notices And Service AddressEach 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 Dewly, at hello@dewly.net; or in the case of the user, at the e-mail and addresses provided by the user to Dewly in the registration process.
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.
18. GeneralThis document contains the entire agreement between the parties in relation to the subject matter hereof. Save as contemplated in clause 1.5 above, no alteration, cancellation, variation of, or addition hereto will be of any force or effect unless reduced to writing and signed by all the parties to these Terms or their duly authorized representatives.
No indulgence, leniency or extension of time granted by Dewly shall constitute a waiver of any of Dewly’s rights under these Terms and, accordingly, Dewly shall not be precluded as a consequence of having granted such indulgence, from exercising any rights against the user which may have arisen in the past or which might arise in the future.
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.
The headings to the paragraphs in the Terms are inserted for reference purposes only and will not affect the interpretation of any of the provisions to which they relate. The user’s access and/or use of the Website and/or the Services, 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.Should you have any complaints or queries, kindly address an email to Dewly at hello@dewly.net.In the event of the user failing to pay any amount timeously or breaching these Terms, the user shall be liable for all legal costs (on the scale as between attorney and client) (including collection commission) which may be incurred by Dewly in relation to the payment failure or breach.
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.
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 of clause 18.
