Terms of service

1. Who we are and who these terms are for

DealerPro is operated by KIWA Ltd (“KIWA”, “we”, “us”), a company registered in Malta. These terms govern the use of DealerPro (the “Service”) by the dealership or company that signs up for it (“you”, the “Customer”).

The Service is offered to businesses only. By signing up, the person completing the order confirms that they are authorised to bind the Customer, and that the Customer is not acting as a consumer. Consumer protection rules that apply only to consumers do not apply to this agreement.

These terms, the order placed at checkout or agreed in a written quote (the “Order”), the Privacy Policy and the Data Processing Addendum in section 6 together form the whole agreement between us.

2. The service

DealerPro is a customer-relationship and ledger system for vehicle dealerships that sell on hire purchase and lease. It is delivered as a web application. Each Customer is provisioned with its own isolated database and deployment; no other dealership's records are held in it.

Provisioning starts when the first payment is received or the Order is countersigned. We aim to have you live within two business days. Onboarding, where included in your plan, covers setting up your database and deployment, configuring your documents and fees, seeding your team and a half-day of training.

The features included in each plan are those listed on the pricing page at the time of the Order. The Service does not include legal, accounting or debt-collection advice; the documents it prints are templates you control and are responsible for.

3. Accounts, users and acceptable use

You decide who in your business gets a login and with which role. You are responsible for everything done under your users' accounts, for keeping credentials confidential, and for removing users who leave. Multi-factor authentication is available and we recommend requiring it for every user.

You agree not to, and not to allow anyone to:

• use the Service to break the law, including data protection, consumer credit and anti-harassment rules that apply to chasing arrears;
• send messages through the Service to people who have not agreed to receive them, or outside the rules of the messaging channel used;
• attempt to access another customer's deployment, probe or overload our systems, or bypass access controls;
• copy, resell, sublicense or reverse-engineer the Service, or use it to build a competing product;
• upload content that infringes someone else's rights or contains malicious code.

If we reasonably believe these rules are being broken we may suspend the affected accounts while we contact you.

4. Plans, fees and billing

4.1 Prices and VAT

Prices are in euro. All prices exclude VAT. Maltese VAT at 18% is added at checkout; EU businesses with a valid VAT number are reverse-charged.

4.2 Monthly and annual plans

Monthly plans roll month to month. Cancel any time from your billing portal; your data is exported to you and the database is deleted within 30 days. Annual plans are billed up front at ten times the monthly price — two months free.

4.3 Onboarding fee

The one-time onboarding fee covers provisioning your isolated database and deployment, configuring your documents and fees, seeding your team, and a half-day of training. It is charged once, with the first payment, and is not refundable once provisioning has started.

4.4 Plan limits and add-ons

Each plan includes a number of branches, users and active agreements. An active agreement is a hire-purchase or lease contract with a balance still outstanding; settled, cancelled and cash-sale contracts do not count and your history is never capped. If you go over a limit nothing stops working: we tell you, and you add the relevant add-on or move up a plan from the next billing date.

4.5 Payment

Self-serve plans are paid by card through Stripe, and renew automatically until cancelled. Quoted plans are invoiced and payable within 30 days of the invoice date. If a payment fails or an invoice is overdue we will tell you and give you at least 14 days to put it right before suspending access. Suspended data is not deleted during that period.

4.6 Price changes

We may change prices with at least 60 days' written notice. A change takes effect at your next renewal after the notice period; an annual plan already paid for is not affected until it renews.

5. Term, cancellation and termination

Monthly plans run month to month and can be cancelled at any time from the billing portal; access continues to the end of the period already paid. Annual plans run to the end of the year paid and are not refunded pro rata if cancelled early.

Either party may terminate for a material breach that is not fixed within 30 days of written notice, or immediately if the other party becomes insolvent. We may also terminate if the Service cannot lawfully be provided.

When the agreement ends, for any reason, we give you a complete export of your data in a standard machine-readable format, and we delete your database and deployment within 30 days of the end date unless the law requires us to keep something for longer.

6. Your data and data protection

Everything you and your users put into the Service — debtors, vehicles, contracts, payments, documents, messages — is your data. You own it and you are responsible for having the right to process it.

6.1 Roles

For the personal data inside your deployment, you are the controller and KIWA is yourprocessor under the EU General Data Protection Regulation (GDPR) and the Maltese Data Protection Act (Cap. 586). This section 6 is our Data Processing Addendum.

6.2 Our obligations as processor

• We process your data only to provide, support and secure the Service, and on your documented instructions.
• Our staff who can access your data are bound by confidentiality and access it only when needed for support, with your knowledge.
• We keep technical and organisational measures appropriate to the risk: an isolated database per Customer, row-level access control audited daily, multi-factor authentication, an audit log, nightly backups and monthly restore drills. The Security page describes them in more detail.
• We help you respond to data-subject requests and, where needed, with data protection impact assessments, at a reasonable cost if the work is substantial.
• We tell you without undue delay, and in any case within 72 hours of becoming aware, of a personal data breach affecting your data.
• We use only the sub-processors listed in the Privacy Policy, under written terms at least as protective as these, and we give you at least 30 days' notice before adding one so you can object.
• Your data is hosted in the European Union. Any transfer outside the EEA is made under the European Commission's standard contractual clauses or another lawful mechanism.
• At the end of the agreement we return your data and delete it as described in section 5.
• We make available the information needed to show compliance with this section, and allow audits by you or an auditor you appoint, on reasonable notice and no more than once a year unless a regulator requires otherwise.

6.3 Your obligations as controller

You are responsible for the lawfulness of the data you collect, for telling your customers how their data is used, for the content and timing of the messages you send them, and for the instructions you give us.

7. Availability, support and changes

We aim to keep the Service available around the clock. Planned maintenance is done outside Maltese business hours where possible and announced in advance. A service-level agreement is available on the Group plan and set out in its Order.

Support is by email at the level included in your plan: next business day on Showroom, same business day on Dealership, and as agreed on Group. Business days are Monday to Friday excluding Maltese public holidays.

We improve the Service continuously. We will not remove a core function of your plan during a paid term without offering an equivalent, and we give notice of changes that require you to do something.

8. Intellectual property

KIWA owns the Service, its software, design, documentation and all improvements to them. For the term of the agreement we grant you a non-exclusive, non-transferable licence to use the Service for your own business. You keep all rights in your data and in your letterhead, logos and document wording.

If you send us suggestions or feedback we may use them without obligation to you.

9. Third-party services

Some parts of the Service depend on third parties: Stripe for billing, Meta's WhatsApp Business Platform for messaging, and the hosting and email providers listed in the Privacy Policy. Where a third party requires it, you agree to its terms as well — in particular Meta's WhatsApp Business terms and messaging policies for your WhatsApp Business number, which you register in your own name. We are not responsible for a third party's outage or for a decision it takes about your account, but we will help you resolve it.

10. Warranties and disclaimers

We warrant that the Service will perform substantially as described on the pricing page and that we will provide it with reasonable skill and care. Except for that, and to the extent the law allows, the Service is provided as is and we give no other warranty, express or implied, including as to fitness for a particular purpose.

The figures the Service calculates — balances, arrears, interest, end-of-day totals — are produced from the data you enter. You remain responsible for checking them before relying on them in a legal or financial matter.

11. Liability

Neither party excludes liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be excluded under Maltese law.

Subject to that, neither party is liable to the other for loss of profit, loss of business, or indirect or consequential loss, and KIWA's total liability in any twelve-month period is limited to the fees you paid for the Service in that period.

12. Confidentiality

Each party keeps the other's non-public information confidential, uses it only for this agreement, and discloses it only to people who need it and are bound to keep it confidential, or where the law requires. This survives the end of the agreement.

13. Changes to these terms

We may update these terms. We give at least 30 days' notice by email of a change that materially affects you; if you do not accept it you may cancel before it takes effect and we refund any unused part of a prepaid period. Continuing to use the Service after the date given means you accept the change.

14. Governing law and jurisdiction

This agreement is governed by the laws of Malta. The courts of Malta have exclusive jurisdiction over any dispute arising from it, without prejudice to either party's right to seek urgent interim relief in any competent court.

15. Contact

Questions about these terms: hello@dealers-pro.com. Notices under this agreement are valid by email to that address and to the billing email on your account.