TradeXCapital Platform – Master Terms & Conditions
Last updated: 11 May 2025
📄 Download Full Terms & Conditions (PDF)
IMPORTANT – PLEASE READ CAREFULLY. By accessing or using the TradeXCapital Marketplace (the "Platform"), you acknowledge that you have read, understood, and agree to be bound by these Master Terms & Conditions (the "T&C"). If you do not agree, you must immediately discontinue use of the Platform. These T&C form a binding contract between you ("User", "you" or "your") and TradeXCapital, Inc., a Delaware C-Corporation ("TXC", "we", "our" or "us").
1. Defined Terms
Below is a consolidated glossary used throughout these T&C. Capitalised terms not defined here have the meaning given elsewhere in the document.
| Term | Meaning |
|---|---|
| Account | The unique, KYC-verified user profile that enables access to the Platform and execution of Deals. |
| Advance Amount | The portion (expressed as a currency amount) of a Purchase Order value disbursed to a Borrower. |
| AML/CFT | Anti-Money Laundering and Counter-Financing of Terrorism laws, regulations and guidance applicable to TXC or Users. |
| Arbitration Rules | The rules of procedure of the American Arbitration Association (AAA) or the Arbitration Foundation of Southern Africa (AFSA). |
| Buyer | The ultimate off-taker named on a Purchase Order, obligated to pay the Borrower for goods or services. |
| Business Day | Any day other than Saturday, Sunday or a public holiday in Delaware or Gauteng (as applicable). |
| Credit Reserve | A percentage of Platform fees withheld to cover projected credit losses on a Deal or portfolio of Deals. |
| Deal | A discrete PO-financing opportunity listed on the Platform, including all related documents and payout schedules. |
| Default | Failure by a Borrower or Buyer to make any payment when due under a Deal. |
| Funding Date | The date on which the Advance Amount is disbursed to the Borrower. |
| Funding Deadline | The final date by which a Deal must be fully subscribed; thereafter TXC may cancel the Deal. |
| Gross Financing Volume (GFV) | Aggregate face value of Purchase Orders financed via the Platform within a defined period. |
| Investor | A User that commits funds to one or more Deals through the Platform. |
| KYC/KYB | Know-Your-Customer / Know-Your-Business verification procedures. |
| Matched-Funding Line | A credit facility available to TXC that multiplies equity capital to fund larger Deal volumes. |
| Purchase Order (PO) | A binding instrument issued by a Buyer to a Borrower specifying goods/services, price, quantity and payment terms. |
| Platform Fee | The fee payable to TXC by a Borrower (and, where applicable, by an Investor) for arranging and administering a Deal. |
| Repayment Date | The contractual date on which the Buyer is required to pay the PO and TXC distributes repayment proceeds to Investors. |
| Sanctioned Person | Any individual or entity listed on sanctions lists, owned/controlled by such parties, or located in sanctioned jurisdictions. |
| SLA | Any separate Service Level Agreement agreed between TXC and a User. |
| Supplier | Same as Borrower; the vendor seeking to finance a PO. |
| T&C | These TradeXCapital Master Terms & Conditions. |
| TXC | TradeXCapital, Inc., its subsidiaries and agents. |
2. Legal Status & No Fiduciary Duty
TXC is a Delaware corporation, not a bank, broker, investment adviser, or collective-investment scheme. It provides an arms-length service only and owes no fiduciary or advisory duties. Users must rely on their own judgment and seek professional advice before entering any Deal.
3. Eligibility
Requirements include: age ≥18, legal capacity, not residing in restricted territories, passing KYC/AML checks, not being a sanctioned person, legitimate source of funds, investor sophistication, not a competitor, and ensuring compliance with local laws.
4. Investment Risk
Investments are high-risk and illiquid, with possible total loss of principal. Other risks include illiquidity, credit risk, concentration, operational risk, regulatory/legal risk, macro-economic shocks, FX risk, collection risk, lack of government insurance, information risk, and dependency on TXC.
5. User Obligations
- Provide accurate and complete information
- Use genuine documents
- Comply with KYC/KYB requests
- Secure accounts and devices
- Use funds only for intended purposes
- Meet funding commitments
- Pay taxes
- Monitor notifications
- Cooperate in collections
- Avoid prohibited conduct (fraud, money laundering, etc.)
- Respect IP rights and cooperate with audits
6. Platform Process Flow
Deals are listed after vetting, investors commit funds, TXC monitors transactions, repayments are routed via escrow, and TXC handles late payments and optional transfers.
7. Fees
Platform fees, yields, commissions, and reserves are stated on each Deal page. TXC may adjust fees for future Deals.
8. Disclaimers & Limitation of Liability
Platform provided “as is” with no warranties. TXC disclaims responsibility for third-party content, accuracy of information, security breaches, interruptions, regulatory/tax changes, and excludes liability except capped damages.
9. Intellectual Property
All content is property of TXC. Limited, revocable licence granted for personal, non-commercial use. Users grant TXC licence to use uploaded content. DMCA takedown policy applies.
10. Privacy & Data
Personal data processed per TXC Privacy Policy. Consent given for cross-border transfers.
11. Termination
Users may terminate accounts if obligations are settled. TXC may suspend/terminate accounts for violations. Provisions on dormant accounts, data retention, and survival of terms included.
12. Force Majeure
Events beyond control (natural disasters, cyberattacks, wars, etc.) excuse performance. Extended events allow termination.
13. Amendments
TXC may amend T&C with notice. Users deemed to accept by continuing use.
14. Governing Law & Dispute Resolution
Governed by South African law, disputes resolved through good-faith negotiation, mediation, and binding arbitration. Class-action waiver included.
15. Severability & Assignment
Invalid provisions severed; TXC may assign rights/obligations; Users require consent to assign.
16. Entire Agreement
This T&C plus referenced agreements constitute the entire agreement. No reliance on external representations.
17. Contact
Email: hello@tradexcapital.com
Addresses:
TradeXCapital, Inc., 131 Continental Dr, Suite 305, Newark, DE 19713, USA.
Waterford Office Park, Building 3, First Floor, Fourways, Johannesburg, 2191, South Africa.
By clicking "I Agree" or continuing to use the Platform, you confirm acceptance of these Terms & Conditions in their entirety.