Meeronix Expense — Terms and Conditions (Subscription Agreement)

Version: 1.0 · Effective date: [EFFECTIVE DATE]

These Terms and Conditions ("Terms") govern access to and use of Meeronix Expense (the "Service"), a web and mobile bookkeeping, expense, approvals and procurement application operated by [LEGAL ENTITY NAME] (registration number [REGISTRATION NUMBER]), of [PHYSICAL ADDRESS] ("Meeronix", "we", "us").

They form a binding agreement between Meeronix and the company, close corporation, trust or other organisation that registers for the Service (the "Customer", "you"). The individual who registers or accepts these Terms confirms that they are authorised to bind the Customer.

The Service is offered to businesses, not to consumers for personal use. To the extent that the Consumer Protection Act 68 of 2008 ("CPA") nevertheless applies to a Customer (for example, a small juristic person below the CPA threshold), nothing in these Terms limits any right that the CPA does not allow to be limited.

1. Definitions

• Customer Data: all information, documents, transactions, receipts, invoices, supplier, employee and bank data that you or your Users upload to or create in the Service.
• User: an individual whom you invite or authorise to use the Service under your account (for example owner, admin, approver, finance, withdrawer or viewer roles).
• Subscription: the paid plan you select, as described on the pricing page or in your order.
• POPIA: the Protection of Personal Information Act 4 of 2013 and its regulations.
• ECTA: the Electronic Communications and Transactions Act 25 of 2002.

2. Registration and accounts

2.1 You must provide accurate company details (including your CIPC registration number and, where applicable, VAT number) and keep them up to date.

2.2 You are responsible for all activity under your account, for deciding who your Users are, which roles, withdrawal limits and approval rules they have, and for removing Users who should no longer have access.

2.3 Each User must have their own login. Logins may not be shared.

3. Free trial

3.1 New Customers receive a 14-day free trial. No payment is taken during the trial.

3.2 At the end of the trial, access to create new records is restricted until you subscribe. Your Customer Data is retained in accordance with clause 12 so that you can subscribe or export it.

4. Fees, billing and payment

4.1 Fees are set out at [PRICING / PRICING PAGE URL] (and on the in-app Billing page) and are quoted in South African Rand. Unless stated otherwise, fees include VAT at the prevailing rate. Meeronix's VAT number is [VAT NUMBER, IF REGISTERED].

Current published plans (draft — confirm before go-live):

4.2 Subscriptions are billed monthly or annually in advance via PayFast (card, instant EFT or other methods PayFast offers) or by EFT to the bank account stated on our invoice. Payments made through PayFast are also subject to PayFast's own terms; we do not receive or store your full card details.

4.3 If payment fails or is overdue for [7] days, your Subscription may be marked past due and clause 10 (suspension) may apply.

4.4 We may change fees on at least [30] days' written notice. The change applies from your next billing period. If you do not agree, you may cancel before it takes effect.

4.5 Fees already paid are non-refundable except where these Terms or the law (including ECTA or the CPA, where applicable) say otherwise.

5. Cancellation

5.1 You may cancel your Subscription at any time from the billing page or by emailing [CONTACT EMAIL]. Cancellation takes effect at the end of the current billing period, and no further fees are charged.

5.2 Cooling-off: where section 44 of ECTA applies to you, you may cancel within 7 days after concluding the agreement without reason or penalty, and we will refund payments received within 30 days, less any direct costs permitted by law.

5.3 We may terminate these Terms on [30] days' written notice, or immediately if you materially breach them and do not remedy the breach within [14] days of notice.

6. Your responsibilities — the Service is a tool, not tax or accounting advice

6.1 The Service helps you record, categorise, approve, reconcile and report on financial information. It does not provide tax, accounting, audit or legal advice, and calculations (including VAT, reports and year-end figures) depend on the data you enter and the settings you choose.

6.2 You remain solely responsible for:

• the accuracy and completeness of your Customer Data;
• all submissions to SARS (including VAT201, EMP201, IRP6, ITR14 and any other returns), CIPC and other authorities, and for their correctness and timeliness;
• reviewing reports before relying on them, and obtaining advice from a registered tax practitioner or accountant where appropriate;
• your internal controls, including approval thresholds, separation of duties and who may withdraw funds.

6.3 Automated features (such as receipt OCR, three-way matching, duplicate detection and suggestions) can make mistakes and must be checked by a person.

7. Acceptable use

You and your Users must not:

• use the Service for any unlawful purpose, including fraud, money laundering, tax evasion or concealing transactions;
• upload malware, or content that infringes anyone's rights or that you have no right to process;
• attempt to access another Customer's data, probe, scan or test the Service's security without our written consent, or bypass access controls, rate limits or 2FA;
• reverse engineer the Service except as allowed by law, or resell it without our written agreement;
• overload the Service or use automated means to access it other than through documented features.

8. Security

8.1 We use reasonable technical and organisational measures appropriate to the risk, including encryption in transit, tenant isolation enforced in the database (row-level security), hashed passwords, mandatory two-factor authentication (2FA), step-up 2FA for sensitive actions such as withdrawals and approvals, role-based access, idle session timeouts and an audit log.

8.2 You must keep passwords, authenticator devices and recovery codes secure, enforce 2FA for all Users, and tell us immediately at [SECURITY CONTACT EMAIL] if you suspect unauthorised access.

8.3 Where there are reasonable grounds to believe that personal information has been accessed by an unauthorised person, we will notify you without undue delay so that you can meet your obligations under section 22 of POPIA, and we will co-operate with you.

9. Data protection (POPIA)

9.1 Roles. For Customer Data, the Customer is the responsible party and Meeronix is an operator that processes personal information on the Customer's behalf (sections 20 and 21 of POPIA). For the account and billing information we collect to run our own business (for example, the names and email addresses of account owners and payment records), Meeronix is the responsible party.

9.2 As operator, Meeronix will:

• process Customer Data only on your documented instructions (these Terms and your use of the Service), and treat it as confidential;
• keep in place the security measures described in clause 8;
• ensure that personnel with access are bound by confidentiality;
• use sub-operators (such as hosting, email delivery and payment providers) only under written terms that give equivalent protection, and tell you about them on request;
• transfer personal information outside South Africa only in compliance with section 72 of POPIA;
• help you respond to data-subject requests and to the Information Regulator;
• on termination, return or delete Customer Data in accordance with clause 12.

9.3 As responsible party, you must have a lawful basis for the personal information you capture (for example of employees, suppliers and customers), give the notices POPIA requires, and register your own information officer.

9.4 Information officer. Meeronix's information officer is [INFORMATION OFFICER NAME], contactable at [INFORMATION OFFICER EMAIL]. Our Privacy Policy explains how we process personal information; our PAIA manual is available at [PRIVACY NOTICE / PAIA MANUAL URL]. Account and company deletion requests can be made at /account/delete.

10. Suspension

We may suspend access, in whole or in part, without liability:

• if fees are overdue (after notice);
• if we reasonably believe there is a security threat, unauthorised access, or a breach of clause 7;
• if required by law or a competent authority.

We will give notice where reasonably possible and restore access promptly once the cause is resolved. Suspension does not delete your Customer Data.

11. Availability and warranties

11.1 We aim for [99.5]% monthly availability, excluding scheduled maintenance (announced in advance where practical) and events beyond our reasonable control. This target is not a guarantee and gives no right to service credits unless your order states otherwise.

11.2 To the extent permitted by law, the Service is provided "as is" and "as available". We do not warrant that it will be uninterrupted or error-free, or that it will meet your particular requirements or the requirements of any authority.

11.3 You should keep your own copies of important records using the export features.

12. Data retention, export and exit

12.1 Export. You can export your Customer Data (for example transactions, ledgers, VAT reports and documents in CSV/PDF formats provided in the Service) at any time while your account is active, and for [90] days after cancellation or termination.

12.2 Statutory retention is your responsibility. South African law requires many records to be kept, for example 5 years under the Tax Administration Act 28 of 2011 and the VAT Act (from the date of submission of the relevant return), and 7 years under section 24 of the Companies Act 71 of 2008. The Service shows suggested retention dates on documents, but you must make sure that you keep (or export and keep) records for the period that applies to you.

12.3 After exit. After the export period, we will delete or de-identify Customer Data within [30] days, except where we must keep it by law, or where it is in backups that are overwritten in the normal course (within [35] days). The audit log and billing records we need for our own legal obligations are kept for the period the law requires.

12.4 On request during the export period we will provide reasonable assistance with a full export, which may be charged at our then-current rates.

13. Intellectual property

13.1 Meeronix (and its licensors) own the Service, software, designs and documentation. We grant you a non-exclusive, non-transferable right for your Users to use the Service during your Subscription for your internal business purposes.

13.2 You own your Customer Data. You give us a licence to host, process and display it only as needed to provide, secure and support the Service. We may use aggregated, de-identified statistics that do not identify you or any person to improve the Service.

13.3 If you send us feedback, we may use it without obligation to you.

14. Limitation of liability

14.1 To the extent permitted by law, neither party is liable for any indirect, special or consequential loss, or for loss of profit, revenue, goodwill or data (other than our obligation to restore from backups where the loss was caused by us), or for penalties, interest or assessments imposed by SARS or any other authority because of the contents of your submissions.

14.2 To the extent permitted by law, Meeronix's total liability arising out of or in connection with these Terms in any 12-month period is limited to the fees you paid for the Service in the 12 months before the event giving rise to the claim (or [R 2,490] (Starter annual equivalent), if greater — confirm with counsel).

14.3 Nothing in these Terms limits liability for fraud, gross negligence or wilful misconduct, or any liability that cannot be limited by law (including under the CPA where it applies).

15. Indemnity

You indemnify Meeronix against third-party claims (including by data subjects or authorities) that arise from your Customer Data, your instructions, or your or your Users' breach of these Terms or the law.

16. Electronic communications and signature (ECTA)

16.1 You agree that these Terms may be concluded electronically by ticking the acceptance box at registration. We record the date, time and version you accepted. Notices may be given by email to the account owner's address, or to us at [CONTACT EMAIL], and are regarded as received when they enter the recipient's information system in accordance with ECTA.

16.2 The information required by section 43 of ECTA is set out at [ECTA SECTION 43 DISCLOSURE PAGE / this clause plus the company details above].

17. Changes to these Terms

We may update these Terms. We will give at least [30] days' notice of material changes by email or in the Service, and may ask you to accept the new version. If you do not agree, you may cancel before the change takes effect.

18. General

18.1 Governing law and jurisdiction: these Terms are governed by the laws of the Republic of South Africa. The parties submit to the jurisdiction of the South African courts, and you consent to the jurisdiction of the Magistrate's Court in terms of section 45 of the Magistrates' Courts Act 32 of 1944 for claims within its limits.

18.2 Disputes: the parties will first try in good faith to resolve a dispute within [20] business days of written notice before starting proceedings, without preventing urgent relief.

18.3 Force majeure: neither party is liable for a delay caused by events beyond its reasonable control, including load-shedding, outages at upstream providers, natural disasters or government action.

18.4 Assignment: you may not cede or assign this agreement without our consent. We may assign it to a successor of our business on notice.

18.5 Whole agreement: these Terms (with any order form and the Cookie Policy) are the whole agreement. If a clause is unenforceable, the remaining clauses stay in force. A waiver or indulgence does not prevent a party from enforcing its rights later.

19. Contact

[LEGAL ENTITY NAME] · [PHYSICAL ADDRESS] · [CONTACT EMAIL] · [TELEPHONE NUMBER]