Software-as-a-Service (SaaS) Agreement

1. Agreement

This Software-as-a-Service Agreement ("Agreement") is entered into between Synchro Systems (Pty) Ltd ("Provider", "we", "us") and the customer ("Customer", "you") who subscribes to or uses Synchro Profile and related services (the "Service"). By subscribing to, accessing, or using the Service, you agree to this Agreement. It should be read together with our Terms of Service and Privacy Policy.

2. Provision of the Service

We grant you a non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes for the duration of your subscription. The Service is provided on a hosted, multi-tenant basis and is accessed over the internet; we are responsible for hosting, maintaining, and operating the underlying infrastructure.

3. Subscriptions, Credits, and Fees

• Subscription plans, credit bundles, and applicable fees are set out in your quotation or order.
• Fees are quoted in South African Rand (ZAR) and are payable in advance unless otherwise agreed in writing.
• Purchased credits and licences are subject to the usage terms of your selected plan.
• We may revise fees on renewal by giving you reasonable prior notice.

4. Customer Responsibilities

You agree to:

• Provide accurate account and billing information and keep it up to date.
• Keep login credentials secure and remain responsible for activity under your account and that of your users.
• Ensure that any data you upload complies with applicable law and does not infringe third-party rights.
• Use the Service in accordance with this Agreement and our acceptable-use obligations in the Terms of Service.

5. Support and Service Availability

We provide self-service support through our Support Hub, including FAQs, troubleshooting guides, and a request form. Where issues cannot be resolved through self-service, you may submit a support request and our team will respond within a reasonable period during normal business hours. We use commercially reasonable efforts to keep the Service available, but do not warrant uninterrupted or error-free operation. Planned maintenance may occur from time to time.

6. Data Ownership and Protection

You retain ownership of the data you submit to the Service ("Customer Data"). You grant us the limited right to host and process Customer Data solely to provide and support the Service. We process personal information in accordance with our Privacy Policy and the Protection of Personal Information Act (POPIA), and apply appropriate technical and organisational measures to protect it.

7. Intellectual Property

All rights, title, and interest in and to the Service, including its software, design, and content, remain with Synchro Systems or its licensors. Nothing in this Agreement transfers ownership of the Service to you.

8. Confidentiality

Each party agrees to keep the other's confidential information confidential and to use it only as necessary to perform under this Agreement, except where disclosure is required by law.

9. Warranties and Disclaimers

Except as expressly stated, the Service is provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all other warranties, whether express or implied, including fitness for a particular purpose and non-infringement.

10. Limitation of Liability

To the fullest extent permitted by law, neither party shall be liable for indirect, incidental, special, or consequential damages, or for loss of data, revenue, or profits. Our total aggregate liability arising out of or relating to this Agreement shall not exceed the fees paid by you for the Service in the twelve (12) months preceding the event giving rise to the claim.

11. Term and Termination

This Agreement remains in effect for the duration of your subscription. Either party may terminate for material breach that remains uncured after reasonable written notice. On termination, your right to access the Service ceases. We will make Customer Data available for export for a reasonable period, after which it may be deleted in line with our retention practices.

12. Governing Law

This Agreement is governed by the laws of South Africa, and the parties submit to the jurisdiction of the South African courts.

13. Contact Us

For questions about this Agreement, please contact us at:

Email: info@synchrosystems.co.za
Address: Block I, Hertford Office Park, 90 Bekker Road, Johannesburg, Gauteng, South Africa