1. General :

• 1.1 Parties

  These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer", "you", or "your") and Profesaas (Pty) Ltd, a company incorporated in South Africa ("Profesaas", "we", "us", or "our"). By accessing or using our Services, you agree to be bound by these Terms. YOU MUST BE AT LEAST 18 YEARS OLD TO USE THE SERVICES. By using the Services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms.

• 1.2 Definitions
  • "Services" means the Profesaas cloud-based software platform, including all features, APIs, integrations, and related services made available through our website or applications.
  • "Subscription" means the right to access and use the Services for a defined period under a selected plan.
  • "Tenant" means a Customer's isolated workspace on the platform, including all data, configurations, and user accounts within that workspace.
  • "End User" means any individual authorized by the Customer to access the Services through the Customer's Tenant.
  • "Customer Data" means all data, content, and information submitted, uploaded, or stored by the Customer or End Users within the Services.
  • "Documentation" means the user guides, help articles, API documentation, and other materials we provide describing the functionality of the Services.
  • "Site" means the Profesaas website, web application, and any associated domains, subdomains, or pages operated by Profesaas.
  • "Site Content" means all content owned, operated, licensed, and/or controlled by Profesaas on the Site, including but not limited to icons, photographs, documentation, technology overviews, software, sample code, scripts, APIs, and SDKs.
  • "Contributions" means any content, data, comments, ideas, suggestions, feedback, computer code, documents, or other information that you create, provide, share, or upload through the Services.
• 1.3 Acceptance

  By creating an account, subscribing to a plan, or otherwise using the Services, you acknowledge that you have read, understood, and agree to these Terms and our Privacy Notice. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

• 1.4 Additional Terms

  In order to access certain services or features, additional terms or requirements may apply. Those additional terms will become part of your agreement with us. In the event of any conflict between such additional terms and these Terms, the additional terms will control with respect to the applicable service or feature.

2. Account and Access :

• 2.1 Account Registration

  To use the Services, you must create an account by providing accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. User accounts, usernames, and passwords must be associated with only one person unless otherwise agreed to by Profesaas. You must notify us immediately of any unauthorized use of your account or any breach of security that you become aware of. Profesaas will not be liable for any harm caused by, or related to, the theft or misappropriation of your username or password, disclosure of your username or password, or your authorization of anyone else to use your username or password.

• 2.2 Authorized Users

  You may authorize End Users to access your Tenant. You are responsible for ensuring that all End Users comply with these Terms. You may manage End User access through your Tenant's administration settings.

• 2.3 Acceptable Use

  You agree not to:

  • Use the Services for any unlawful purpose or in violation of any applicable laws or regulations
  • Attempt to gain unauthorized access to any part of the Services or other accounts
  • Interfere with or disrupt the Services or servers or networks connected to the Services
  • Reverse engineer, decompile, or disassemble any part of the Services except and only to the extent permitted by applicable law
  • Use the Services to transmit malicious code, spam, or harmful content
  • Sublicense, resell, or redistribute the Services without prior written consent
  • Use the Services in a manner that exceeds reasonable usage limits or impacts other customers
  • Remove any copyright, trademark, or other proprietary notices from the Services or Site Content
  • Use automated scripts, bots, crawlers, or similar tools to access, scrape, or index the Services without our prior written consent
  • Falsely impersonate any person or entity, including Profesaas employees or representatives
  • Collect, store, or publish personally identifiable information of other users without their knowledge and consent
  • Engage in or promote any illegal or criminal activity through the Services
  • Distribute unwanted, unsolicited, or harassing mass communications, promotions, advertising, or solicitations ("spam")
  • Send deceptive or false source-identifying information, including "spoofing" or "phishing"
  • Circumvent, disable, or otherwise interfere with any security-related features of the Services
• 2.4 Account Suspension and Termination

  We may, in our sole discretion, restrict, suspend, or terminate your access to any or all of the Services, at any time, for any or no reason, with or without prior notice, and without liability. Upon doing so, we may retain or delete any information or content that you provided, subject to applicable law and our data retention policies.

3. Subscriptions and Plans :

• 3.1 Subscription Plans

  We offer various subscription plans with different features, usage limits, and pricing. Details of available plans are described on our Pricing page. We reserve the right to modify plan features and pricing with reasonable notice. Not all features or plans may be available in your country or region.

• 3.2 Free Trial

  We may offer a free trial period for certain plans. At the end of the trial period, you must subscribe to a paid plan to continue using the Services. We reserve the right to limit or terminate free trials at any time.

• 3.3 Subscription Term

  Subscriptions are available on a monthly or annual basis. Unless otherwise stated, subscriptions automatically renew at the end of each billing period. You may cancel auto-renewal through your account settings before the renewal date.

• 3.4 Changes to Services

  We may change, update, or discontinue the Services or any features thereof at any time. We will provide reasonable notice of any material changes that may adversely affect your use of the Services. Any mention of third-party products or services within the platform is for informational purposes only and does not constitute an endorsement or recommendation.

4. Prices and Payment :

• 4.1 Pricing

  All prices are displayed in the applicable currency on our website and are exclusive of applicable taxes unless stated otherwise. We reserve the right to change prices with at least 30 days' notice before the start of a new billing period.

• 4.2 Payment Methods

  We accept payment via credit card, debit card, and other payment methods as displayed during checkout. You authorize us to charge your selected payment method for all fees due under your Subscription.

• 4.3 Late Payment

  If payment is not received by the due date, we may suspend access to the Services after providing reasonable notice. We reserve the right to charge interest on overdue amounts at the lesser of 1.5% per month or the maximum rate permitted by law.

5. Taxes :

• You are responsible for all applicable taxes, including VAT, sales tax, and withholding tax, arising from your use of the Services, unless we explicitly state that taxes are included. If you are required to withhold taxes, you must provide us with the applicable tax documentation.

6. Customer Data :

• 6.1 Ownership

  You retain all rights, title, and interest in your Customer Data. We do not claim ownership of any data you submit to the Services.

• 6.2 License

  You grant us a limited, non-exclusive license to use, store, and process your Customer Data solely for the purpose of providing the Services and as described in our Privacy Notice.

• 6.3 Data Isolation

  Customer Data is logically isolated between Tenants. We implement technical measures to ensure that each Tenant's data is accessible only to authorized users of that Tenant.

• 6.4 Data Export and Deletion

  Upon termination of your Subscription, you may request an export of your Customer Data for a period of 30 days. After this period, we will delete your Customer Data in accordance with our data retention policies, unless retention is required by law.

• 6.5 Data Accuracy

  You are solely responsible for the accuracy, quality, and legality of your Customer Data and the means by which you acquire it. You represent and warrant that you have all necessary rights, consents, and permissions to submit Customer Data to the Services, and that such data does not infringe upon the rights of any third party.

7. User Content and Contributions :

• 7.1 Contributions

  The Services may provide opportunities for you to create, provide, share, and upload Contributions. Profesaas assumes no responsibility or liability for user Contributions. Contributions are considered non-confidential and non-proprietary unless expressly agreed otherwise, in writing, by Profesaas.

• 7.2 License to Contributions

  By submitting Contributions, you grant Profesaas a worldwide, perpetual, irrevocable, royalty-free, and fully-paid right to use, reproduce, prepare derivative works of, perform, display, and distribute the Contributions, including any ideas, concepts, know-how, or techniques contained therein, for any purpose related to operating and improving the Services, and to authorize others to do so. Profesaas may, in its sole discretion, remove or delete any Contribution, for any reason, without prior notice.

• 7.3 Representations

  You represent and warrant that you either own or have all the necessary intellectual property rights in the Contributions you upload or share through the Services and that your Contributions do not infringe on the patent, copyright, or other intellectual property rights of others. No right or license in connection with any Contribution is granted to any other user unless you explicitly agree in writing to grant such right, license, or permission.

8. Intellectual Property :

• 8.1 Our Rights

  The Services, including all software, designs, trademarks, documentation, and content (excluding Customer Data), are owned by Profesaas and are protected by intellectual property laws. Your Subscription grants you a limited, non-exclusive, non-transferable right to use the Services during the Subscription term.

• 8.2 Site Content License

  Profesaas grants you a limited, revocable, non-transferable license to access and use Site Content solely for your personal and non-commercial internal use in connection with your use of the Services. This is a license, not a transfer of title. You may not: (a) modify the Site Content or use it for any commercial purpose, public display, performance comparison, sale, or rental outside the scope of the Services; (b) decompile, reverse engineer, or disassemble Site Content except to the extent permitted by applicable law; (c) remove any copyright or other proprietary notices from the Site Content; or (d) transfer the Site Content to another person or entity.

• 8.3 Intellectual Property Protection

  ALL SITE CONTENT, AND THE COMPILATION AND ARRANGEMENT OF THE SITE CONTENT, ARE PROTECTED BY COPYRIGHT AND, WHERE APPLICABLE, OTHER INTELLECTUAL PROPERTY RIGHTS. EXCEPT AS EXPRESSLY SPECIFIED, NO PORTION OF THE INFORMATION ON THE SITE MAY BE REPRODUCED, MODIFIED, PUBLISHED, UPLOADED, POSTED, TRANSMITTED, OR DISTRIBUTED IN ANY FORM, OR BY ANY MEANS, WITHOUT THE PRIOR WRITTEN PERMISSION OF PROFESAAS. NOTHING CONTAINED HEREIN SHALL BE CONSTRUED AS CONFERRING BY IMPLICATION, ESTOPPEL, OR OTHERWISE ANY LICENSE OR RIGHT UNDER ANY PATENT, TRADEMARK, OR COPYRIGHT OF PROFESAAS OR ANY THIRD PARTY.

• 8.4 Trademarks

  All trademarks, logos, and service marks displayed on the Site or within the Services are the property of Profesaas or other third parties. You are not permitted to use any trademarks without the prior written consent of Profesaas or the third party that owns the trademark.

• 8.5 Feedback

  If you provide us with suggestions, ideas, or feedback about the Services, you grant us a royalty-free, worldwide, perpetual license to use and incorporate such feedback without restriction or obligation to you.

9. Rules of Conduct :

• In addition to the acceptable use restrictions in Section 2.3, you must abide by the following rules of conduct when using the Services:

  • Do not advertise, promote, endorse, or market, directly or indirectly, any third-party commercial products, services, or solutions through the Services without our prior written consent.
  • Do not post, publish, or distribute any defamatory, inappropriate, obscene, infringing, or other unlawful material or information.
  • Do not engage in personal attacks, harassment, stalking, threatening, or defamatory conduct toward other users or any person or entity.
  • Do not use offensive, discriminatory, or hateful language.
  • Do not engage in disruptive activity, including persistent off-topic contributions or statements designed to incite other users to violate these Terms or participate in illegal activities.
  • Do not contribute content that contains material protected by intellectual property laws, rights of privacy or publicity, or any other applicable law unless you own or have rights to such materials.
  • Do not post any instructions, software, or other materials that would allow participants or third parties to harm other users' systems or to inappropriately access software or services.
  • Do not misrepresent the source of anything you contribute or submit through the Services.
  • You are responsible for all actions you take based on information or advice you receive while using the Services. Use your good judgment when evaluating information provided by other users.

  If you violate these rules of conduct, your access may be terminated immediately and without notice.

10. Intellectual Property Infringement Notices :

• If you believe something on the Site or within the Services has infringed your intellectual property rights, please provide us with the following information in writing:

  • An electronic or physical signature of the intellectual property owner or of a person authorized to act on behalf of the owner;
  • Identification of the work that you claim has been infringed;
  • Identification of the material that is claimed to be infringing and provide a link (where available) to where it is located;
  • Information reasonably sufficient to allow us to contact you, such as your address, telephone number, and email address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the intellectual property owner, its agent, or law; and
  • A statement made under penalty of perjury, that the above information is accurate, and that you are the owner or are authorized to act on behalf of the owner.

  The above information must be submitted to: legal@profesaas.com.

11. Third-Party Links and Services :

• The Site and Services may contain links to third-party websites or services. Profesaas provides these links merely as a convenience to you; the inclusion of such links in no way implies an endorsement of the linked site or the products and services referenced therein. The linked sites and services are not under the control of Profesaas, and we are not responsible for the accuracy, reliability, or availability of any information, opinions, advice, or statements made on these linked sites. Access to any of these linked sites or services is at your own risk. We recommend that you review the terms and privacy policies of any third-party sites or services before using them.

12. Service Availability and Support :

• 12.1 Availability

  We strive to maintain high availability of the Services but do not guarantee uninterrupted access. Scheduled maintenance will be communicated in advance where possible. We are not liable for any downtime or service interruptions beyond our reasonable control.

• 12.2 Support

  We provide customer support in accordance with your subscription plan. Support levels and response times vary by plan and are described on our website. You may contact support at support@profesaas.com.

• 12.3 Accuracy of Information

  Although Profesaas has attempted to provide accurate information on the Site and through the Services, we assume no responsibility for the accuracy of any such information, nor do we endorse or assume responsibility for any user conduct or content submitted through the Services. Nothing in these Terms requires us to monitor the Services or to modify or remove any materials or information.

13. Refunds and Cancellation :

• 13.1 Cancellation

  You may cancel your Subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period, and you will retain access until that date.

• 13.2 Refunds

  Refunds are generally not provided for partial billing periods. However, if you cancel within 14 days of your initial subscription purchase, you may request a full refund. Refund requests should be directed to billing@profesaas.com.

• 13.3 Termination by Us

  We may suspend or terminate your access to the Services if you breach these Terms, fail to pay applicable fees, or engage in conduct that we determine, in our sole discretion, is harmful to other users or the integrity of the Services. We will provide notice before termination where practicable.

• 13.4 Effect of Termination

  Upon termination or expiration of your Subscription: (a) your right to access and use the Services will immediately cease; (b) you remain liable for all fees accrued prior to termination; (c) Sections of these Terms that by their nature should survive termination will survive, including but not limited to intellectual property provisions, limitation of liability, indemnification, and governing law.

14. Confidentiality :

• Each party agrees to treat as confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the Confidential Information; or (d) is rightfully received from a third party without restriction. Each party agrees to use the Confidential Information solely for the purposes contemplated by these Terms and to protect Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.

15. Disclaimer of Warranties :

• THE SERVICES, SITE, AND ALL SITE CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. PROFESAAS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PROFESAAS DOES NOT WARRANT THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION PROVIDED THROUGH THE SERVICES. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.

16. Limitation of Liability :

• 16.1 Exclusion of Damages

  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROFESAAS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, LOST DATA, LOSS OF USE, LOSS OF GOODWILL, OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, ARISING IN ANY WAY OUT OF THE USE OF OR INABILITY TO USE THE SERVICES, SITE, OR SITE CONTENT, UNDER ANY CAUSE OF ACTION OR THEORY OF LIABILITY, AND IRRESPECTIVE OF WHETHER PROFESAAS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

• 16.2 Cap on Liability

  OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

• 16.3 Basis of the Bargain

  THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.

17. Indemnification :

• You agree to defend, indemnify, and hold harmless Profesaas and anyone on its behalf, including but not limited to all of its owners, managers, officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees, expert fees, and other reasonable costs of litigation) arising from, incurred as a result of, or in any manner related to: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any third-party rights, including intellectual property rights; (d) any Contribution you submit through the Services; or (e) your violation of any applicable law or regulation.

18. Export Compliance :

• The Services and Site Content may be subject to applicable export control laws and regulations. You agree to comply with all applicable export and import laws and regulations, including but not limited to sanctions administered by relevant governmental authorities. You may not use, export, or re-export the Services in violation of any such laws or regulations, including without limitation to any prohibited country, entity, or person. You represent and warrant that you are not located in, under the control of, or a national or resident of any country or territory subject to applicable trade sanctions or embargoes.

19. Governing Law and Dispute Resolution :

• 19.1 Governing Law

  These Terms shall be governed by and construed in accordance with the laws of the Republic of South Africa, without regard to conflict of law principles.

• 19.2 Dispute Resolution

  Any disputes arising from these Terms shall first be attempted to be resolved through good-faith negotiation. If the dispute cannot be resolved within 30 days, either party may submit the dispute to the jurisdiction of the courts of 292 Surrey Road, Ferndale, Johannesburg, 2194, South Africa.

• 19.3 Compliance with Local Laws

  Profesaas makes no representation that the Services or Site Content are appropriate or available for use in all locations. Those who choose to access the Services from locations outside of South Africa do so on their own initiative and are responsible for compliance with applicable local laws.

20. Miscellaneous :

• 20.1 Entire Agreement

  These Terms, together with our Privacy Notice and any applicable Subscription agreement, constitute the entire agreement between you and Profesaas with respect to the Services and supersede all prior or contemporaneous communications, representations, or agreements, whether written or oral.

• 20.2 Severability

  If any provision of these Terms is found to be invalid or unenforceable, that provision will be struck and the remaining provisions shall continue in full force and effect.

• 20.3 Assignment

  You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

• 20.4 Amendments

  We reserve the right to change these Terms at any time, at our sole discretion. We will notify you of material changes at least 30 days in advance by posting the updated Terms on our website or by email. Your continued use of the Services after the effective date of updated Terms constitutes acceptance. Please check this page periodically for any updates.

• 20.5 Waiver

  Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or our right to enforce it in the future. If you or others violate these Terms and we take no immediate action, this in no way limits or waives our rights, such as our right to take action in the future or in similar situations.

• 20.6 Force Majeure

  Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to natural disasters, war, terrorism, pandemics, government actions, or failures of third-party services.

• 20.7 Notices

  Any notices or communications sent by Profesaas will be sent to the contact information you provided during the account registration process unless you have notified us of any change. You are responsible for keeping your contact information current.

• 20.8 Relationship of the Parties

  Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between you and Profesaas. Neither party has the authority to bind the other or to incur obligations on the other's behalf.

21. Contact Information :

• For questions about these Terms, please contact us:

  Profesaas (Pty) Ltd

  Email: legal@profesaas.com

  Address: 292 Surrey Road, Ferndale, Johannesburg, 2194

  Website: profesaas.com