Terms of Service

1. Definitions

In these Terms, unless the context indicates otherwise:

• Services means the AI solutions, voice agents, CRM systems, and related services provided by Opus Intelligence
• Website means the Opus Intelligence website accessible at opusintelligence.co.za
• Content means all text, images, data, software, and other materials on our Website or provided through our Services
• Intellectual Property means patents, trademarks, copyrights, trade secrets, and other proprietary rights

2. Services

Opus Intelligence provides custom AI solutions including but not limited to:

• Voice AI agents for business automation
• Customer relationship management (CRM) systems
• AI-powered customer support solutions
• Appointment booking systems
• Lead generation and sales automation

The specific scope of services will be defined in a separate service agreement or proposal between you and Opus Intelligence.

3. Client Obligations

As a client, you agree to:

• Provide accurate and complete information as required for service delivery
• Cooperate with Opus Intelligence in the performance of services
• Comply with all applicable South African laws and regulations
• Not use our services for any unlawful or fraudulent purposes
• Not attempt to reverse engineer, copy, or replicate our proprietary technology
• Pay all fees in accordance with agreed payment terms
• Obtain all necessary consents for data processing in relation to your end users

4. Intellectual Property Rights

All intellectual property rights in our Website, Services, and Content belong to Opus Intelligence or our licensors. This includes but is not limited to software, algorithms, AI models, trademarks, logos, branding, documentation, and website design.

You are granted a limited, non-exclusive, non-transferable licence to use our Services solely for your internal business purposes, subject to these Terms and any service agreement.

5. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our business relationship. This obligation survives the termination of these Terms.

Confidential information does not include information that is publicly available through no fault of the receiving party, was rightfully in the receiving party's possession prior to disclosure, is independently developed, or is required to be disclosed by law or court order.

6. Data Protection

We process personal information in accordance with the Protection of Personal Information Act 4 of 2013 (POPIA) and our Privacy Policy. By using our Services, you acknowledge that you have read and understood our Privacy Policy, are responsible for POPIA compliance regarding your end users' data, and will obtain all necessary consents from data subjects before sharing their information with us.

7. Payment Terms

Payment terms will be specified in your service agreement or proposal. Unless otherwise agreed:

• All fees are quoted in South African Rand (ZAR) unless otherwise stated
• Invoices are payable within 14 days of issue
• Late payments may incur interest at the maximum rate permitted by the National Credit Act
• We reserve the right to suspend services for non-payment

8. Service Level and Support

Specific service levels, uptime guarantees, and support terms will be outlined in your service agreement. We reserve the right to perform scheduled maintenance with reasonable notice, make updates to improve our services, and suspend services temporarily for emergency maintenance.

9. Limitation of Liability

To the maximum extent permitted by South African law:

• Our total liability shall not exceed the fees paid by you in the 12 months preceding the claim
• We shall not be liable for any indirect, incidental, special, consequential, or punitive damages
• We shall not be liable for loss of profits, data, business opportunities, or goodwill
• We do not exclude liability for fraud, gross negligence, or any liability that cannot be excluded by law

10. Indemnification

You agree to indemnify and hold harmless Opus Intelligence, its directors, employees, and agents from any claims, damages, losses, or expenses (including legal fees) arising from your breach of these Terms, use of our Services, violation of any third-party rights, or any data you provide to us.

11. Termination

Either party may terminate the service relationship upon 30 days written notice, immediately upon material breach uncured within 14 days of notice, or immediately if the other party becomes insolvent or enters liquidation.

Upon termination, you must cease using our Services and pay all outstanding fees. Provisions relating to intellectual property, confidentiality, limitation of liability, and governing law survive termination.

12. Force Majeure

Neither party shall be liable for any failure or delay in performing their obligations due to circumstances beyond their reasonable control, including natural disasters, war, terrorism, fire, floods, pandemic, or shortages of facilities, fuel, energy, labour, or materials.

13. Dispute Resolution

Any dispute shall first be resolved through good faith negotiation. If that fails, the dispute is referred to mediation under AFSA rules. If mediation fails, the dispute is finally resolved by arbitration under AFSA rules in South Africa.

14. Consumer Protection

If you are a consumer as defined in the Consumer Protection Act 68 of 2008 (CPA), nothing in these Terms shall limit your rights under the CPA. In the event of any conflict between these Terms and the CPA, the CPA shall prevail.

15. Electronic Communications and Transactions

In accordance with the Electronic Communications and Transactions Act 25 of 2002 (ECTA), electronic signatures and communications are legally binding, you consent to receive communications from us electronically, and electronic records of transactions will be maintained as required by law.

16. Amendments

We may amend these Terms from time to time. We will notify you of material changes by posting the updated Terms on our Website and updating the "Last Updated" date. Continued use of our Services after such changes constitutes acceptance of the amended Terms.

17. General Provisions

• Entire Agreement: These Terms, together with any service agreement, constitute the entire agreement between you and Opus Intelligence
• Severability: If any provision is found unenforceable, the remaining provisions continue in full force and effect
• Waiver: No waiver of any provision shall be deemed a waiver of any other provision
• Assignment: You may not assign your rights under these Terms without our written consent

18. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the Republic of South Africa. Subject to the dispute resolution provisions above, the courts of South Africa shall have exclusive jurisdiction over any legal proceedings.

19. Contact Us

If you have any questions about these Terms, please contact us:

• Email: haiden@opusintelligence.co.za
• Director: Haiden Coleman