These terms cover our website, agency services and any software products we offer. The sections on AI output, warranties and liability explain important limits on what we promise and what you can recover if something goes wrong. They do not remove rights that the law protects.
1. Agreement and scope
Process Layer (Pty) Ltd, trading as ProcessLayer, is a South African business providing AI development, integrations, platform repairs and software products. These terms form part of a purchase or service agreement when you accept them in an order, product sign-up or other agreement that refers to them. Sending an enquiry does not create a paid engagement.
You must have legal capacity to enter the agreement and authority to act for any organisation you represent. Our services are intended for business use by adults.
A signed customer agreement takes priority over these terms. An agreed statement of work, order or product-specific terms govern the scope, price and features of that purchase and take priority over these general terms where they conflict. A data processing agreement takes priority for the processing it covers. Marketplace rules govern purchases made through that marketplace.
2. Agency projects
We agree the deliverables, fees, responsibilities, dependencies and any acceptance criteria in writing before work starts. Scope changes and their effect on cost or timing must also be agreed in writing. Estimates are not fixed commitments unless the agreement says they are.
You provide the access, lawful data, decisions and feedback reasonably needed for the work. We will discuss the effect of delayed dependencies on delivery. We perform professional services with reasonable skill and care; using AI tools does not remove that responsibility.
Acceptance, defect correction and any ongoing hosting, maintenance or support follow the agreed scope. A project does not include indefinite support or responsibility for later third-party changes unless agreed.
3. Software products and accounts
For a hosted product, you receive a limited, non-exclusive right to use the subscribed features during the agreed term, subject to the plan's user and usage limits. Access to a service does not transfer ownership of its underlying software.
Keep account details accurate, protect credentials, manage authorised users and tell us promptly about suspected unauthorised access. Your organisation's administrators may control your access and workspace data. You are responsible for use you authorise, but this does not excuse a failure of our own obligations.
We may improve and update products. We will give reasonable notice of a material reduction in paid functionality and address any resulting cancellation or refund rights under your agreement and applicable law. Features clearly identified as beta or preview may change or be withdrawn and are not covered by an availability commitment unless expressly agreed.
4. Fees, renewals and refunds
The accepted quote, order or checkout states the price, currency, payment dates, billing period and applicable taxes. Usage charges or third-party costs apply only where disclosed and agreed. You remain responsible for fees already incurred when cancelling.
A subscription renews automatically only if that was disclosed and accepted when ordering. The order states the renewal period and how to cancel. You may also contact us for direct-billing cancellation requests. Deleting an account or uninstalling an integration may not cancel a separately billed subscription.
Price changes apply prospectively, with notice before renewal and an opportunity to cancel. They do not change an agreed fixed project price. For marketplace purchases, use the marketplace's billing and cancellation procedures.
Refunds and project cancellation charges follow the agreed order and applicable law. Nothing here removes a mandatory cooling-off, cancellation, refund or remedy right. We will not charge for a new paid term or convert a free trial to paid use without the required disclosure and authorisation.
5. Ownership and licences
You retain ownership of the data, code and materials you supply. You grant us only the rights needed to deliver, maintain and protect the agreed service, including processing by authorised providers. This does not give us the right to sell your content or use it for unrelated purposes.
Unless the project agreement says otherwise, you own bespoke deliverables created specifically for you once the agreed fees for those deliverables are paid. We will document any assignment needed to give effect to that ownership. We retain our pre-existing materials and independently developed reusable tools. Where we include those materials in a paid deliverable, we grant you a perpetual, worldwide, non-exclusive licence to use and modify them as part of that deliverable, including through your maintainers.
Third-party and open-source components remain subject to their own licences. Our hosted products, general methods, brand and website remain ours or our licensors'. You may read, share links to and print website material for legitimate business purposes, but may not misrepresent it as your own.
As between you and us, you may use AI output generated for you and we assign any rights we hold in that output to you, subject to your agreement and third-party rights. Output may not be unique or qualify for intellectual property protection.
6. Data and confidentiality
Our privacy policy explains how we handle personal information. Where we process it for you, the agreed instructions and any data processing agreement also apply. You must have the rights and lawful basis needed to provide data and connect systems; we remain responsible for our own legal obligations.
Each party must protect the other's confidential information, use it only for the engagement, and disclose it only to people or providers who need it and are bound by appropriate confidentiality duties. This includes non-public code, credentials, business information and customer content.
These duties do not cover information that becomes public without a breach, was already lawfully known, is independently developed, or is lawfully received without a confidentiality duty. Required legal disclosures are permitted, with advance notice where lawful. Confidentiality continues after the engagement while the information remains confidential.
7. AI features and output
AI can produce inaccurate, incomplete, biased or insecure output. It may reproduce material subject to third-party rights. Review and test output before using it, publishing it or allowing it to affect people or production systems. We do not guarantee a particular business outcome or that AI output is suitable for every purpose.
AI output is not a substitute for qualified legal, medical, financial or other professional advice. Do not use it as the sole basis for decisions with significant legal or personal effects without the required human oversight and lawful safeguards.
Enable automated actions only within permissions and limits you are authorised to grant. The project scope or product documentation must explain what a feature can change. We do not use customer content to train our own general-purpose AI models; customer-specific training requires a separate written agreement. These limits do not reduce our obligations for agreed professional services.
8. Acceptable use
You must not use our website or services to break the law, infringe others' rights, distribute malware, gain unauthorised access, disrupt systems, send unsolicited bulk messages, or bypass security, licences or usage limits. Do not resell access unless your agreement permits it. Restrictions on copying or reverse engineering do not override rights that applicable law makes mandatory.
Do not submit sensitive or regulated data unless the service is intended and agreed for that use. Report suspected vulnerabilities privately through our contact form, using the Security topic, without exposing other people's information.
9. Third parties and support
Connected platforms, AI providers, marketplaces and open-source components may have separate terms and limits. Their changes or outages can affect integrations. We do not control independent providers or guarantee their availability, but remain responsible for the commitments we make about our own service.
Support arrangements, response commitments, backup responsibilities and any service levels must be set out in your agreement or product plan. General information on the support page is not an uptime guarantee. Keep appropriate copies of business-critical data unless we have expressly agreed to manage backups for you.
10. Suspension and termination
We may restrict access where reasonably necessary to address a security risk, unlawful use, material breach or overdue payment. Where practical and lawful, we will explain the reason, give notice and allow a reasonable opportunity to resolve it. Urgent protective action may be immediate and should be limited to what is necessary.
Either party may end an agreement for a material breach that remains uncorrected after written notice and a reasonable opportunity to remedy it. Other termination rights and notice periods follow the agreed order and applicable law. If we end a prepaid service for convenience, we will refund the unused portion.
On termination, access ends and outstanding fees for work performed remain payable. We will handle return, export and deletion of customer data under the agreement and privacy policy. Arrange any needed export before access ends; where that is not possible, contact us for reasonable assistance, subject to legal and security restrictions. Ownership, confidentiality, accrued payment obligations and provisions intended to survive continue to apply.
11. Warranties
We will provide the professional services and express warranties stated in your agreement. We do not promise that software will be uninterrupted, error-free or compatible with every future system change.
Except for those commitments and warranties required by law, our website, free tools and beta features are provided as available, without additional warranties. No disclaimer excludes a mandatory standard of service, consumer guarantee or remedy.
12. Liability
Subject to the exceptions below and any different limit in a signed agreement, our total liability arising from an affected service is limited to the fees paid or payable for that service in the 12 months before the event giving rise to the claim. This is an aggregate limit, not a separate limit for each claim.
To the extent the law permits, neither party is liable for indirect or consequential losses, including lost profits or business opportunities. This does not excuse payment of agreed fees.
These exclusions and limits do not apply to fraud, wilful misconduct, gross negligence, or liability that cannot lawfully be excluded or limited. They do not remove mandatory consumer rights, data protection rights or statutory remedies.
13. Governing law and disputes
Unless a signed agreement states otherwise, South African law governs the agreement. Please contact us first so we can try to resolve a dispute promptly. This does not prevent urgent court action or a complaint to a regulator.
Disputes may be brought before a competent South African court, subject to any mandatory right to use another court, tribunal or consumer dispute process. If a provision is unenforceable, the remaining provisions continue to apply to the extent lawful.
14. Changes and contact
We may update these terms and will identify the version by its date. Material changes affecting an existing subscription require reasonable advance notice and take effect at renewal or when otherwise lawfully agreed. They do not retrospectively change a signed project agreement or an existing claim. Where consent is required, we will obtain it.
For questions, cancellations or notices, use our contact form or the contact details in your customer agreement. Formal legal notices must follow any procedure required by that agreement or the law.