Terms and Conditions

Last updated

These Customer Terms of Service (“Terms”) govern the use of software, websites, platforms and related services supplied by Entegral Technologies (Pty) Ltd (“Entegral”, “we”, “us” or “our”).

By creating an account, accepting an order or proposal, subscribing to a Service, or using a Service, the customer (“Client”, “you” or “your”) agrees to these Terms together with our Privacy Policy and any applicable order, quotation, pricing schedule, product-specific terms or service agreement.

If you are accepting these Terms on behalf of a business or other organisation, you confirm that you are authorised to bind that organisation.

1. Our Services

Entegral provides real estate technology products and related services, which may include Base, Flex, Sync, Vault and other software, websites, APIs, integrations, data services and products made available by Entegral from time to time (“Services”).

Specific features, usage limits, pricing and inclusions may differ between products and subscription plans and will be described on our website, in the applicable Service, or in an order, proposal or pricing schedule.

We may improve, update or change our Services from time to time. This may include adding, changing or discontinuing individual features where reasonably necessary for security, performance, regulatory, operational or product-development reasons.

We will endeavour to provide reasonable notice where a material change significantly affects a Client's use of a paid Service.

2. Accounts and authorised users

You must provide accurate and current information when creating or maintaining an Entegral account.

Where a Service is intended for estate agencies, property practitioners or other regulated businesses, we may require information necessary to verify the business, its users or relevant regulatory status.

South African property practitioners may be required to provide appropriate regulatory information, including details relating to their Property Practitioner Fidelity Fund Certificate where applicable.

You are responsible for:

  • ensuring that users accessing your account are authorised to do so;
  • maintaining accurate user and business information;
  • keeping passwords and authentication credentials secure;
  • using two-factor authentication where required or made available;
  • promptly removing access for users who leave your organisation or no longer require access; and
  • all activity performed through your account by authorised users.

User accounts are intended for individual users and should not be shared between people.

3. Acceptable use

You may use the Services only for lawful business purposes and in accordance with these Terms.

You may not:

  • use the Services for unlawful, fraudulent or abusive activities;
  • attempt to gain unauthorised access to the Services or another Client's data;
  • circumvent security, access controls, usage limits or technical restrictions;
  • interfere with or disrupt the operation of our systems;
  • introduce malicious code, malware or other harmful material;
  • use property listings to advertise unrelated goods or services;
  • upload content that you do not have the right to use;
  • use the Services in a way that infringes another person's intellectual property, privacy or other rights;
  • resell or commercially redistribute a Service unless authorised in writing by Entegral; or
  • reverse engineer, decompile or attempt to extract the source code of our software except where expressly permitted by applicable law.

We may take reasonable steps to prevent abuse, protect our infrastructure and preserve the security and integrity of the Services.

4. Client Data

As between Entegral and the Client, the Client retains ownership of the data, property information, documents, images and other content submitted to the Services by or on behalf of the Client (“Client Data”).

Entegral does not acquire ownership of Client Data merely because it is stored or processed through our Services.

You grant Entegral a limited right to host, copy, transmit, process, transform, index and display Client Data to the extent reasonably required to:

  • provide and operate the Services;
  • publish or syndicate information at your instruction;
  • create backups and provide disaster recovery;
  • provide search, reporting, automation and related functionality;
  • protect the security and integrity of the Services; and
  • comply with applicable law.

You are responsible for ensuring that Client Data is accurate and lawful and that you have the rights, mandates, permissions and consents necessary for Entegral to process it.

5. Property listing data and syndication

Where you instruct Entegral to distribute or publish property information, you authorise us to transmit the relevant listing data, media and contact information to the destinations selected by you.

Depending on the Service, this may include:

  • MyProperty;
  • your Flex website;
  • third-party property portals;
  • advertising platforms;
  • social media services;
  • APIs; or
  • other syndication destinations selected by you.

You remain responsible for the accuracy, lawfulness and currency of information supplied for publication.

Publication on a third-party platform remains subject to that platform's rules, technical requirements and availability.

Entegral cannot guarantee that a third-party platform will accept, display, rank or continue displaying any particular listing.

Sensitive information, including a property's precise address, will only be published where the applicable settings, mandate or Client instruction permits it.

6. Client Data sharing and privacy

We will not sell Client Data to third parties.

We may share or process Client Data with service providers and subprocessors where reasonably necessary to provide the Services, subject to appropriate privacy and security obligations.

Where the Client chooses to syndicate, integrate or otherwise send information to a third-party service, Entegral may transmit the selected information in accordance with the Client's instructions.

Further information regarding the collection and processing of personal information is contained in our Privacy Policy.

7. Protection of personal information

Each party must comply with the Protection of Personal Information Act 4 of 2013 (“POPIA”) to the extent applicable to its activities.

Depending on the circumstances, Entegral may act as a responsible party or as an operator processing personal information on behalf of the Client.

Where Entegral processes personal information as an operator on behalf of the Client, Entegral will:

  • process the information only as necessary to provide the Services or as otherwise lawfully instructed;
  • maintain appropriate technical and organisational security measures;
  • require relevant personnel and service providers to maintain confidentiality; and
  • reasonably assist the Client with applicable privacy obligations.

Clients are responsible for having an appropriate lawful basis for collecting and processing personal information entered into the Services, including obtaining consent where required.

Clients must not upload personal information that they are not lawfully entitled to process.

8. Security

Entegral uses reasonable administrative, organisational and technical measures designed to protect the confidentiality, integrity and availability of information processed through our Services.

No internet-based service can be guaranteed to be completely secure, and Entegral does not warrant that unauthorised access, cybersecurity incidents or interruptions can never occur.

Clients are responsible for maintaining appropriate security within their own organisation, devices and user accounts.

You must notify Entegral promptly if you become aware of suspected unauthorised access to your account.

Where required by applicable law or an agreement between the parties, Entegral will notify affected Clients of qualifying security incidents.

9. Backups and data recovery

Entegral maintains backup and recovery processes appropriate to the relevant Service.

Backups are intended primarily for platform continuity and disaster recovery and should not be treated as a substitute for any Client backup obligations applicable to its own business.

Where Client Data has been deleted by an authorised user, restoration may not always be possible.

If restoration is technically possible, Entegral may charge a reasonable fee for recovery work that falls outside normal support.

10. Entegral intellectual property

Entegral retains all rights, title and interest in its:

  • software;
  • source code;
  • databases and database structures;
  • APIs;
  • algorithms;
  • workflows;
  • user interfaces;
  • templates;
  • reusable website components;
  • search and matching technology;
  • platform functionality;
  • documentation;
  • trademarks; and
  • other technology and intellectual property.

Except for the limited right to use the Services during your subscription, no intellectual property rights in Entegral's technology are transferred to the Client.

Ideas, suggestions or feedback provided to Entegral may be used to improve our products without creating an obligation to compensate the person providing the feedback.

11. Flex websites

Where Entegral supplies a Flex website, the following additional provisions apply.

### Client-owned material

The Client retains ownership of material supplied by the Client, including:

  • trademarks and logos;
  • photographs and videos;
  • written content;
  • property information; and
  • other original Client material.

Where a custom creative asset has been expressly created and supplied to the Client as Client-owned work, ownership will be determined by the applicable quotation or agreement.

### Entegral technology

The underlying Flex platform, software, reusable components, templates, search functionality, forms, integrations, system-generated components and other reusable technology remain the intellectual property of Entegral.

A Flex website therefore does not constitute delivery or sale of the underlying source code.

### Hosting

Flex websites are hosted and operated as part of Entegral's managed platform unless otherwise agreed in writing.

Clients are not provided with server, source-code or FTP access merely because they subscribe to a Flex website.

### Attribution

Where applicable to the chosen plan, Entegral may display a reasonable “Powered by Entegral” attribution on websites using the Flex platform.

### Domains

Domain registration, DNS management and related services may be supplied by Entegral where selected by the Client.

Where a domain is registered for a Client through Entegral, the Client remains entitled to the domain, subject to payment of amounts owing and applicable domain registry rules.

12. Sync and APIs

Where a Client uses Sync, an API or another integration Service, the Client is responsible for ensuring that its own systems and appointed developers meet the applicable technical requirements.

API credentials must be kept confidential.

Clients and their developers may not:

  • exceed applicable rate or usage limits;
  • intentionally place unreasonable load on Entegral systems;
  • attempt to circumvent authentication or security controls; or
  • use APIs for purposes outside the authorised integration.

Technical specifications and APIs may evolve over time.

Where practical, Entegral will provide reasonable notice before making a material breaking change to an actively supported integration.

13. Vault, compliance and verification services

Where Vault or another Entegral Service provides identity, compliance, FICA, sanctions, PEP, verification, screening or related information:

  • the Client is responsible for determining its own legal and regulatory obligations;
  • results must be considered together with the Client's own compliance processes;
  • information may originate from third-party data providers and official or commercial data sources; and
  • no result should be interpreted as legal advice or as a guarantee that a person or transaction complies with applicable legislation.

The Client is responsible for obtaining any permission or consent required before submitting a person's information for verification or screening.

Clients remain responsible for their own obligations under the Financial Intelligence Centre Act 38 of 2001 (“FICA”) and other applicable legislation.

14. Artificial intelligence and automated features

Some Entegral Services may include artificial intelligence, machine learning or automated functionality.

These features may assist with activities such as:

  • drafting or improving property descriptions;
  • extracting or classifying information;
  • searching and matching;
  • summarising information;
  • analysing property or market data; and
  • generating recommendations or suggestions.

AI-generated and automated outputs may occasionally be incomplete, inaccurate or inappropriate.

Clients remain responsible for reviewing outputs before relying on, publishing or acting on them.

AI-assisted functionality does not constitute legal, financial, property valuation, regulatory or other professional advice.

Where third-party AI technology is used to provide a feature, relevant information may be processed by that provider as necessary to perform the requested function and in accordance with applicable privacy and data-processing arrangements.

15. Third-party services

The Services may integrate with services operated by third parties, including property portals, communication providers, mapping providers, payment providers, cloud infrastructure providers, AI providers and other technology services.

These services are outside Entegral's direct control.

Entegral is not responsible for downtime, changes, errors or discontinuation caused solely by a third-party service, although we will make reasonable efforts to mitigate the effect on our Services where practical.

Your use of a third-party service may also be subject to that provider's own terms.

16. Email, messaging and acceptable communications

Clients may only use Entegral communication tools in accordance with applicable law.

You may not use our Services to distribute spam or unlawful unsolicited electronic communications.

In particular, you may not:

  • send communications to recipients where you do not have a lawful basis to do so;
  • continue sending marketing communications to a person who has validly opted out;
  • use purchased, harvested or unlawfully obtained contact databases;
  • disguise the identity of the sender;
  • create accounts for the purpose of sending spam; or
  • use Entegral infrastructure to facilitate abusive or deceptive communications.

Entegral may suspend communication functionality where we reasonably believe its continued use creates a legal, technical, security or reputational risk.

17. Fees and payment

Fees are determined by the Client's applicable subscription, quotation, order or pricing schedule.

Unless stated otherwise:

  • recurring Services are billed in advance;
  • usage-based services may be billed in arrears;
  • amounts are exclusive of VAT unless expressly stated otherwise;
  • invoices are payable by the due date shown on the invoice; and
  • fees already incurred are non-refundable except where required by law or expressly agreed otherwise.

Additional usage, users, listings, messages, verification searches, domains, custom development or other services may result in additional charges where applicable to the Client's plan.

18. Pricing changes

Entegral may change subscription prices or other recurring fees from time to time.

We will provide reasonable advance notice of a material price change affecting an existing paid subscription.

Continued use of the affected Service after the effective date of the price change constitutes acceptance of the new pricing, subject to any cancellation rights available to the Client under its agreement or applicable law.

Nothing in these Terms limits rights that a consumer may have under applicable South African consumer protection legislation.

19. Overdue accounts and suspension

If an invoice remains unpaid after its due date, Entegral may issue reminders and take reasonable steps to recover the outstanding amount.

We may suspend access to some or all Services where an account remains materially overdue after reasonable notice.

Suspension does not extinguish amounts already owing.

Where permitted by law and disclosed to the Client, reasonable interest, collection charges or administrative costs may apply to overdue amounts.

Before permanently deleting Client Data following termination or prolonged non-payment, Entegral will provide reasonable notice where practicable and retain the information for the applicable post-termination retention period.

20. Cancellation and termination

Unless an order, fixed-term agreement or product-specific agreement provides otherwise, recurring subscriptions are supplied on a month-to-month basis and may be cancelled by providing one calendar month's written notice.

Cancellation can be submitted using the cancellation functionality provided by Entegral or by another recorded method accepted by us.

Where the Consumer Protection Act 68 of 2008 or another applicable law provides the Client with mandatory cancellation rights, those rights will apply notwithstanding anything inconsistent in these Terms.

Entegral may terminate or suspend an account where the Client:

  • materially breaches these Terms and fails to remedy the breach after reasonable notice;
  • fails to pay amounts due;
  • uses the Service unlawfully;
  • presents a material cybersecurity risk;
  • abuses Entegral systems or personnel; or
  • engages in activity reasonably likely to cause significant harm to Entegral or other users.

Serious security, fraud or unlawful-use incidents may justify immediate suspension while the matter is investigated.

21. Data after termination

Following termination, the Client should export or download any information it requires within the period made available for the applicable Service.

Entegral may retain Client Data for a limited period following termination for purposes including:

  • backup recovery;
  • dispute resolution;
  • legal compliance; and
  • account reactivation.

Following the applicable retention period, Client Data may be deleted or anonymised unless Entegral is legally required to retain it.

Backup copies may remain within secure backup systems until overwritten according to normal backup cycles.

22. Service availability

Entegral aims to provide reliable and highly available Services.

However, uninterrupted or error-free operation cannot be guaranteed.

Services may occasionally be unavailable because of:

  • planned maintenance;
  • emergency maintenance;
  • software updates;
  • cybersecurity events;
  • internet or telecommunications failures;
  • third-party provider outages; or
  • circumstances outside Entegral's reasonable control.

Where practicable, we will endeavour to minimise disruption and communicate material incidents affecting Service availability.

Any specific service-level commitment will apply only where expressly agreed in writing.

23. Support

Standard Entegral support is available during our published South African business hours, excluding public holidays, unless a different support arrangement forms part of the Client's subscription.

Our preferred support channels are those published within the Services or on our website.

We aim to respond to support requests within reasonable timeframes based on their urgency and complexity.

Estimated response or completion times are targets rather than guaranteed service levels unless expressly agreed otherwise.

Custom development, website changes and other work falling outside standard support may be quoted separately and scheduled according to available capacity.

24. Operational and marketing communications

Entegral may send Clients communications necessary for the operation of their account, including:

  • security notices;
  • billing information;
  • service announcements;
  • support communications;
  • regulatory notices; and
  • significant product or Terms changes.

These operational communications form part of providing the Service and may not always include an unsubscribe option.

Marketing communications concerning Entegral products, features or services will be sent in accordance with applicable South African law.

Recipients may opt out of marketing communications at any time using the unsubscribe mechanism provided.

25. Client responsibilities

The Client is responsible for:

  • ensuring that its use of the Services complies with applicable law;
  • maintaining any licences, registrations or regulatory approvals required for its business;
  • the accuracy and lawfulness of information entered into the Services;
  • obtaining appropriate property mandates;
  • complying with marketing and advertising requirements;
  • obtaining necessary privacy permissions and consents;
  • properly supervising its users; and
  • independently verifying information where professional judgment is required.

Entegral provides technology and related services and does not act as the Client's estate agent, legal adviser, accountant, financial adviser, FICA compliance officer or other professional adviser merely by providing a Service.

26. Warranties

Entegral will provide the Services with reasonable care and skill.

Except for warranties that cannot lawfully be excluded, the Services are otherwise supplied without any implied warranty that they will:

  • meet every particular business requirement;
  • operate without interruption;
  • be entirely free from errors;
  • produce a particular commercial outcome; or
  • cause a listing, lead, transaction or sale to occur.

Nothing in these Terms excludes a warranty or consumer right that may not lawfully be excluded.

27. Limitation of liability

To the maximum extent permitted by law, Entegral will not be liable for indirect, incidental, special or consequential loss arising from use of the Services, including loss of profits, revenue, opportunity, goodwill or anticipated savings.

Entegral will not be liable for loss resulting primarily from:

  • incorrect information supplied by the Client;
  • actions of an authorised Client user;
  • third-party systems or services outside Entegral's reasonable control;
  • the Client's failure to maintain appropriate account security;
  • unlawful or unauthorised use of the Services by the Client; or
  • decisions made solely in reliance on automated, AI-generated or third-party information.

To the maximum extent permitted by law, Entegral's total aggregate liability arising out of or relating to the Services will not exceed the total fees paid by the Client to Entegral for the affected Service during the 12 months immediately preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability where doing so is prohibited by South African law.

28. Indemnity

To the extent permitted by law, the Client indemnifies Entegral against third-party claims arising from:

  • Client Data that infringes another person's rights;
  • unlawful communications sent by the Client;
  • publication of information without the necessary authority or mandate;
  • the Client's breach of applicable privacy or regulatory obligations; or
  • the Client's unlawful or unauthorised use of the Services,

except to the extent that the claim arose from Entegral's own unlawful conduct, gross negligence or other liability that cannot lawfully be excluded.

29. Changes to these Terms

We may update these Terms from time to time to reflect:

  • changes to our Services;
  • new products or functionality;
  • security requirements;
  • operational changes; or
  • changes in applicable law.

For material changes affecting existing Clients, we will provide reasonable notice by email, within the Service or through another appropriate communication channel.

The current version of these Terms will be published on the Entegral website together with its effective date.

30. Electronic communications

The parties agree that notices, agreements and other communications may be delivered electronically where permitted by law.

Electronic acceptance of these Terms, including acceptance through an account signup, subscription flow or other electronic process, may constitute valid acceptance.

These Terms are intended to operate together with applicable South African electronic communications and transactions legislation.

31. Governing law

These Terms and any dispute arising from them are governed by the laws of the Republic of South Africa.

The parties submit to the jurisdiction of the courts of South Africa, subject to any statutory right a consumer may have to approach another court, tribunal, regulator or dispute-resolution body.

32. General

If any provision of these Terms is found to be unlawful or unenforceable, the remaining provisions will continue to apply.

A failure by either party to enforce a provision immediately does not constitute a waiver of that provision.

The Client may not transfer its rights or obligations under these Terms without Entegral's written consent, except as part of a bona fide sale or restructuring of its business where Entegral reasonably approves the transfer.

Entegral may use subcontractors and technology providers in delivering the Services while remaining responsible for its obligations under these Terms.

These Terms, together with any applicable order, quotation, product-specific terms, Privacy Policy and other expressly incorporated documents, constitute the agreement relating to the relevant Services.

Where an expressly signed agreement conflicts with these general Terms, the signed agreement will prevail to the extent of the conflict.

33. Contact details

Questions regarding these Terms can be directed to:

Entegral Technologies (Pty) Ltd

South Africa

Email: support@entegral.net

Website: entegral.net