ReviveX Service Terms

These Service Terms apply where a Client purchases or subscribes to a ReviveX service.

They should be read together with any applicable:

• Proposal
• Quotation
• Order Form
• Statement of Work
• Service Agreement
• Data Processing Agreement
• Acceptable Use Policy
• AI Use & Limitations
• Implementation scope
• Change request
• Other written commercial terms agreed between ReviveX and the Client

Together, these documents form the agreement governing the relevant service.

If there is an inconsistency between documents governing a service, the following order should generally apply unless expressly agreed otherwise:

• Signed or specifically agreed Service Agreement / Statement of Work
• Order Form or accepted Proposal
• Data Processing Agreement for matters relating specifically to personal-information processing
• These Service Terms
• Acceptable Use Policy
• AI Use & Limitations
• Other incorporated policies or documentation

A document will override another only to the extent of the relevant inconsistency.

ReviveX services may include:

• ReviveX CRM
• Website Conversion
• Inbound Call Conversion
• Speed-to-Lead
• Database Reactivation
• Reputation Conversion
• CRM configuration
• Pipeline configuration
• Conversation systems
• Workflow automation
• Calendar workflows
• Lead routing
• Reporting
• Integrations
• Custom AI assistants
• Database campaigns
• Custom software
• Internal workflow systems
• Client portals
• Custom applications
• Consulting and implementation services

The exact service purchased by the Client will be defined in the applicable Proposal, Order Form, Statement of Work or Service Agreement.

ReviveX may offer:

• Standalone conversion systems
• Connected ReviveX packages
• ReviveX CRM
• Database Reactivation campaigns
• Custom ReviveX implementations

Public website pricing is intended as general pricing information. The Client's actual commercial arrangement is determined by the accepted Proposal, quotation, Order Form or Service Agreement.

ReviveX will provide the services described in the agreed scope.

The scope should identify, where relevant:

• Selected ReviveX system
• Channels involved
• CRM requirements
• Automation requirements
• Integrations
• Lead sources
• Knowledge requirements
• Calendar requirements
• Routing requirements
• Human handover process
• Reporting
• Usage arrangements
• Custom development
• Implementation responsibilities

Anything not reasonably included within the agreed scope may require additional scoping or charges.

Many ReviveX services require implementation before go-live. Implementation may include:

• Discovery
• Customer-journey review
• Workflow design
• Conversation design
• Prompt configuration
• Business knowledge setup
• CRM configuration
• Pipelines
• Custom fields
• Automation
• Lead routing
• Calendar setup
• Telephone configuration
• Integrations
• Testing
• Human escalation rules
• Go-live preparation

Setup fees cover this implementation work and are separate from recurring subscription fees unless expressly stated otherwise.

The Client agrees to provide information and access reasonably required to implement the service. This may include:

• Business information
• Service descriptions
• FAQs
• Prices where relevant
• Contact information
• Opening hours
• Escalation contacts
• Calendar information
• Existing CRM information
• Database information
• Access credentials or authorised connections
• Brand information
• Routing instructions
• Compliance requirements
• Approval of workflows
• Testing feedback

ReviveX is not responsible for delays caused by the Client's failure to provide information, access, approvals or decisions reasonably required for implementation.

Where applicable, the Client should review and approve key elements of the configured system before go-live. This may include:

• Business information
• Responses
• Qualification logic
• Workflow rules
• Escalation rules
• Routing
• Calendars
• Contact details
• Messaging
• Automation behaviour

Client approval does not prevent later optimisation. However, the Client remains responsible for identifying business-specific information or rules that ReviveX could not reasonably know without being told.

The service may go live once the agreed implementation requirements have been materially completed.

A target go-live date may depend on:

• Client responsiveness
• Platform availability
• Integration access
• Telephone configuration
• Messaging approvals
• Third-party providers
• Testing
• Complexity of implementation

Unless expressly guaranteed in writing, implementation dates are targets rather than absolute guarantees.

The Client agrees to pay all applicable fees described in the relevant Proposal, quotation, Order Form, invoice or Service Agreement.

Fees may include:

• Setup fees
• Monthly subscription fees
• Campaign fees
• Usage charges
• Integration fees
• Custom-development fees
• Additional configuration fees
• Third-party charges
• Change-request fees

All fees should be read together with the applicable tax treatment shown on the relevant invoice or commercial document.

Unless expressly agreed otherwise, setup or implementation fees are payable for the work required to configure and prepare the relevant ReviveX system.

Once substantive implementation work has begun, setup fees are generally not refundable merely because the Client later decides not to proceed.

This does not limit any mandatory right that may apply under applicable law.

Recurring ReviveX fees are charged according to the Client's agreed subscription or package.

Unless expressly stated otherwise:

• Monthly fees are charged in advance
• Usage charges may be billed in arrears or according to provider billing cycles
• Additional approved work may be invoiced separately

The invoice or Order Form will specify the applicable billing arrangement.

Certain technologies are charged according to actual usage. Depending on the service, usage may include:

• AI voice minutes
• Telephone calls
• Telephone numbers
• WhatsApp messages or conversations
• SMS
• Email
• AI/model consumption
• Storage
• Third-party software
• Connected technology services
• External API usage

Usage charges are additional to the monthly service fee unless expressly included. The Client is responsible for usage generated through the Client's authorised ReviveX environment.

Some usage and technology costs are determined by external providers. Those providers may change:

• Usage rates
• Currency pricing
• Platform charges
• API charges
• Telephone charges
• Messaging charges
• Product availability

Where an external provider changes its pricing, ReviveX may adjust corresponding pass-through or usage charges. Where reasonably practicable, ReviveX will notify affected Clients of material pricing changes before they take effect.

Invoices are payable according to the payment terms stated on the relevant invoice or agreement.

The Client is responsible for:

• Paying invoices when due
• Keeping billing information current
• Raising genuine billing queries promptly
• Paying undisputed amounts notwithstanding a dispute about another amount

ReviveX may use available payment methods such as electronic transfer, debit order, card or another agreed method.

If an undisputed amount remains overdue, ReviveX may, subject to applicable law and reasonable notice where appropriate:

• Request immediate payment
• Suspend affected services
• Restrict usage
• Pause campaigns
• Disable optional functionality
• Withhold additional work

Suspension does not automatically cancel amounts already due. ReviveX should restore suspended services within a reasonable period after overdue undisputed amounts have been resolved, subject to any reactivation requirements.

Unless another term is agreed in writing, standard ReviveX conversion services generally begin with an:

After the initial service term, the service generally continues on a:

The standard commercial structure above does not override mandatory rights under applicable South African law.

Where the Client qualifies as a consumer and statutory fixed-term cancellation or renewal protections apply, those mandatory protections will prevail.

Where the Client is a juristic person and the relevant consumer-law fixed-term provisions do not apply, the agreed commercial term will govern.

ReviveX should not use these Service Terms to contract out of rights that cannot legally be waived.

After the applicable initial term, a month-to-month service may be cancelled by giving the notice period stated in the Client's applicable Order Form, Service Agreement or Proposal.

Where no separate notice period is stated, use:

30 calendar days' written notice

subject to applicable mandatory law.

Notice should be sent in writing to an authorised ReviveX contact.

Where a Client seeks to terminate during an agreed fixed commercial term, the consequences will depend on:

• The Client's legal status
• Applicable consumer law
• The agreed commercial arrangement
• Work already performed
• Discounts granted
• Non-cancellable third-party commitments
• Custom development already completed

Nothing in these Service Terms permits ReviveX to impose a cancellation charge that is unlawful, unfair or prohibited by applicable law.

ReviveX may terminate or suspend a service where appropriate if the Client:

• Materially breaches the agreement
• Fails to pay undisputed fees
• Uses the service unlawfully
• Uses the service in breach of the Acceptable Use Policy
• Creates material security risk
• Uses ReviveX for fraud, abuse or prohibited activity
• Provides unlawful instructions
• Repeatedly prevents ReviveX from performing the service
• Materially misuses third-party platforms

Where appropriate and legally required, ReviveX should provide notice and a reasonable opportunity to remedy a remediable breach before termination.

Immediate suspension may be necessary where there is serious:

• Security risk
• Fraud
• Abuse
• Illegal activity
• Risk to third parties
• Provider-enforced restriction

On termination:

• The Client's right to use the affected ReviveX services ends
• Recurring future fees cease according to the applicable termination date
• Amounts already due remain payable
• Non-refundable third-party commitments remain subject to their applicable terms
• Data handling will follow the applicable Data Processing Agreement and retention requirements
• Access to platform features may be withdrawn

The Client should arrange any required data export before termination where technically possible.

As between ReviveX and the Client, the Client retains its rights in the business and customer data supplied to or processed through the Client's ReviveX environment, subject to applicable law.

ReviveX does not acquire ownership of the Client's customer database merely because it is processed through ReviveX systems.

Where ReviveX processes personal information on behalf of the Client, the Client will generally act as the Responsible Party and ReviveX as the Operator for that processing.

The Client is responsible for determining:

• Why the information is processed
• Whether the processing is lawful
• What information ReviveX is authorised to process
• Appropriate retention requirements
• Appropriate notices to individuals
• Consent where required
• Lawful direct-marketing practices
• Industry-specific obligations

The applicable Data Processing Agreement governs these responsibilities in more detail.

If the Client provides a database for:

• Database Reactivation
• Follow-up
• Marketing
• Messaging
• CRM import
• Campaign activity

the Client confirms that it has the lawful authority to provide and instruct ReviveX to process that information.

The Client must not instruct ReviveX to use:

• Unlawfully obtained data
• Stolen data
• Purchased data where its use would be unlawful
• Contact information the Client has no legal basis to process
• Data in breach of applicable opt-out or objection rights

ReviveX may refuse to process a database where there is a reasonable compliance concern.

Where ReviveX is instructed to send or facilitate outbound communication on behalf of the Client, the Client remains responsible for ensuring that the campaign is lawfully authorised.

This may include ensuring appropriate compliance with:

• POPIA
• Consumer-protection requirements
• Direct-marketing requirements
• Consent requirements
• Existing-customer rules
• Opt-out requirements
• Industry-specific restrictions

ReviveX may implement technical opt-out workflows but does not replace the Client's responsibility for establishing the lawful basis of the campaign.

The Client is responsible for the accuracy and legality of information supplied to ReviveX. This includes:

• Service descriptions
• Pricing
• Business hours
• Policies
• FAQs
• Product information
• Promotional claims
• Medical or regulated information
• Legal wording
• Sales offers
• Contact details

ReviveX may assist with wording or configuration but does not independently verify every Client statement unless this has specifically been agreed.

Clients operating in regulated or sensitive industries remain responsible for their professional and regulatory obligations.

ReviveX must not be treated as replacing:

• Doctors
• Healthcare professionals
• Lawyers
• Accountants
• Financial advisers
• Compliance officers
• Emergency services
• Other regulated professionals

The Client must identify matters that require mandatory human or professional involvement.

Unless specifically designed and legally appropriate for that purpose, ReviveX services are not emergency-response systems.

Clients must not configure ordinary ReviveX conversational systems as the sole method for handling:

• Medical emergencies
• Threats to life
• Emergency-response requests
• Crisis situations
• Other situations where immediate professional intervention is required

Appropriate emergency instructions and human escalation should be implemented where relevant.

Some ReviveX services use artificial intelligence or automated decision logic.

The Client acknowledges that AI may:

• Make mistakes
• Misinterpret information
• Produce incomplete responses
• Require clarification
• Require human correction
• Behave differently in unexpected circumstances

AI is not infallible.

The Client agrees to use appropriate human review and escalation for situations where accuracy, sensitivity or professional judgement is important.

The ReviveX AI Use & Limitations policy forms part of the service framework.

ReviveX does not guarantee:

• Sales
• Revenue
• Profit
• Lead volume
• Conversion rate
• Appointment volume
• Review ratings
• Positive reviews
• Customer retention
• Business growth
• Return on investment

ReviveX provides systems intended to improve process consistency, response and opportunity management. Actual outcomes depend on factors outside ReviveX's control.

ReviveX relies on external technology providers in delivering certain services. These may include providers of:

• CRM infrastructure
• Hosting
• AI models
• Voice technology
• Telephony
• Email
• SMS
• WhatsApp connectivity
• Calendars
• Automation
• APIs
• Payment services
• Cloud infrastructure

The Client acknowledges that third-party services may:

• Experience downtime
• Change functionality
• Change pricing
• Change policies
• Remove features
• Restrict accounts
• Change APIs
• Experience outages

ReviveX cannot guarantee uninterrupted operation of independent third-party services.

Where the Client uses a third-party product through ReviveX, that use may also be subject to the provider's own:

• Terms
• Policies
• Usage rules
• Restrictions
• Service availability

The Client must comply with applicable third-party terms.

Technology platforms evolve. ReviveX may need to:

• Modify integrations
• Change workflows
• Replace deprecated functionality
• Adapt configurations
• Change providers
• Update implementation methods

Where a material change significantly affects the agreed Client service, ReviveX should communicate the impact where reasonably practicable.

ReviveX aims to provide reliable services but does not guarantee uninterrupted availability unless a specific written Service Level Agreement states otherwise.

Availability may be affected by:

• Maintenance
• Internet outages
• Platform outages
• Telecommunications outages
• API failures
• Third-party failures
• Security incidents
• Provider changes
• Events beyond reasonable control

Support is provided according to the Client's applicable package, Proposal or Service Agreement.

Support may include:

• Configuration assistance
• Technical troubleshooting
• Workflow review
• Platform assistance
• Issue escalation
• Reasonable optimisation

Unless expressly stated otherwise, support does not include unlimited:

• Development
• Redesign
• New workflows
• Integrations
• Campaign creation
• Custom features
• Strategic consulting

Material additions may require separate scoping.

No specific support response time, uptime commitment or resolution time applies unless expressly included in:

• A Service Level Agreement
• The Client's Service Agreement
• A Proposal or Order Form

General descriptions such as "support included" do not create an unlimited or guaranteed support SLA.

The Client may request changes to an existing implementation.

Examples include:

• New workflows
• New departments
• New locations
• New integrations
• New services
• New conversation logic
• Major prompt changes
• New automations
• Custom development

ReviveX will determine whether the request:

• Falls within ordinary optimisation
• Requires additional work
• Requires a formal change request
• Requires additional fees
• Requires a revised implementation timeline

No material out-of-scope work is required until commercially agreed.

ReviveX systems may be refined after go-live based on:

• Real conversations
• Client feedback
• Workflow performance
• New business information
• Identified gaps
• Technical changes

Optimisation does not mean that ReviveX guarantees a particular result.

Each party may receive confidential information belonging to the other.

Confidential information may include:

• Business information
• Customer information
• Pricing
• Commercial information
• Workflows
• Technology
• Strategy
• Credentials
• Documentation
• Trade secrets
• Client databases

Each party agrees to:

• Use confidential information only for legitimate purposes related to the service
• Protect it using reasonable safeguards
• Restrict access to those who reasonably require it
• Not disclose it unlawfully

Confidentiality obligations do not apply to information that:

• Is already lawfully public
• Was lawfully known without confidentiality obligations
• Is independently developed
• Must be disclosed by law

Each party retains ownership of intellectual property owned before the engagement.

The Client retains its rights in:

• Client branding
• Client content
• Client data
• Client materials

ReviveX retains its rights in:

• ReviveX branding
• Platform architecture
• General workflows
• Templates
• Prompt frameworks
• Configuration methods
• Automation methods
• Documentation
• Know-how
• Reusable components
• Pre-existing software
• ReviveX methodologies

Ownership and licensing of bespoke software, applications or custom-development deliverables must be stated in the applicable Statement of Work.

Unless expressly agreed otherwise in writing:

• ReviveX retains ownership of its pre-existing technology, frameworks, reusable components and general know-how
• The Client retains ownership of Client data and Client-provided material
• The Client receives the rights necessary to use the agreed custom deliverable for its intended business purpose during the applicable arrangement

Do not assume that custom development automatically transfers all source-code or intellectual-property ownership to the Client unless expressly agreed.

The Client is responsible for:

• Protecting usernames and passwords
• Restricting account access
• Removing access for former staff
• Using appropriate authentication
• Informing ReviveX of suspected compromise
• Ensuring authorised users act appropriately

The Client is responsible for activity performed through authorised Client accounts unless caused by ReviveX's own breach or another circumstance for which ReviveX is legally responsible.

ReviveX will take reasonable technical and organisational measures appropriate to its role and the nature of the relevant service.

No internet-connected system can be guaranteed to be completely secure.

Neither party should make representations that a system is:

• Hack-proof
• 100% secure
• Risk-free

Security responsibilities relating to Client personal information are addressed further in the Data Processing Agreement.

ReviveX may use appropriate external providers to deliver services.

Where those providers process Client-controlled personal information on ReviveX's behalf, they may act as subprocessors or downstream operators.

Further information is provided in the ReviveX Subprocessors & Data Handling page and applicable Data Processing Agreement.

The Client should maintain appropriate copies or exports of important business data.

Upon termination, data availability may depend on:

• Platform capability
• Data format
• Provider restrictions
• Retention periods
• Applicable law
• The Data Processing Agreement

Where technically available and appropriate, ReviveX may assist with reasonable data export. Custom migration, transformation or export work may require separate fees.

Where telephone numbers, domains, messaging accounts or other third-party assets are used within a ReviveX implementation:

• Ownership and transferability depend on how the asset was acquired
• Provider rules may apply
• Portability may not always be technically available
• Third-party fees may apply

Any important ownership or portability requirement should be agreed before implementation.

ReviveX may temporarily suspend affected functionality where reasonably necessary to:

• Protect Client data
• Protect other users
• Respond to a security incident
• Comply with law
• Comply with a provider requirement
• Investigate fraud or abuse
• Prevent material system damage

Where appropriate, ReviveX will communicate the reason for suspension.

ReviveX warrants that it will provide agreed services with reasonable care and skill, subject to:

• The agreed scope
• Third-party dependencies
• Client cooperation
• Technical limitations
• Applicable law

No additional warranty is created merely by marketing language unless expressly incorporated into the Client's agreement.

To the fullest extent permitted by applicable law, neither party should be liable to the other for purely indirect, special or consequential loss arising from the service, except where liability cannot lawfully be limited.

Any agreed financial cap on liability should be stated in the Client's Service Agreement, Proposal, Order Form or other applicable commercial document.

Nothing in these Service Terms excludes liability that may not legally be excluded, including where applicable liability arising from gross negligence or other legally non-excludable conduct.

Neither party will be responsible for delay or failure caused by circumstances beyond its reasonable control where recognised by applicable law.

Examples may include:

• Major internet failures
• Widespread telecommunications outages
• Natural disasters
• Government action
• War or civil disturbance
• Major infrastructure failure
• Widespread third-party platform outages

The affected party should take reasonable steps to minimise the impact where possible.

Formal contractual notices should be sent using the contact details stated in the Client's Service Agreement or Order Form.

Where no different details are specified, notices to ReviveX may be sent to:

chris@revivex.co.za

or:

ReviveX International
Christopher Parry Photography (Pty) Ltd
626 32nd Avenue
Villieria
Pretoria
Gauteng
0186
South Africa

Electronic notices may be used where legally valid and appropriate.

ReviveX may update these Service Terms from time to time.

Changes to generally published terms should not retrospectively remove rights already accrued under an existing binding agreement.

Where a material change affects an active service, ReviveX should provide reasonable notice where appropriate.

Where a Client has specifically negotiated different written terms, those specific terms continue to apply according to the agreed order of precedence.

Neither party may transfer material rights or obligations under an agreement where such transfer is prohibited by the applicable agreement or law.

ReviveX may use employees, contractors and technology providers to perform services without this constituting an assignment of the Client agreement.

If a provision of these Service Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply to the extent legally permissible.

Failure to immediately enforce a contractual right does not automatically mean that the right has been permanently waived.

The applicable:

• Service Agreement
• Order Form
• Accepted Proposal
• Statement of Work
• These Service Terms
• Incorporated legal policies

together constitute the agreement relating to the relevant service.

Previous discussions or informal representations do not override the written agreement unless incorporated into it.

These Service Terms are governed by the laws of the Republic of South Africa.

Any dispute will be handled in accordance with:

• Applicable South African law
• The dispute-resolution provisions of the applicable Service Agreement
• Any mandatory consumer-law rights that apply

If a dispute arises, the parties should first attempt to resolve it through good-faith discussion.

Where a Service Agreement contains a specific:

• Mediation
• Arbitration
• Court jurisdiction
• Escalation

procedure, that procedure will apply.

Nothing in these terms removes a mandatory statutory right to approach a regulator, ombud, tribunal or court where applicable.

Services are supplied by:

Christopher Parry Photography (Pty) Ltd
Trading as ReviveX International

Registration Number: 2015/179935/07

Legal Status: Private Company

Country of Registration: Republic of South Africa

Physical Address:
626 32nd Avenue
Villieria
Pretoria
Gauteng
0186
South Africa

Address for Legal Notices:
626 32nd Avenue
Villieria
Pretoria
Gauteng
0186
South Africa

Email: chris@revivex.co.za

Telephone: +27 84 511 7736

Website: revivex.co.za

Questions regarding these Service Terms may be sent to:

chris@revivex.co.za

For privacy-related matters, refer to the ReviveX Privacy Policy and Data Processing Agreement.

These Service Terms should be read alongside the following documents:

• Privacy Policy
• Website Terms of Use
• PAIA Manual
• Cookie Policy
• Data Processing Agreement
• AI Use & Limitations
• Acceptable Use Policy
• Subprocessors & Data Handling