CaveTools Practitioner Website Subscription — Terms and Conditions

Version 1.0 — Effective [DATE]

These Terms and Conditions ("Terms") govern the subscription service provided by CaveTools (Pty) Ltd (registration number [REG NO]) ("CaveTools", "we", "us") to the customer identified during sign-up ("Customer", "you"). By ticking the acceptance checkbox during sign-up, or by paying any Subscription Fee, you agree to be bound by these Terms. This constitutes a valid electronic agreement under the Electronic Communications and Transactions Act 25 of 2002.

1. Definitions

1.1 "Service" means the design, development, hosting, and maintenance of a professional website and online booking system for your practice, together with the support services described in clause 6.
1.2 "Website" means the website built and hosted by CaveTools for you under this agreement, excluding your Content.
1.3 "Content" means the material you supply or approve for display on the Website, including practice information, text, logos, photographs, and staff details.
1.4 "Source Code" means all software code, templates, designs, layouts, configurations, and technical infrastructure used to build and operate the Website.
1.5 "Subscription Fee" means the monthly fee stated in your sign-up order or invoice (currently R149 per month unless otherwise agreed in writing).
1.6 "Minor Change" means any support request, bug fix, content update, or modification that CaveTools reasonably estimates will take two (2) hours or less of development time to complete.
1.7 "Major Feature" means any new feature, redesign, integration, or modification that CaveTools reasonably estimates will take more than two (2) hours of development time. CaveTools' estimate, made in good faith, is final.
1.8 "Buy-Out Fee" means the fee described in clause 8.4.

2. The Service

2.1 CaveTools will design, build, host, and maintain the Website, including an online booking system where included in your package.
2.2 CaveTools will register and renew one domain name on your behalf as part of the Service, for as long as your subscription remains active and paid.
2.3 CaveTools will use reasonable commercial efforts to keep the Website available at all times, but does not guarantee uninterrupted availability. Downtime may occur due to maintenance, upgrades, third-party hosting or network failures, or events beyond our control.
2.4 CaveTools does not guarantee any particular search-engine ranking, volume of website traffic, number of bookings, or number of new patients.

3. Term and Cancellation

3.1 The subscription runs month-to-month from the date of your first payment and renews automatically each month.
3.2 You may cancel at any time by giving one (1) calendar month's written notice to [BILLING EMAIL]. You remain liable for Subscription Fees during the notice period.
3.3 CaveTools may cancel this agreement on one (1) calendar month's written notice, or immediately if you materially breach these Terms and fail to remedy the breach within seven (7) days of written notice.
3.4 On termination for any reason (and subject to clause 8):
1. the Website will be taken offline;
2. you may request an export of your Content and booking data within 30 days of termination, after which we may permanently delete it;
3. you may request transfer of your domain name into your own name or to another registrar, at no charge beyond the registrar's standard transfer costs, provided your account is fully paid up.
3.5 Right to refuse or discontinue service. CaveTools reserves the right, acting reasonably, to refuse to provide the Service to any prospective customer, and to stop working with any existing Customer — including where the working relationship has broken down, where requests are abusive or unreasonable, or where continuing the Service is no longer commercially viable for CaveTools. If CaveTools discontinues the Service under this clause:
1. CaveTools will give you reasonable written notice of not less than one (1) calendar month, after which the Website will be taken offline;
2. all Source Code remains the exclusive property of CaveTools in accordance with clause 8, and CaveTools is under no obligation to offer the buy-out in clause 8.4;
3. clause 3.4 applies: you may export your Content and booking data and request transfer of your domain name, provided your account is fully paid up;
4. you will not be charged beyond the notice period, but no refund is payable for periods during which the Service was provided.

4. Fees and Payment

4.1 The Subscription Fee is payable monthly in advance by automatic recurring billing through PayFast (or another payment method we approve in writing).
4.2 All fees are stated exclusive of VAT. If CaveTools is or becomes VAT-registered, VAT will be added at the prevailing rate.
4.3 Subscription Fees are non-refundable, including for partial months, save where a refund is required by law.
4.4 CaveTools may change the Subscription Fee on 30 days' written notice. If you do not accept the new fee, you may cancel under clause 3.2 before the new fee takes effect.
4.5 You are responsible for keeping your payment details current and ensuring sufficient funds are available on each billing date.

5. Non-Payment and Suspension

5.1 If any payment fails or is not received by its due date, CaveTools will notify you and PayFast may re-attempt the charge.
5.2 If payment remains outstanding seven (7) days after the due date, CaveTools may suspend the Website and booking system (take them offline) without further notice, until all outstanding amounts are paid in full.
5.3 Suspension does not pause billing: Subscription Fees continue to accrue during suspension, and the domain name and your data are retained during this period.
5.4 If payment remains outstanding for sixty (60) days, CaveTools may terminate the agreement under clause 3.3, delete the Website, and allow the domain registration to lapse. Clause 3.4 (data export and domain transfer) applies only once all arrears are settled.
5.5 CaveTools may charge interest on overdue amounts at the maximum rate permitted under the National Credit Act, and recover reasonable collection costs.

6. Support, Minor Changes, and Major Features

6.1 Included at no additional charge: technical support, bug fixes, hosting maintenance, security updates, and Minor Changes (as defined in clause 1.6).
6.2 Minor Changes are subject to fair use. If the volume of requests becomes excessive (as a guide, more than [4] requests per month), CaveTools may treat further requests in that month as Major Features or agree a reasonable limit with you.
6.3 Major Features are chargeable. Before starting any Major Feature, CaveTools will provide a written quote. Work begins only after you accept the quote in writing. Quoted amounts are payable as stated in the quote.
6.4 CaveTools will respond to support requests within a reasonable time during business hours (Monday–Friday, 08h00–17h00 SAST, excluding public holidays). Response times are targets, not guarantees.
6.5 Turnaround SLA. CaveTools will implement each requested change — a Minor Change, or a Major Feature once you have accepted its written quote — within two (2) weeks of the request (or, for a Major Feature, of quote acceptance). This SLA does not apply, and the two-week period is suspended, where:
1. the request is unclear and CaveTools is waiting on clarification, content, approvals, or access from you;
2. you and CaveTools agree a different timeframe in writing for a specific request (for example, for unusually large or complex Major Features); or
3. the delay is caused by a force majeure event under clause 11.1.

7. Your Content and Obligations

7.1 You warrant that all Content you supply is accurate, lawful, and does not infringe any third party's rights (including copyright in photographs and images).
7.2 You are solely responsible for ensuring that the Website's content complies with all rules applicable to your profession, including the HPCSA's ethical rules on advertising and canvassing and any other professional-body requirements. CaveTools builds and publishes what you approve; we do not provide legal or professional-compliance advice.
7.3 The Website and booking system are for practice information and appointment scheduling only. They are not a medical emergency channel, and nothing on the Website constitutes medical advice given by CaveTools.
7.4 You must not use the Service for anything unlawful, misleading, or harmful, and you must not attempt to access, copy, reverse-engineer, or interfere with the Source Code or hosting infrastructure.
7.5 You indemnify CaveTools against any claim, fine, or loss arising from your Content, your breach of professional rules, or your breach of these Terms.

8. Intellectual Property and Source Code Buy-Out

8.1 You own your Content. You grant CaveTools a licence to host, display, and reproduce your Content for the purpose of providing the Service.
8.2 CaveTools owns the Source Code. All Source Code, designs, templates, and the underlying platform remain the exclusive property of CaveTools at all times. Payment of Subscription Fees buys you a licence to use the Website while your subscription is active — it does not transfer ownership of any Source Code or design to you.
8.3 On cancellation or termination, your licence ends and you have no right to the Website, its design, or its Source Code, except as provided in clause 8.4.
8.4 Source Code Buy-Out. If you wish to leave CaveTools but keep your Website, you may purchase the Source Code for a once-off Buy-Out Fee of R[7,500] (or such other amount as CaveTools quotes at the time, acting reasonably), provided your account is fully paid up. On payment of the Buy-Out Fee:
1. CaveTools will deliver the Website's Source Code and assets to you;
2. you receive a perpetual licence to use, modify, and host that code for your own practice only — not to resell, redistribute, or use it to provide services to others;
3. open-source components remain governed by their own licences;
4. CaveTools' shared platform, internal tooling, and any multi-tenant systems are excluded from the buy-out;
5. hosting, maintenance, and all technical responsibility transfer to you on handover, and CaveTools has no further obligations.
8.5 CaveTools may place a discreet "Website by CaveTools" credit in the Website footer and may reference the Website in its portfolio and marketing. You may ask us in writing to remove the footer credit.

9. Data Protection (POPIA)

9.1 For patient and booking data collected through the Website, you are the Responsible Party and CaveTools is your Operator under the Protection of Personal Information Act 4 of 2013.
9.2 As Operator, CaveTools will: process booking data only to provide the Service; implement reasonable technical and organisational security safeguards; notify you without undue delay of any actual or suspected data breach; and delete or return personal information on termination in accordance with clause 3.4.
9.3 You authorise CaveTools to use reputable third-party sub-operators (such as cloud hosting and email providers) to deliver the Service. Where reasonably possible, data is hosted in South African data-centre regions.
9.4 You remain responsible for your own POPIA compliance as a practice, including your privacy notice to patients and the lawful basis for collecting their information.

10. Warranties and Liability

10.1 The Service is provided "as is". To the extent permitted by law, CaveTools excludes all warranties not expressly stated in these Terms.
10.2 To the maximum extent permitted by law, CaveTools is not liable for: loss of profits, revenue, data, goodwill, or business opportunity; missed or double bookings; downtime; or any indirect or consequential loss.
10.3 CaveTools' total aggregate liability under this agreement, however arising, is limited to the Subscription Fees actually paid by you in the three (3) months preceding the event giving rise to the claim.
10.4 Nothing in these Terms excludes liability that cannot lawfully be excluded, or limits any rights you may have under the Consumer Protection Act 68 of 2008 where that Act applies.

11. General

11.1 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
11.2 Changes to these Terms. CaveTools may amend these Terms on 30 days' written notice. Continued use of the Service after the effective date constitutes acceptance. If you do not accept, you may cancel under clause 3.2.
11.3 Assignment. You may not assign this agreement without our written consent. CaveTools may assign it to a successor of its business.
11.4 Notices. Notices must be sent by email — to you at the address given at sign-up, and to CaveTools at [NOTICES EMAIL]. Email notices are deemed received on the business day after sending.
11.5 Entire agreement. These Terms, together with your sign-up order, are the whole agreement between the parties and replace all prior discussions.
11.6 Severability. If any clause is unenforceable, the rest of these Terms remain in force.
11.7 No waiver. Failure to enforce a right is not a waiver of it.
11.8 Governing law and jurisdiction. These Terms are governed by the laws of the Republic of South Africa. The parties consent to the jurisdiction of the Magistrates' Court, without limiting either party's right to approach the High Court.

Acceptance: By ticking "I agree to the Terms and Conditions" during sign-up, you confirm that you have read, understood, and agreed to these Terms, and that you are authorised to bind the practice named at sign-up.

CaveTools (Pty) Ltd • [PHYSICAL ADDRESS] • [NOTICES EMAIL] • cavetools.co.za