Terms of Service

01

Acceptance of terms

By accessing or using any service, product, or platform provided by FIRMDEV ("we", "us", or "our"), you ("the client" or "user") agree to be bound by these Terms of Service. If you do not agree to these terms, you may not use our services.

These terms apply to all FIRMDEV services, including custom software development and consulting, and our proprietary products Luwp and XConnect AI. Where a separate written agreement exists between FIRMDEV and a client, that agreement takes precedence over these general terms where the two conflict.

02

About FIRMDEV

03

Services covered

These terms cover the following FIRMDEV services and products:

• Custom software development — backend, frontend, full-stack, and mobile
• Software consulting, architecture advisory, and technical strategy
• API development, systems integration, and third-party connector services
• DevOps, cloud infrastructure, and deployment services
• Business workflow automation and operational systems development
• Luwp — a WhatsApp business automation platform (Software as a Service)
• XConnect AI — a conversational data intelligence and workflow automation platform (Software as a Service)

The scope, deliverables, and specific terms for each engagement are agreed upon in writing prior to commencement of work, either through a project proposal, statement of work, or subscription agreement.

04

General conditions of use

You agree to use our services only for lawful purposes and in a manner consistent with all applicable laws and regulations, including POPIA and any relevant sector-specific legislation. You may not:

• Use our services to transmit unlawful, harmful, fraudulent, or abusive content
• Attempt to gain unauthorised access to our systems, infrastructure, or client data
• Reverse-engineer, decompile, or attempt to extract the source code of any FIRMDEV platform or product
• Resell, sublicense, or white-label our services without prior written authorisation from FIRMDEV
• Use our services in a manner that could damage, overload, or impair our systems or the systems of other clients
• Misrepresent your identity or affiliation when accessing our services

05

Luwp — WhatsApp platform terms

Luwp is a WhatsApp business automation platform operated by FIRMDEV. It enables business clients to automate lead qualification, customer engagement, quoting, follow-up sequencing, and pipeline management through AI-powered conversational flows on WhatsApp.

Clients using Luwp acknowledge and agree that:

• Luwp operates via Meta's WhatsApp Business Cloud API and is subject to WhatsApp's Business Policy and Meta's Terms of Service — you must comply with these policies as a condition of using Luwp
• You are solely responsible for obtaining all necessary opt-in consents from your end-users (customers) before initiating or automating communication with them via WhatsApp through Luwp
• You will not use Luwp to send promotional, marketing, or unsolicited messages to users who have not explicitly opted in
• You are responsible for ensuring your use of Luwp complies with POPIA and all applicable data protection and consumer protection laws in the jurisdictions in which you operate
• FIRMDEV acts as a data processor on your behalf for WhatsApp message data — you remain the responsible party under POPIA for your end-users' data
• You will not use Luwp to transmit content that is unlawful, harmful, discriminatory, or in violation of any applicable law
• FIRMDEV reserves the right to suspend or terminate your access to Luwp immediately if your use violates Meta's policies, applicable law, or these terms
• Luwp is provided subject to the availability of Meta's WhatsApp Cloud API — FIRMDEV is not liable for service interruptions caused by Meta's platform or infrastructure

06

XConnect AI — data intelligence platform terms

XConnect AI is a conversational data intelligence and workflow automation platform operated by FIRMDEV. It enables business clients to interact with their operational data using natural language, automate data-driven workflows, and generate business insights across connected systems.

Clients using XConnect AI acknowledge and agree that:

• You are responsible for ensuring you have the legal right to connect and process any data source you authorise XConnect AI to access — including any personal data held in those systems
• You will not connect data sources that contain data you do not have the right to process, or that would result in a violation of any third-party's rights
• FIRMDEV processes data from your connected sources solely for the purpose of responding to your queries and executing authorised automations — we do not use your data for any other purpose
• AI-generated responses from XConnect AI are provided for informational and operational purposes — they do not constitute legal, financial, or professional advice, and you are responsible for verifying the accuracy of AI-generated outputs before acting on them
• You acknowledge that AI-generated outputs may contain errors or inaccuracies, and FIRMDEV does not warrant the accuracy, completeness, or fitness for purpose of any AI-generated response
• You will not use XConnect AI to process data in a manner that violates POPIA, GDPR, or any applicable data protection legislation
• You are responsible for managing access credentials and user permissions within your XConnect AI account — FIRMDEV is not liable for unauthorised access resulting from your failure to manage credentials appropriately
• FIRMDEV reserves the right to suspend access to XConnect AI if your use violates these terms, applicable law, or creates a risk to the security of the platform or other clients

07

Payment terms

For software development and consulting engagements:

• Payment terms are agreed in the project proposal or statement of work
• Invoices are payable within 30 days of issue unless otherwise agreed in writing
• Late payments may attract interest at the rate prescribed under the National Credit Act or as agreed in writing
• FIRMDEV reserves the right to suspend work on a project where invoices remain unpaid beyond 14 days of the due date

For Luwp and XConnect AI SaaS subscriptions:

• Subscription fees are billed monthly or annually as agreed at sign-up or in a subscription agreement
• Setup and onboarding fees are non-refundable
• FIRMDEV reserves the right to adjust subscription pricing with 30 days' written notice
• Failure to pay subscription fees may result in suspension of access after reasonable notice
• Annual subscriptions cancelled mid-term are not entitled to a pro-rata refund unless otherwise agreed in writing

08

Intellectual property

Unless otherwise agreed in a separate written agreement:

• All intellectual property created by FIRMDEV as part of a custom development engagement becomes the property of the client upon receipt of full payment
• FIRMDEV retains ownership of all platform software, tools, reusable components, frameworks, and proprietary methods used in delivering services
• FIRMDEV retains full ownership of the Luwp and XConnect AI platforms, including all underlying code, models, configuration, and infrastructure — clients receive a licence to use these platforms, not ownership of them
• Our website content, branding, and product names are the property of FIRMDEV and may not be copied, reproduced, or used without prior written permission
• You grant FIRMDEV a limited licence to use your data and content solely to the extent necessary to provide the services you have subscribed to

09

Confidentiality

Both parties agree to keep confidential any proprietary, sensitive, or commercially valuable information shared during the course of an engagement ("Confidential Information"). This includes, but is not limited to, business data, technical architecture, client data, pricing, and internal processes.

This obligation continues for a period of 3 years after the termination of the relevant services, unless:

• The information enters the public domain through no fault of the receiving party
• The receiving party was already in possession of the information prior to disclosure
• Disclosure is required by law or court order, in which case the disclosing party will be given reasonable advance notice where permitted

10

Data processing

Where FIRMDEV processes personal data on behalf of a client (as a data processor under POPIA), we will:

• Process personal data only on the documented instructions of the client
• Implement appropriate technical and organisational security measures
• Assist the client in responding to data subject requests where the data is within our control
• Notify the client without undue delay upon becoming aware of a personal data breach affecting the client's data
• Delete or return personal data to the client upon termination of the service agreement

Clients are responsible for their own POPIA compliance obligations as the responsible party for their customers' personal data. Our full data processing practices are set out in the Privacy Policy.

11

Limitation of liability

To the fullest extent permitted by South African law:

• FIRMDEV's total liability for any claim arising from our services is limited to the fees paid by the client in the 3 months immediately preceding the event giving rise to the claim
• We are not liable for indirect, consequential, incidental, or punitive damages, including loss of profit, loss of data, or business interruption
• We are not liable for failures, interruptions, or errors caused by third-party services, including Meta's WhatsApp Cloud API, cloud hosting providers, third-party AI model providers, or client-authorised integrations
• We are not liable for the accuracy of AI-generated outputs produced by XConnect AI — clients are responsible for validating outputs before acting on them
• We are not liable for any consequences arising from your failure to obtain required consents from your end-users in connection with Luwp

Nothing in these terms limits FIRMDEV's liability for fraud, gross negligence, or death or personal injury caused by our negligence.

12

Service availability

For Luwp, XConnect AI, and other hosted services, FIRMDEV will make reasonable efforts to maintain service availability. However:

• We do not guarantee uninterrupted or error-free access and may perform scheduled maintenance that results in temporary downtime — we will provide reasonable advance notice of planned maintenance
• Luwp availability is dependent on Meta's WhatsApp Cloud API infrastructure — FIRMDEV is not liable for interruptions caused by Meta's platform
• XConnect AI availability may be affected by the availability of third-party AI model providers and the client's connected data sources
• FIRMDEV will use reasonable endeavours to restore service as quickly as practicable following any unplanned outage

13

Termination

Either party may terminate a service agreement with 30 days' written notice unless otherwise specified in the project or subscription agreement.

FIRMDEV may terminate or suspend access immediately, without prior notice, if:

• You materially breach these terms or any applicable law
• Your account or use of our services is associated with fraudulent, abusive, or illegal activity
• Your use of Luwp violates Meta's WhatsApp Business Policy or creates risk of FIRMDEV's Meta app being suspended
• You fail to make payment after 14 days' written notice of an overdue invoice
• Continuing to provide the service would expose FIRMDEV to legal, regulatory, or reputational risk

Upon termination, access to Luwp and XConnect AI platforms will be revoked. Client data held within these platforms will be made available for export for a period of 14 days following termination, after which it will be securely deleted in accordance with our Privacy Policy, unless a longer retention period is required by law.

14

Governing law

These Terms of Service are governed by and construed in accordance with the laws of the Republic of South Africa. Any disputes arising from these terms or from the use of our services shall be subject to the exclusive jurisdiction of the South African courts, with venue in Gauteng.

The parties agree to first attempt to resolve any dispute through good-faith negotiation before commencing formal legal proceedings.

15

Changes to these terms

We may update these Terms of Service from time to time to reflect changes in our products, services, or legal obligations. We will notify active clients of material changes by email and by updating the "Last updated" date on this page, with at least 14 days' notice before the changes take effect. Continued use of our services after that notice period constitutes acceptance of the updated terms.

If you do not agree to the updated terms, you may terminate your subscription or engagement in accordance with Section 13 before the changes take effect.

16

Contact

For questions, disputes, or notices regarding these terms, please contact us: