Terms of Service

These Terms of Service ("Terms") govern your access to and use of the MeetMica platform, websites and related services (the "Service") provided by Takat (Pty) Ltd ("MeetMica", "we", "us", "our"). By creating an account, accessing or using the Service, you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company, brokerage or other legal entity, you represent that you have the authority to bind that entity, in which case "you" refers to that entity.

1. Introduction

These Terms, together with our Privacy Policy and, where applicable, a separate Data Processing Agreement, form the entire agreement between you and MeetMica regarding the Service. They replace any prior agreements or arrangements between us on the same subject matter.

If there is any conflict between these Terms and a signed order form or master service agreement, the signed document prevails to the extent of the conflict.

2. Definitions

• "Account" means the account you create to access the Service.
• "Authorised User" means an individual you authorise to access the Service under your Account (for example, a colleague, assistant or contractor).
• "Broker User" means a licensed insurance broker, brokerage or representative who holds an Account.
• "Customer Data" means data submitted to the Service by you or your Authorised Users, including contacts, conversations, notes, calendar and email content connected via integrations.
• "POPIA" means the Protection of Personal Information Act, 2013.
• "Subscription" means a paid plan giving you the right to use the Service for a defined period.

3. Eligibility & account

3.1 Eligibility

You may use the Service only if you are at least 18 years old, legally able to enter into a binding contract, and not barred from receiving the Service under the laws of South Africa or any other applicable jurisdiction. The Service is intended for professional use by insurance brokers and adjacent roles — not for consumers.

3.2 Account creation

You agree to provide accurate, current and complete information when registering and to keep that information up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your Account.

3.3 Authorised Users

You may permit Authorised Users to access the Service under your Account, subject to these Terms. You remain responsible for their compliance and for any acts or omissions made through your Account.

3.4 Notification of unauthorised access

You must notify us immediately at security@meetmica.com if you suspect unauthorised access to your Account.

4. Subscription, billing & taxes

4.1 Fees

Fees for the Service are set out on our pricing page or in a signed order form. REVIEW: pricing Unless otherwise stated, fees are quoted exclusive of VAT and other applicable taxes, which you are responsible for paying.

4.2 Billing cycle

Subscriptions are billed in advance on a monthly or annual basis depending on the plan you select. By providing a payment method, you authorise us (or our payment processor) to charge that method for all Subscription fees and other amounts owed.

4.3 Auto-renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You may cancel at any time from your Account settings or by contacting billing@meetmica.com. Cancellation takes effect at the end of the then-current billing period.

4.4 Price changes

We may change our prices from time to time. Price changes affecting your existing Subscription take effect at your next renewal and we will give you at least 30 days' notice by email or in-Service notice before the change applies to you.

4.5 Late payment

If a payment fails, we may retry the charge, suspend the Service or terminate the Account in accordance with section 12. Amounts not paid by the due date may bear interest at the prime lending rate published by the South African Reserve Bank plus 2%, calculated daily from the due date until the date of payment.

4.6 Refunds

Except where required by law, fees paid are non-refundable. We do not pro-rate refunds for partial billing periods on cancellation.

5. Free trial

We may offer a free trial of the Service for a defined period (typically 14 days). At the end of the trial, your Account converts to a paid Subscription on the plan you selected, unless you cancel before the trial ends. We reserve the right to modify or discontinue the free trial at any time, without notice and without liability to you.

During the trial, your Account is provided "as is" without warranties of any kind, and the limitations of liability in section 14 apply.

6. Acceptable use

You agree not to, and not to permit any Authorised User to:

• Use the Service in violation of applicable laws, regulations or third-party rights, including financial services regulations, consumer protection laws and direct marketing laws;
• Send unsolicited commercial communications ("spam"), phishing messages or any unlawful content via the Service;
• Upload or transmit malware, viruses, worms, time bombs, Trojan horses or other harmful or malicious code;
• Attempt to gain unauthorised access to the Service, other Accounts, or any network connected to the Service;
• Probe, scan or test the vulnerability of the Service, or breach security or authentication measures, without our prior written consent;
• Reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Service, except to the extent permitted by law;
• Use the Service to build a competing product or copy any feature, function or graphic of the Service;
• Resell, sublicense, lease, time-share or otherwise commercially exploit the Service;
• Use automated tools (bots, scrapers, crawlers) to access the Service in a manner that exceeds normal human interaction, except via our public APIs and within their documented limits;
• Use the Service to make decisions that have a significant legal or similar effect on a data subject based solely on automated processing, except where permitted by law and with appropriate safeguards.

We may investigate suspected violations and take any action we consider appropriate, including suspending or terminating Accounts and reporting conduct to law enforcement.

7. Customer Data & confidentiality

7.1 Ownership

As between you and MeetMica, you retain all rights, title and interest in and to Customer Data. You grant MeetMica a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit and display Customer Data solely as necessary to provide and support the Service.

7.2 Personal information

Where Customer Data includes personal information of third parties (for example, your clients or prospects), you are the Responsible Party / Controller and MeetMica acts as your Operator / Processor. The terms of our Data Processing Agreement are incorporated by reference and apply to that processing.

7.3 Your responsibilities

You represent and warrant that:

• You have the right to provide Customer Data to MeetMica;
• You have all necessary consents, notices and legal bases under POPIA, GDPR and other applicable laws to allow MeetMica to process the data on your behalf;
• You will comply with the FSCA's General Code of Conduct for Authorised Financial Services Providers and any other regulatory obligations applicable to your business;
• Customer Data does not infringe the rights of any third party.

7.4 Confidentiality

Each party will protect the other's confidential information using the same standard of care it uses to protect its own confidential information (and in any event no less than a reasonable standard). Confidential information may be disclosed only to representatives who need to know it and who are bound by confidentiality obligations no less protective than those in these Terms.

7.5 Aggregated data

We may generate aggregated and de-identified data from your use of the Service to operate, improve and develop our products. Such data will not identify you, your Authorised Users or any individual, and we will not disclose it in a manner that does so.

8. Intellectual property

The Service, including all software, designs, text, graphics, logos and trade marks, is owned by MeetMica or our licensors and is protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during the term of your Subscription, solely for your internal business purposes and subject to these Terms.

All rights not expressly granted to you in these Terms are reserved by MeetMica. You may not remove or alter any proprietary notices on the Service.

If you provide feedback, suggestions or ideas about the Service, you grant us a perpetual, irrevocable, royalty-free licence to use them for any purpose, without obligation to you.

9. AI-generated output

9.1 Nature of the Service

The Service uses artificial intelligence to draft messages, summarise information, suggest actions and generate other content based on Customer Data and your inputs ("AI Output"). AI Output may contain errors, omissions or content that does not reflect MeetMica's views.

9.2 Your responsibility for AI Output

You are solely responsible for reviewing AI Output before relying on or sending it to any third party. You must not present AI Output as advice from a regulated person unless you have independently verified its accuracy and confirmed that it complies with your regulatory obligations, including the FAIS Act and the FSCA's conduct standards.

9.3 No training on Customer Data

We do not use Customer Data to train foundation or large language models that serve other customers. Customer Data is used only to provide the Service to you, including providing it as context to the AI models that generate AI Output for your Account.

9.4 Third-party AI providers

We use third-party AI model providers to power parts of the Service. These providers process inputs and outputs strictly in line with their published policies and our contractual instructions, including "zero retention" or short-retention modes where available. The current list of AI providers is published with our sub-processors at meetmica.com/subprocessors.

10. Third-party integrations

The Service may connect with or rely on third-party services, including Google Workspace, Microsoft 365, WhatsApp Business (Meta), payment processors and others (each a "Third-Party Service"). When you enable a Third-Party Service, you authorise us to access and exchange data with it on your behalf.

Your use of any Third-Party Service is governed by the terms and policies of the provider, not by these Terms. We are not responsible for the availability, accuracy, content, products or services of any Third-Party Service, and we have no liability for any disruption, change in functionality or termination of a Third-Party Service that affects the Service.

11. Service availability, support & modifications

11.1 Availability

We aim to make the Service available with high reliability but do not guarantee uninterrupted or error-free operation. Planned maintenance will be communicated in advance where practical. Unplanned downtime, network outages and force majeure events may affect availability.

11.2 Support

Support is provided via email and in-Service chat during our standard business hours. Response times and additional support entitlements may be set out in your plan or order form.

11.3 Modifications

We may modify, add or remove features of the Service at any time. We will not materially reduce the core functionality of a paid plan during a paid term without giving you at least 30 days' notice and a reasonable opportunity to cancel without penalty.

12. Suspension & termination

12.1 Termination by you

You may terminate your Account at any time from your Account settings or by emailing support@meetmica.com. Termination is effective at the end of the then-current billing period, unless we agree otherwise in writing.

12.2 Suspension or termination by us

We may suspend or terminate your access to the Service, in whole or in part, with or without notice, if:

• You breach these Terms and, where the breach is capable of remedy, you fail to remedy it within 14 days of written notice;
• You fail to pay fees when due;
• Your use of the Service poses a security, legal or operational risk to MeetMica or other users;
• We are required to do so by law, regulation or order of a competent authority;
• We discontinue the Service or a material part of it (with 90 days' notice and a pro-rated refund for any unused prepaid term).

12.3 Effect of termination

On termination of your Account, your right to access the Service ends. You may export Customer Data using the Service's export tools at any time before termination, and for 30 days afterwards on written request. After that period, we may delete or de-identify Customer Data in accordance with our retention practices and the Data Processing Agreement.

12.4 Survival

Sections that by their nature should survive termination (including sections 4 (Subscription, billing & taxes for amounts accrued), 6 (Acceptable use), 7 (Customer Data & confidentiality), 8 (Intellectual property), 13 (Disclaimer of warranties), 14 (Limitation of liability), 15 (Indemnity), 16 (Dispute resolution & governing law) and 18 (General)) will survive.

13. Disclaimer of warranties

The Service and all AI Output are provided "as is" and "as available", without warranties of any kind, whether express, implied or statutory, to the maximum extent permitted by law. We disclaim all implied warranties, including merchantability, fitness for a particular purpose, non-infringement and any warranty arising from course of dealing or usage of trade.

We do not warrant that the Service will meet your specific requirements, that it will be uninterrupted, secure or error-free, or that defects will be corrected. You assume all responsibility for selecting the Service to achieve your intended results, and for the results obtained from the Service.

Nothing in this section limits or excludes liability that cannot be limited or excluded under applicable law, including under the Consumer Protection Act, 2008 to the extent it applies.

14. Limitation of liability

To the maximum extent permitted by law, MeetMica and its affiliates, officers, employees, agents, suppliers and licensors will not be liable to you for any:

• Indirect, incidental, special, consequential, punitive or exemplary damages;
• Loss of profits, revenue, goodwill, business opportunity, data or anticipated savings;
• Damages arising out of your inability to use, or reliance on, AI Output or the Service;

even if we have been advised of the possibility of such damages.

Our total aggregate liability arising out of or relating to these Terms and the Service, whether in contract, delict (including negligence) or otherwise, will not exceed the greater of (a) the fees paid by you to MeetMica for the Service in the 12 months immediately preceding the event giving rise to the claim, or (b) REVIEW: liability cap.

The limitations in this section do not apply to: (i) your obligation to pay fees due; (ii) either party's indemnity obligations; (iii) breach of confidentiality; (iv) infringement of the other party's intellectual property; or (v) liability that cannot lawfully be limited.

15. Indemnity

You will defend, indemnify and hold MeetMica harmless from and against any third-party claims, losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or related to:

• Your use of the Service in breach of these Terms or applicable law;
• Customer Data, including any claim that it infringes third-party rights or was processed unlawfully;
• AI Output that you reviewed, approved or transmitted to a third party;
• Your violation of any regulatory obligation applicable to your business as an insurance broker or financial services provider.

We will promptly notify you of any claim subject to indemnity, allow you to control the defence and settlement (provided no settlement admits fault or imposes obligations on us without our consent), and cooperate reasonably at your expense.

16. Dispute resolution & governing law

16.1 Informal resolution

Before commencing any formal proceedings, the parties will attempt in good faith to resolve any dispute by negotiation between senior representatives for a period of at least 30 days from written notice of the dispute.

16.2 Governing law

These Terms are governed by, and will be interpreted in accordance with, the laws of the Republic of South Africa, without regard to its conflict-of-law principles.

16.3 Jurisdiction

The parties submit to the exclusive jurisdiction of the High Court of South Africa, Western Cape Division, Cape Town, for any dispute arising out of or in connection with these Terms, subject only to either party's right to seek interim or urgent relief in any court of competent jurisdiction.

17. Changes to these Terms

We may amend these Terms from time to time. Non-material changes (such as clarifying wording or contact details) take effect when posted. Material changes will take effect at least 14 days after we notify you by email or by prominent notice in the Service, and your continued use of the Service after the effective date constitutes acceptance of the updated Terms.

If you do not accept a material change, you may terminate your Account before the change takes effect and we will refund any pre-paid fees for the unused portion of your Subscription.

18. General

18.1 Entire agreement

These Terms (together with the Privacy Policy, the Data Processing Agreement and any signed order form) constitute the entire agreement between you and MeetMica and supersede all prior agreements, communications and proposals on the same subject.

18.2 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions will continue in full force and the invalid provision will be replaced with a valid provision that comes closest to the parties' original intent.

18.3 Waiver

No failure or delay by either party in exercising any right under these Terms constitutes a waiver of that right.

18.4 Assignment

You may not assign or transfer these Terms, in whole or in part, without our prior written consent. We may assign these Terms in connection with a merger, acquisition, corporate reorganisation or sale of substantially all of our assets, on written notice to you.

18.5 No partnership

Nothing in these Terms creates a partnership, joint venture, employment or agency relationship between the parties. Neither party may make commitments on behalf of the other.

18.6 Force majeure

Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, civil unrest, government action, labour disturbances, power or telecommunications failures, and failures of third-party services.

18.7 Notices

We may give notices to you by email to the address associated with your Account or by prominent notice in the Service. You may give notice to us by email to legal@meetmica.com, with a copy by registered post to our registered office.

18.8 Electronic communications

You consent to receive communications from us electronically in line with the Electronic Communications and Transactions Act, 2002. All agreements, notices, disclosures and other communications we provide electronically satisfy any legal requirement that they be in writing.

19. Contact us

MeetMica is a product of Takat (Pty) Ltd, Reg. 2015/294016/07.