Daybook Customer Terms of Service

1. About these terms

1.1. These Terms of Service (“Terms”) form a legally binding agreement between Daybook and you, the natural person or business entity that registers for, accesses, or uses the Daybook service (the “Customer”, “you” or “your”).

1.2. By signing up for an account, ticking the acceptance box, or continuing to use Daybook after these Terms have been made available to you, you confirm that you have read, understood, and agree to be bound by these Terms together with the Daybook Customer Privacy Policy and the Daybook Data Processing Addendum, which are incorporated by reference.

1.3. If you are accepting these Terms on behalf of a juristic entity (such as a Pty Ltd, CC, partnership, or sole proprietorship trading as a business), you warrant that you have authority to bind that entity, and “Customer” means that entity.

1.4. If any term in a separately signed agreement between you and Daybook (for example, the Daybook Founding Partner Agreement) conflicts with these Terms, the separately signed agreement prevails to the extent of the conflict.

2. What Daybook is — and what it is not

2.1. What Daybook does. Daybook is a software-as-a-service platform that:

• 2.1.1. accepts voice notes and text messages from you via WhatsApp describing work performed or quoted;
• 2.1.2. uses artificial intelligence to extract structured information (such as customer name, amount, description, and VAT) from your message;
• 2.1.3. presents a draft quote or invoice for your review and explicit approval in the Daybook dashboard;
• 2.1.4. sends the approved quote or invoice by email from your own Gmail or Microsoft Outlook account using OAuth-based authorisation that you grant and may revoke at any time;
• 2.1.5. drafts and sends polite, written payment reminders to your customers on your behalf, again from your own email account, in accordance with a schedule you control;
• 2.1.6. provides a weekly summary of your invoicing and collection activity by email.

2.2. What Daybook is not.

• 2.2.1. Daybook is not a debt collector. Daybook does not perform any function regulated under the Debt Collectors Act 114 of 1998 (“Debt Collectors Act”) or the National Credit Act 34 of 2005 (“NCA”). Daybook does not telephone debtors on your behalf, does not pursue any matter in court, does not initiate legal proceedings, and does not receive any portion of the amounts recovered. Daybook sends ordinary written communications from your own email address on your instructions, in the same way a personal assistant employed by you would send them. Daybook relies on the position that such activity falls outside the scope of the Debt Collectors Act because Daybook is not a third party that collects debt for reward as contemplated by section 1 of that Act. Any matter requiring formal debt collection, legal action, or referral to a registered debt collector or attorney is escalated to you and remains your decision and responsibility.
• 2.2.2. Daybook is not a payment processor. Daybook does not, at any point, receive, hold, control, or have access to funds owed to or by you. All payments from your customers are made directly to your nominated bank account. Daybook has no signatory or operational access to that account.
• 2.2.3. Daybook is not a bank, registered credit provider, or financial services provider. Daybook is not registered under the Financial Sector Regulation Act 9 of 2017, the NCA, or as a Financial Services Provider under the Financial Advisory and Intermediary Services Act 37 of 2002 (“FAIS Act”). Daybook provides no advice on credit, finance, tax, accounting, or legal matters.
• 2.2.4. Daybook is not a tax advisor or bookkeeper. While invoices generated by Daybook are formatted to reflect common SARS VAT and invoicing requirements, you remain solely responsible for tax compliance and for the accuracy of every invoice issued under your name.

3. Your account

3.1. To use Daybook you must create an account by providing accurate registration information, including your full name, the registered name of your business, your South African mobile number, your email address, and the banking details that will appear on your invoices.

3.2. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at intake@daybookcoza.com of any unauthorised use of your account or any suspected security incident.

3.3. We may suspend or close any account where we have a reasonable belief that the account has been used in breach of these Terms, in a manner that creates legal or reputational risk to Daybook or to other users, or where required by law or court order.

4. Customer obligations

4.1. You undertake at all times to:

• 4.1.1. provide accurate, current, and complete information to Daybook and to update it when it changes;
• 4.1.2. ensure that you have a lawful basis to invoice each recipient for the amount stated, and that the underlying goods or services described in each invoice have been or will be delivered;
• 4.1.3. comply with all laws applicable to your business, including but not limited to the Value-Added Tax Act 89 of 1991, the Tax Administration Act 28 of 2011, the Consumer Protection Act 68 of 2008, the NCA where applicable, the Electronic Communications and Transactions Act 25 of 2002, and the Protection of Personal Information Act 4 of 2013 (“POPIA”);
• 4.1.4. ensure you have a lawful basis under POPIA to share with Daybook any personal information of your customers (your debtors), and inform those customers, in your own privacy notice or equivalent, that you use a service provider to issue invoices and reminders on your behalf;
• 4.1.5. review each draft invoice and quote produced by Daybook before approving it, and accept that you remain accountable for what is sent under your name;
• 4.1.6. respond to flagged disputes or escalations within a reasonable time and not later than five (5) business days of being notified;
• 4.1.7. maintain valid OAuth authorisation to your nominated email account (Gmail or Microsoft Outlook) so that Daybook can send communications from that address on your behalf;
• 4.1.8. promptly cancel any invoice or reminder that becomes incorrect, has already been paid, or should not be sent, by marking it in the Daybook dashboard.

4.2. Acceptable use. You must not, and must not allow anyone else to, use Daybook to:

• 4.2.1. send abusive, threatening, harassing, intimidating, discriminatory, or obscene communications to any person;
• 4.2.2. send any communication that would constitute spam, unsolicited bulk messaging in breach of section 45 of the Electronic Communications and Transactions Act, or unsolicited direct marketing in breach of section 69 of POPIA;
• 4.2.3. issue invoices for goods or services that have not been ordered, delivered, or agreed, or in amounts that have not been agreed with the recipient;
• 4.2.4. impersonate any person or misrepresent your identity, your trading name, or your VAT status;
• 4.2.5. transmit malware, attempt to gain unauthorised access to Daybook, probe or scan its infrastructure, interfere with the operation of the service, or circumvent any rate limit or security measure;
• 4.2.6. reverse engineer, decompile, or attempt to derive the source code, models, or algorithms underlying Daybook, except to the limited extent expressly permitted by South African law;
• 4.2.7. use Daybook in a way that would expose Daybook to liability under the Debt Collectors Act, the NCA, the Consumer Protection Act, or POPIA, including by directing Daybook to send communications that are harassing, abusive, or that misrepresent the legal status of a debt;
• 4.2.8. use Daybook to facilitate any activity that is unlawful in the Republic of South Africa.

4.3. Consequences of breach of acceptable use. A breach of clause 4.2 is a material breach of these Terms. Daybook may suspend or terminate your account immediately on detection of such breach, without prior notice, and may preserve and disclose records to law enforcement or to affected third parties where required by law or court order.

5. Subscription, pricing and billing

5.1. Subscription tiers. The current subscription tiers are:

• 5.1.1. Founding Tier: R2,990.00 (two thousand nine hundred and ninety rand) per month for the first three (3) calendar months from your subscription start date. The Founding Tier is only available where expressly offered to you at signup and is limited in number at Daybook’s discretion.
• 5.1.2. Standard Tier: R4,990.00 (four thousand nine hundred and ninety rand) per month, applied from month four (4) onwards for Founding Tier customers, or from month one (1) for customers who do not qualify for the Founding Tier.

5.2. VAT. Daybook is not VAT-registered (turnover below the R1,000,000 threshold under the Value-Added Tax Act 89 of 1991). The fees stated above are inclusive of any taxes payable by Daybook. Where Daybook becomes a registered VAT vendor in future, the fees stated above will become exclusive of VAT, which will be added at the prescribed rate, on not less than thirty (30) days’ written notice to existing Customers in accordance with clause 5.8.

5.3. Billing cycle. Fees are billed monthly in advance on the same day of the month as your subscription start date (the “Billing Date”). Where a Billing Date does not exist in a given month (for example, the 31st in February), billing occurs on the last day of that month.

5.4. Payment method. You authorise Daybook (or its payment processor) to debit the bank account, debit card, or credit card you provide at signup, on each Billing Date, for the applicable monthly fee. You must keep your payment method valid and funded.

5.5. Failed payment. If a payment fails, Daybook will attempt to collect the fee again. If the fee remains unpaid for seven (7) days after the Billing Date, Daybook may suspend your account. Daybook may terminate your account if the fee remains unpaid for thirty (30) days after the Billing Date.

5.6. No prorating, no part-month refunds. Fees are charged for full calendar months. Daybook does not pro-rate fees for cancellations mid-month, except where required by clause 5.7 (money-back guarantee) or by South African consumer law.

5.7. 30-day money-back guarantee. If, within the first thirty (30) days of your first paid subscription month, you are dissatisfied with the service for any reason, you may request a full refund of that first month’s fee by emailing intake@daybookcoza.com with the subject line “Refund request”. Daybook will process the refund within fourteen (14) business days of receiving the request to the same payment instrument used to pay the fee. The money-back guarantee applies only to the first paid month and does not apply to subsequent months or to fees already credited under a previous refund request.

5.8. Price changes. Daybook may revise the Standard Tier price for new and renewing customers. Daybook will give existing customers at least thirty (30) days’ written notice (by email to your registered email address) of any price change before it takes effect for them. If you do not accept the new price, you may terminate under clause 9 before it takes effect.

5.9. Late payment interest. Outstanding amounts attract interest at the rate prescribed under the Prescribed Rate of Interest Act 55 of 1975 from the date due to the date of payment.

6. Intellectual property

6.1. Customer data. You retain all rights, title, and interest in and to the data you submit to Daybook, including business information, customer (debtor) information, voice notes, text messages, invoice content, and communication history (“Customer Data”). You grant Daybook a limited, non-exclusive, royalty-free, worldwide licence to host, store, transmit, process, and display Customer Data solely to the extent necessary to provide the service to you and to comply with these Terms, the Daybook Customer Privacy Policy, and the Daybook Data Processing Addendum.

6.2. Daybook IP. Daybook (and its licensors) retain all rights, title, and interest in and to the Daybook platform, software, source code, models, prompts, designs, templates, documentation, trade marks, logos, and any improvements or derivative works thereof (“Daybook IP”). Nothing in these Terms transfers ownership of any Daybook IP to you. Subject to your compliance with these Terms, Daybook grants you a non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the service during your subscription term, solely for your own internal business purposes.

6.3. AI-generated output. Output produced by Daybook’s AI extraction layer (including draft invoice text and draft reminder text) is provided to you for your review and approval. Once you approve and send such output, you take responsibility for it as your own communication. Daybook makes no claim of authorship over output sent under your name.

6.4. Feedback. If you provide Daybook with suggestions, ideas, or feedback about the service, you grant Daybook a perpetual, irrevocable, royalty-free licence to use that feedback for any purpose, without obligation to you.

6.5. No training on Customer Data without consent. Daybook will not use Customer Data to train or fine-tune general-purpose AI models, and contracts with its sub-processors on equivalent terms where commercially available. Daybook may use de-identified, aggregated metadata about service usage to operate and improve the service.

7. Service availability and maintenance

7.1. Best-effort availability. Daybook is provided on a “best-effort” basis. Daybook does not at this stage offer a contractual service-level agreement, uptime percentage, or response-time guarantee. Daybook is committed to monitoring the service and to addressing incidents as quickly as reasonably possible.

7.2. Scheduled maintenance. Daybook may carry out scheduled maintenance, which may make the service temporarily unavailable. Where the expected outage exceeds fifteen (15) minutes, Daybook will use reasonable efforts to give at least twenty-four (24) hours’ advance notice by email or in-dashboard banner, and to schedule maintenance outside South African business hours (08:00–17:00 SAST) where possible.

7.3. Unscheduled outages. Daybook is not liable for any unavailability caused by: (a) third-party services on which Daybook depends (including WhatsApp, Google, Microsoft, Anthropic, OpenAI, Notion, Vercel, your internet service provider, and your email provider); (b) acts or omissions of you or your customers; (c) force majeure events under clause 12; or (d) any unauthorised interference with the service by third parties despite Daybook’s reasonable security measures.

7.4. Support. Daybook provides customer support by email to intake@daybookcoza.com and via the Daybook dashboard. Daybook aims to respond to support requests within one (1) South African business day, but does not contractually commit to any specific response time at this stage.

8. Liability

8.1. Service “as is”. Subject to clause 8.5, Daybook is provided “as is” and “as available”. Daybook does not warrant that the service will be uninterrupted, error-free, free of bugs, or that any specific outcome (including the recovery of any specific debt) will result from your use of Daybook.

8.2. No guarantee of payment. Daybook does not guarantee that any specific debtor will pay any specific invoice. Daybook’s responsibility is to perform the communication service diligently. The underlying debt remains a matter between you and your debtor.

8.3. Liability cap. Subject to clause 8.5, the total aggregate liability of Daybook to you under or in connection with these Terms, whether in contract, delict, statute (including under the Consumer Protection Act), or otherwise, is limited in any twelve (12) month period to the total fees you have paid to Daybook in the six (6) calendar months immediately preceding the event giving rise to the claim.

8.4. Excluded losses. Subject to clause 8.5, Daybook is not liable to you for any: (a) loss of profit; (b) loss of revenue; (c) loss of business or business opportunity; (d) loss of anticipated savings; (e) loss of goodwill; (f) loss of or corruption of data, where Daybook has complied with its security obligations in clause 5 of the Daybook Data Processing Addendum; (g) special, indirect, punitive, exemplary, or consequential damages; even if Daybook was advised of the possibility of such loss or damage.

8.5. No exclusion of certain liabilities. Nothing in these Terms excludes or limits Daybook’s liability for: (a) death or personal injury caused by Daybook’s negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot lawfully be excluded or limited under South African law, including liability under section 61 of the Consumer Protection Act in respect of harm caused by unsafe or defective goods, where applicable; or (d) any rights you have as a consumer under the Consumer Protection Act, where it applies to you.

9. Indemnity

9.1. You indemnify Daybook and its directors, employees, and contractors against any loss, damage, fine, penalty, claim, demand, action, cost, or expense (including reasonable legal costs on an attorney-and-own-client scale) arising out of or in connection with: (a) any breach by you of these Terms, the Daybook Customer Privacy Policy, or the Daybook Data Processing Addendum; (b) any unlawful, fraudulent, abusive, defamatory, harassing, or misleading content or instructions you submit to Daybook; (c) any invoice, quote, or communication that Daybook drafts, sends, or attempts to send at your direction, including any dispute with the recipient about the underlying goods, services, or amount; (d) any claim by your customer, debtor, employee, or contractor against Daybook arising from your acts or omissions; or (e) your infringement of any third party’s intellectual property, privacy, or other rights.

9.2. Daybook will: (a) promptly notify you of any claim that may be subject to this indemnity; (b) give you reasonable cooperation in defending it; and (c) not settle the claim without your prior written consent, not to be unreasonably withheld. You may not settle any claim in a way that creates obligations on Daybook (other than payment of money fully indemnified) without Daybook’s prior written consent.

10. Termination

10.1. Termination for convenience. Either party may terminate these Terms and your subscription at any time on thirty (30) days’ written notice to the other (email to intake@daybookcoza.com on your side, or to your registered email address on our side).

10.2. Termination for material breach. Either party may terminate immediately on written notice if: (a) the other party commits a material breach of these Terms and fails to remedy the breach (where capable of remedy) within seven (7) business days of written notice; (b) the other party becomes insolvent, is placed in business rescue, is liquidated or wound up (whether voluntarily or compulsorily), or commits any act of insolvency under the Insolvency Act 24 of 1936.

10.3. Immediate suspension or termination for acceptable use breach. Notwithstanding clause 10.2, Daybook may suspend or terminate immediately, with notice but without a cure period, where you breach clause 4.2 (acceptable use).

10.4. Effect of termination.

• 10.4.1. All fees outstanding up to the date of termination are payable.
• 10.4.2. Daybook will cease sending invoices and reminders on your behalf.
• 10.4.3. Daybook will return Customer Data and delete its copies in accordance with clause 6 of the Daybook Data Processing Addendum (14-day return window, then 14-day deletion window), subject to legal retention requirements.
• 10.4.4. You should revoke Daybook’s OAuth access from your Google or Microsoft account permissions at the same time.

10.5. Survival. Clauses that by their nature should survive termination — including without limitation clauses 4.2 (acceptable use historical breach), 6 (intellectual property), 8 (liability), 9 (indemnity), 11 (confidentiality), 13 (data and privacy), 14 (dispute resolution and governing law), and 15 (general) — survive termination.

11. Confidentiality

11.1. Each party will treat the other party’s non-public business, technical, financial, and customer information as confidential. Each party may disclose such information only to those of its employees, contractors, and professional advisers who have a need to know and who are bound by confidentiality obligations.

11.2. The obligation in clause 11.1 does not apply to information that: (a) is or becomes public other than through breach of these Terms; (b) was lawfully known to the receiving party before disclosure without obligation of confidentiality; (c) is independently developed without reference to the other party’s information; or (d) is required to be disclosed by law, court order, or a regulator, in which case the receiving party will (where lawful) give the disclosing party prompt notice and reasonable opportunity to object.

11.3. The obligations in this clause 11 survive termination for a period of five (5) years.

12. Force majeure

12.1. Neither party is liable for any failure or delay in performance under these Terms to the extent that the failure or delay is caused by an event beyond its reasonable control, including but not limited to acts of God, sustained load shedding stage 6 or higher, internet or undersea cable failure, war, riot, terrorism, pandemic, government action, regulatory change, or failure of any third-party service on which Daybook reasonably relies.

12.2. The affected party will give the other party prompt notice of the force majeure event and its expected effect, and will use reasonable efforts to mitigate. If the event continues for more than thirty (30) consecutive days, either party may terminate these Terms on written notice without further liability.

13. Data and privacy

13.1. The processing of personal information under these Terms is governed by:

• 13.1.1. the Daybook Customer Privacy Policy, which describes how Daybook processes personal information about you (the Customer) and your representatives; and
• 13.1.2. the Daybook Data Processing Addendum (“DPA”), which governs Daybook’s processing of personal information about your customers (your debtors) as an Operator under POPIA, where you are the Responsible Party.

13.2. The Privacy Policy and DPA are deemed to be incorporated into these Terms. You confirm that you have read both and that you accept the DPA on behalf of yourself as Responsible Party under POPIA.

14. Changes to these terms

14.1. Daybook may amend these Terms from time to time. Daybook will give existing Customers at least thirty (30) days’ written notice (by email to your registered email address and by in-dashboard notice) before any material amendment takes effect.

14.2. If you do not accept a material amendment, you may terminate these Terms under clause 10.1 before the amendment takes effect. Your continued use of the service after the amendment takes effect constitutes acceptance of the amended Terms.

14.3. Non-material amendments — such as corrections of typographical errors, updates to sub-processor lists, or changes required by law — take effect when posted to the Daybook website or otherwise communicated to you, without the 30-day notice requirement.

15. Dispute resolution and governing law

15.1. Governing law. These Terms and any non-contractual obligations arising from or in connection with them are governed by, and construed in accordance with, the laws of the Republic of South Africa.

15.2. Negotiation. The parties will attempt in good faith to resolve any dispute arising from or in connection with these Terms through direct negotiation between senior representatives, within a period of fifteen (15) business days from the date the dispute is notified in writing.

15.3. Mediation. If the dispute is not resolved through negotiation, the parties will refer the dispute to mediation administered by an accredited South African mediator (such as one accredited under the Rules of the High Court of South Africa) before commencing any litigation. The cost of the mediator is shared equally unless the mediator decides otherwise.

15.4. Jurisdiction. Subject to clauses 15.2 and 15.3, the parties consent to the exclusive jurisdiction of the Western Cape Division of the High Court of South Africa, Cape Town, for the determination of any dispute arising from these Terms. Notwithstanding the foregoing, Daybook may bring proceedings to recover unpaid fees in any Magistrate’s Court of competent jurisdiction.

15.5. Consumer protection. Nothing in this clause 15 limits any right you may have, where the Consumer Protection Act applies to you, to refer a complaint to the Consumer Goods and Services Ombud, the National Consumer Commission, or the National Consumer Tribunal.

16. General

16.1. Notices. Notices to Daybook must be sent to intake@daybookcoza.com. Notices to you will be sent to the email address registered to your account. Notices are deemed received on the next business day after sending, where there is no automated bounce.

16.2. Assignment. You may not assign or transfer your rights or obligations under these Terms without Daybook’s prior written consent. Daybook may assign or transfer its rights and obligations to a successor in the event of a merger, acquisition, or sale of substantially all of its assets, on notice to you.

16.3. No agency. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Daybook, except as expressly set out (for example, the limited authority granted to Daybook by your OAuth authorisation to send email on your behalf).

16.4. Severability. If any provision of these Terms is held to be invalid or unenforceable by a competent court, the remainder will continue in force, and the offending provision will be replaced by a valid provision that most closely reflects the parties’ original intent.

16.5. No waiver. A failure or delay by either party in exercising any right under these Terms is not a waiver of that right.

16.6. Entire agreement. These Terms, the Daybook Customer Privacy Policy, the Daybook Data Processing Addendum, and any separately signed agreement between you and Daybook constitute the entire agreement between the parties on their subject matter and supersede any prior representations, marketing material, or proposals not expressly incorporated.

16.7. Counterparts and electronic acceptance. Acceptance of these Terms by ticking a box, clicking an “I agree” button, sending an email confirmation, or continuing to use the service, has the same legal effect as a signed contract under section 13 of the Electronic Communications and Transactions Act 25 of 2002.

16.8. Language. These Terms are concluded in English. Any translation provided for convenience does not affect their interpretation.