PayI Terms of Use

1. Service Description

PayI ("the Service") is an AI-powered billing, invoicing, and collections platform. The Service is a product of the Kapardyn division of Synchplus Consulting (Pty) Ltd ("Synchplus", "the Company", "we", "us"), a company registered in the Republic of South Africa. PayI is designed specifically for Managed Service Providers ("MSPs") and technology service businesses to automate client billing, payment collection, dunning workflows, and financial analytics.

The Service is offered as a standalone product within the VaultFuzion platform suite and may be used independently or alongside other VaultFuzion products (Kapsul8, VentraID, VaultDMARC, EvidenceVault). These Terms of Use ("Terms") govern your access to and use of the PayI Service, including all associated web portals (PayI Client Portal, PayI MSP Dashboard), APIs, integrations, and documentation.

By creating a PayI account or using the Service, you agree to be bound by these Terms. If you do not agree, you must immediately cease using the Service.

2. Account Registration and Eligibility

The Service is available exclusively to registered Managed Service Providers, IT service businesses, and other commercial entities. Individual consumers are not eligible to use PayI. By registering, you represent and warrant that:

• You are a duly registered business entity in your jurisdiction of operation
• You are at least 18 years of age and have legal authority to bind your organisation to these Terms
• The information provided during registration is accurate, complete, and current
• You will maintain and promptly update your account information as necessary
• You are responsible for safeguarding your account credentials, including passwords and API keys
• You will immediately notify us of any unauthorised access to or use of your account

Each user account is personal and non-transferable. You may create multiple user accounts within your MSP organisation, each with appropriate role-based permissions (MSP Admin, MSP Finance, MSP Technician).

3. Subscription Tiers and Billing

PayI is offered in three subscription tiers, each designed for different scales of MSP operation. All prices are quoted in South African Rand (ZAR) and are exclusive of 15% Value-Added Tax (VAT) unless otherwise stated.

Subscription fees are billed monthly in advance. Invoices are generated on the first day of each billing cycle. South African customers are subject to 15% VAT on all charges.

4. Client Count High-Watermark Policy

PayI uses a high-watermark billing model to determine your applicable subscription tier. This means the highest number of active clients in your PayI account during the current contract term determines which tier pricing applies.

How it works: If you begin a contract term on the Professional tier (up to 50 clients) and subsequently add a 51st active client at any point during the term, your subscription will automatically upgrade to the Business tier for the remainder of that contract term. The tier upgrade is effective from the next billing cycle following the threshold breach.

Important: The high-watermark count does not decrease within a contract term. Removing clients after crossing a tier threshold will not reduce your subscription back to a lower tier until the next contract renewal. At renewal, the tier resets based on your then-current active client count.

Deactivated or archived clients are excluded from the active client count. Only clients with at least one active invoice or payment record in the current billing period are counted.

5. Commitment Terms and Early Termination

PayI offers four commitment options, each with different pricing and obligations:

• Month-to-Month (M2M): No minimum commitment. You may cancel at any time with 30 days' written notice. No early termination fees apply. Higher transaction fee rate of 6% applies.
• 1-Year Commitment: 12-month minimum term with 8% discount on base tier pricing.
• 3-Year Commitment: 36-month minimum term with 15% discount on base tier pricing.
• 5-Year Commitment: 60-month minimum term with 20% discount on base tier pricing.

Early termination: If you terminate your subscription before the end of your committed service term for any reason other than a material, uncured breach by the Company, a pre-estimated termination fee equal to the remaining committed subscription fees through the end of the committed term becomes payable. This amount reflects a genuine pre-estimate of the Company's loss (engineering, onboarding, and recovery of the multi-year commitment discount applied to your base rate) and is not a penalty. Where the Consumer Protection Act 68 of 2008 applies, the applicable reasonable cancellation charge will be calculated in accordance with section 14 of the Act and regulation 5 of the CPA Regulations. At the Company's discretion, the fee may be waived or reduced by written decision of the PayI General Manager, the Chief Product Officer, or the Chief Executive Officer of Synchplus Consulting (Pty) Ltd (with the CEO's authority superseding all other persons).

All commitment terms renew automatically unless written notice of non-renewal is provided at least 60 days before the end of the current term. Upon renewal, the commitment term resets and the then-current pricing applies.

6. Transaction Fees

In addition to subscription fees, PayI charges a transaction fee on all payments processed through the platform. The applicable rate depends on your commitment term:

• Month-to-Month (M2M): 6% per transaction. This rate reflects the flexibility of no commitment and covers payment processing costs plus platform margin.
• Committed terms (1Y, 3Y, 5Y): 3.5% per transaction. This is an at-cost rate that covers only the underlying payment gateway fees and minimal platform overhead.

Transaction fees are calculated on the gross payment amount (including VAT if applicable) and are deducted from the settlement amount before funds are remitted to your designated bank account. Transaction fees are non-refundable, even if the underlying payment is later refunded or reversed.

7. White-Label Add-Ons

PayI offers optional white-label add-ons that allow you to present the billing and payment experience to your clients under your own brand:

• Basic White-Label (R599/mo): Custom logo on invoices and payment pages, custom "from" name on payment reminder emails, branded client portal with your colour scheme.
• Full White-Label (R899/mo): Everything in Basic, plus custom domain for the client payment portal, fully branded email templates with your domain sender, removal of all PayI/VaultFuzion branding, custom favicon and metadata.

White-label add-ons are billed monthly and may be added or removed at any time. Changes take effect from the next billing cycle. You are responsible for providing valid branding assets (logo, colours, domain DNS configuration) to enable white-label functionality.

8. Payment Gateway

All payment processing within PayI is handled exclusively through Peach Payments, a PCI DSS Level 1 certified payment service provider registered in South Africa. PayI does not process, store, or have access to your clients' credit card numbers, bank account details, CVVs, or PINs at any time.

By using PayI, you acknowledge and agree that:

• Peach Payments is the sole payment gateway provider for the Service
• Payment processing is subject to Peach Payments' own terms of service and acceptable use policy
• The Company is not liable for payment processing failures, delays, or errors attributable to Peach Payments
• Settlement timescales are determined by Peach Payments and your acquiring bank
• You must maintain a valid Peach Payments merchant account to use payment collection features

For detailed information on how payment data is handled, please refer to our Payment Security Policy.

9. Data Handling and POPIA Compliance

The Company processes personal information in accordance with the Protection of Personal Information Act, 2013 ("POPIA"). In the context of PayI:

• You (the MSP) are the Responsible Party for your clients' personal information
• The Company acts as the Operator (processor) on your behalf
• We process client data solely for the purpose of providing the invoicing, billing, and collections services you have requested
• Data is encrypted at rest using AES-256-GCM with per-MSP derived encryption keys
• Data isolation is enforced at the application and database level — no MSP can access another MSP's data

For complete details on data handling, retention, and your rights, please refer to our PayI Privacy Policy.

10. Service Availability and SLA

The Company targets high availability for the PayI Service. Service level commitments vary by tier:

• Professional and Business tiers: Best-effort availability target of 99.5% uptime. No formal SLA guarantees or service credits apply.
• Enterprise tier: Formal SLA with 99.9% monthly availability target. Scheduled maintenance windows are communicated at least 48 hours in advance. Service credits are applied as follows: 99.0%–99.9% = 10% credit; 95.0%–99.0% = 25% credit; below 95.0% = 50% credit, calculated against the affected month's PayI subscription fee only (excluding transaction fees and any third-party pass-throughs). Total service credits in any calendar month are capped at one hundred percent (100%) of the affected month's PayI subscription fee, and are the sole and exclusive financial remedy for availability shortfalls.

Uptime is measured on a calendar-month basis and excludes scheduled maintenance, force majeure events, and outages caused by third-party services (including Peach Payments). Service credit claims must be submitted in writing within 30 days of the affected month.

11. Limitation of Liability

To the maximum extent permitted by South African law, the Company's total aggregate liability for any and all claims arising from or related to the PayI Service shall not exceed the total fees paid by you to the Company for the PayI Service in the six (6) months immediately preceding the event giving rise to the claim.

The Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunity
• Loss of data or corruption of data
• Failure of third-party payment processing (including Peach Payments)
• Delayed or failed payment collections from your clients
• Inaccurate AI-generated analytics, forecasts, or recommendations
• Business interruption or downtime costs

PayI is a billing and collections tool. The Company does not guarantee payment collection outcomes and is not liable for your clients' failure to pay their invoices.

12. Intellectual Property

The PayI Service, including its source code, algorithms, AI models, user interface, documentation, and all associated intellectual property, is owned exclusively by Synchplus Consulting (Pty) Ltd and is protected by South African and international copyright and intellectual property laws.

You retain all rights to the data you input, generate, or store through the Service ("Your Data"), including client information, invoice data, and payment records. The Company does not claim ownership of Your Data. We access Your Data only to provide the services you have requested and as required by law.

You may not reverse-engineer, decompile, disassemble, or attempt to derive the source code of any part of the Service. You may not use automated means (scrapers, bots) to extract data or functionality from the Service beyond what is provided through official APIs.

13. Termination and Suspension

By you: You may terminate your PayI subscription by providing written notice in accordance with your commitment term (see Section 5). Month-to-month subscriptions require 30 days' notice. Committed terms are subject to early termination fees.

By the Company: Synchplus Consulting (Pty) Ltd reserves the right to suspend, disable, or restrict your access to the Service, including all associated login IDs, portals, APIs, and data, at the Company's sole discretion if:

• You violate any provision of these Terms or the Acceptable Use provisions
• Your use of the Service is disruptive to infrastructure, other customers, or the platform
• Your subscription fees remain unpaid for more than 14 days past the due date
• We reasonably believe your account has been compromised or is being used for fraudulent activity
• Your Peach Payments merchant account is suspended or terminated
• Required by law, regulation, or court order

Upon suspension due to non-payment or violation, all remaining fees and subscription costs for the committed term must be paid in full before access to the Service, features, and data can be resumed.

Effect of termination: Upon termination, we will make Your Data available for export for a period of 30 days. After this period, Your Data will be securely deleted in accordance with our data retention and destruction policies. Outstanding payment obligations (including early termination fees) survive termination.

14. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Republic of South Africa, without regard to its conflict of laws provisions.

Any dispute arising from or in connection with these Terms shall first be submitted to mediation under the rules of the Arbitration Foundation of Southern Africa (AFSA). If mediation fails to resolve the dispute within 30 days, the dispute shall be referred to and finally resolved by arbitration under AFSA rules. The seat of arbitration shall be Johannesburg, Gauteng. The language of the arbitration shall be English.

Notwithstanding the above, either party may seek urgent interim relief from a court of competent jurisdiction in South Africa.

15. Pricing, Feature, and Service Changes

The Company reserves the right to change the pricing of any PayI subscription tier, add-on, white-label option, or transaction fee. We will provide at least thirty (30) days' written notice for month-to-month customers, and at least sixty (60) days' written notice for customers on a committed term (1Y / 3Y / 5Y), before any pricing change takes effect. If you do not agree to a pricing change, you may terminate the affected subscriptions without incurring the Section 5 early-termination fee by providing written notice to the Company before the new pricing takes effect.

The PayI Service, its features, functionality, integrations, user interface, and associated services may be modified, suspended, or withdrawn by us, in our sole discretion, without notice to you. We may add, replace, or discontinue features or products at any time, including during a committed subscription term.

16. Amendments to These Terms

The Company reserves the right to amend these Terms at any time. We will notify you of material changes via email at least thirty (30) days before they take effect. The updated Terms will be effective on the date specified in our notice unless you notify us in writing that you object within that thirty (30) day period.

By continuing to use the Service after the effective date of amended Terms without having submitted a written objection, you agree to comply with the updated Terms. Should you object to amended Terms, The Company will allow you to either (a) continue under the prior Terms until the end of your current committed service term, or (b) terminate the affected subscriptions subject to the early termination provisions in Section 5.

17. Contact

For questions, concerns, or notices relating to these Terms of Use, contact us at: