← Indawo AI home · Envy Fincorp (Pty) Ltd t/a Indawo AI, reg. 2021/756475/07
Version 1.0.5, effective 24 October 2026. Clauses in bold limit your rights or place risk on you. Where the Consumer Protection Act (CPA) applies, they are drawn to your attention (CPA s49) and shown separately in the sign-up flow.
Change note (version 1.0.5, 24 October 2026): new clause 24.1A lets a Host plan client, and any client to whom the CPA applies, cancel this Agreement or give notices under clauses 11, 12 or 22 or ECTA s44 by email, effective when the email is sent. This change only adds to clients’ rights, so clients who accepted version 1.0.4 do not need to accept again. No other clause was changed. Version 1.0.4 (which made the Host plan month to month with no Minimum Term, in clauses 11.1, 11.2 and 11.4) applied from 24 October 2026.
1.1 Indawo: Envy Fincorp (Pty) Ltd, trading as Indawo AI, registration number 2021/756475/07. Address (and address for legal notices): 102 Churchill Street, Wendywood, 2090. Envy Fincorp is not registered for VAT (“Indawo”, “we”, “us”).
1.2 Client means the lodge, guesthouse, hotel or other accommodation business, or a host (an individual or business) on the Indawo Host plan, that accepts this agreement on the Order Form or in the online sign-up (“Client”, “you”).
1.3 This Agreement is made up of: (a) the Order Form or online sign-up record (plan, rooms, fees, start date, any offer); (b) these terms; (c) the Operator Agreement (document 02); (d) the Acceptable Use Policy (document 04); (e) the Launch Offer Terms (document 05), if they apply; and (f) the price list on the Website at the date of the Order. If they conflict, they rank in that order, except that the Operator Agreement prevails on anything about personal information.
1.4 The Agreement is formed when you (a) sign the Order Form or (b) tick the acceptance box in the online sign-up and we confirm the account by email. We keep a record of the version and date of each document you accepted, the time, the user and the IP address.
1.5 The person accepting confirms that he or she is authorised to bind the Client.
“Business Day”: any day except Saturday, Sunday or a South African public holiday. “Client Content”: all data, text, images, rates, bookings, guest and staff information and other material you or your users put into the Services, or that third-party services send to the Services for you. “Fees”: the subscription, setup, add-on, usage and once-off fees on the Order Form or price list. “Services”: the Indawo AI hosted software (booking engine, property management, channel connections, unified inbox, Ask Indi and other modules on your plan) plus setup and support. “Third-Party Services”: services we do not control, including online travel agents (OTAs) such as Booking.com and Agoda, channel-manager connectivity providers, Meta/WhatsApp, payment gateways, accounting software such as Xero, email providers and AI model providers. “Website”: indawoai.co.za.
3.1 We provide the Services on your plan for the Term. We may improve and change the Services, but we will not materially reduce the core functions of your plan during a paid period without 30 days’ notice (clause 19).
3.2 Setup. For a setup fee (or under a waiver, clause 5), we load your rooms, rates, seasons and policies; place the booking widget on your existing website; map your Booking.com and Agoda listings where you authorise the connection; onboard your WhatsApp number; migrate future bookings and your guest list from one export; give the training sessions on your plan; and give 2 weeks of go-live support. You must supply accurate information and the logins and approvals only you can give (for example OTA extranet approvals). We do not store your OTA passwords.
3.3 Service levels. We will use reasonable skill and care and reasonable efforts to keep the Services available and to fix faults promptly. Support hours: Business Days 08:00 to 17:00 SAST; priority/after-hours support only if you buy that add-on. We do not guarantee any uptime percentage, response time or error-free operation, unless the price list or your Order Form states a specific service level, in which case only that stated level and remedy apply. Planned maintenance will be notified at least 48 hours in advance where practicable and scheduled outside 06:00–22:00 SAST where practicable.
3.4 Backups. We back up the Services’ data daily and keep backups for 30 days. You should keep your own exports of important data (clause 13.1 lets you export at any time).
3.5 Not included. Unless the Order Form says so, the Services do not include accounting, tax, legal, payroll or debt-collection services, website hosting, hardware, internet connectivity, or OTA commission and fees (which you pay the OTA directly).
4.1 You pay the Fees in South African Rand. Envy Fincorp is not registered for VAT; no VAT is charged. If we register for VAT later, we will give you at least 30 days’ written notice before VAT is added, and you may cancel without penalty before it applies.
4.2 Subscription and add-ons are invoiced monthly in advance (or annually in advance if you choose annual billing), from the go-live date or 30 days after the Order, whichever comes first. Usage (WhatsApp messages above your included allowance and marketing templates) is invoiced monthly in arrears at the rates on the price list.
4.3 Setup fee. The once-off setup fee on the Order Form is payable 50% on signature and 50% at go-live unless it is waived under clause 5.
4.4 Payment. Invoices are due within 7 days of the invoice date by EFT to the Envy Fincorp (Pty) Ltd bank account shown on the invoice, using the invoice number as reference. We will never change our bank details by email alone, so always confirm a change with us at accounts@indawoai.co.za before paying. We may add other payment methods (for example card or instant EFT through a named payment provider) by giving you notice; using them will be optional.
4.5 Price changes. We may change the Fees on at least 60 days’ written notice, but not more than once in 12 months and not during a prepaid annual period or a price-lock period. Usage rates that follow third-party costs (for example Meta’s WhatsApp charges or exchange-rate changes of more than 5%) may be adjusted quarterly on 30 days’ notice. If you do not accept a change, you may cancel without penalty before it takes effect.
4.6 Disputed invoices. Tell us in writing within 14 days with reasons. You must pay the undisputed part on time. We will respond within 10 Business Days.
5.1 If you qualify for a promotion (for example the setup-fee waiver for the first 50 properties signing between 1 November and 31 December 2026), the Launch Offer Terms (document 05) and the Order Form apply. A waiver applies only to the setup fee named on the Order Form. It has no cash value and does not reduce any other Fee.
5.2 Clawback of a waived setup fee. If you received a setup-fee waiver and the Agreement ends before the end of the 3-month Minimum Term – because you cancel or because we terminate for your breach – you must pay the pro-rata share of the waived setup fee: waived fee × (complete months of the 3 not yet served ÷ 3). No clawback applies if the Agreement ends because of our breach, our insolvency, our termination for convenience, or your lawful cancellation without penalty (clauses 4.5, 10.3, 19.2 or 22). Example: waived fee R9,200, cancellation after 1 complete month: R9,200 × 2/3 = R6,133.33. This is a reasonable recovery of setup work actually done and is not a penalty.
6.1 Interest. On any amount not paid by its due date, we may charge interest from the due date until payment at the rate prescribed under the Prescribed Rate of Interest Act 55 of 1975, as varied from time to time (10.50% per year as at 20 October 2026). Interest is simple interest, calculated daily. Interest will never exceed the amount of the unpaid capital (the in duplum rule). Where the National Credit Act applies, we will charge interest only as that Act allows.
6.2 Reminders. We will send a reminder when an invoice is 7 days overdue.
6.3 Suspension. If an amount is more than 14 days overdue, we may give you written notice that the Services will be suspended if payment is not received within 7 days of the notice. If it is still unpaid, we may suspend access to the Services (except your ability to export your data under clause 13.1 and to pay). Suspension does not stop the Fees running for the Minimum Term. We will restore access within 1 Business Day of receiving payment in full. We will not suspend your guests’ booking confirmations already issued, and we will give you at least 5 Business Days’ notice before we disconnect channel connections, so that you can avoid overbookings.
6.4 Collections administration. If an amount stays unpaid after the suspension notice, we may hand the account to Stahlberg Legal & Administration (our group’s legal-administration function) for collections administration: documented reminders, statements, payment-arrangement proposals and, if needed, instructing an attorney. Stahlberg Legal & Administration is not a debt collector and does not charge you collection fees, commission or tracing fees. We will share only the information needed for this (your business details, contacts, invoices and payment history) with Stahlberg Legal & Administration.
6.5 Legal costs. If we have to instruct an attorney to recover overdue amounts, you must pay the reasonable legal costs we incur, as taxed or agreed, on the attorney-and-client scale, to the extent the law allows. Where the CPA or National Credit Act applies, costs are limited to what those Acts allow.
6.6 Set-off. We may not set off amounts you owe us against your guests’ payments that pass through the Services; those belong to you.
6.7 Proof of business address. (a) You must upload proof of your business address (for example a utility bill, bank statement or lease, dated within the last 3 months and in the business’s name) within 1 month of the date you sign up. You may sign up without it. (b) We will remind you by email at least 7 days and 2 days before the deadline. (c) If we have not received an acceptable document by the deadline, we may pause the Services from the start of month 2 until we have it. During a pause you can still upload the document, export your data under clause 13.1 and pay any amounts due; booking confirmations already issued to your guests stay valid; and we will give you at least 5 Business Days’ notice before we disconnect channel connections, so that you can avoid overbookings. (d) Fees do not accrue for the days the Services are paused, and we will credit or pro-rate your next invoice accordingly. The Minimum Term is extended by the number of days the Services were paused. (e) If we reject a document, we will tell you why. The pause ends once we accept a document, and we will restore access within 1 Business Day of accepting it. (f) A pause under this clause is not a termination and does not affect our other rights under this Agreement.
7.1 You must: (a) give us accurate information and keep your account details up to date; (b) keep logins confidential, use two-factor authentication for admin users where the Services offer it, and tell us immediately about any unauthorised use; (c) decide who your users are and what roles they have; (d) check your rates, availability, policies and bookings, including on each OTA’s extranet; (e) comply with the Acceptable Use Policy, the terms of each Third-Party Service you connect, and the law (including POPIA, the CPA towards your guests, tourism, liquor, tax and accommodation laws); and (f) give your guests and staff the privacy notices and obtain any consents you need as responsible party.
7.2 You are responsible for everything done through your account by your users.
8.1 You own your Client Content. You give us a non-exclusive right to host, copy, process, transmit and display Client Content only as needed to provide the Services, to support you, to meet our legal obligations and as the Operator Agreement allows.
8.2 For personal information in Client Content (for example guest and staff information), you are the responsible party and we are your operator. The Operator Agreement (document 02) governs this.
8.3 Aggregated data. We may create anonymised, aggregated statistics (for example average occupancy across all clients) that do not identify you, your property, your guests or any person, and use them to run and improve the Services. We will not sell Client Content. We will not use Client Content, or data received from WhatsApp or Xero (even in anonymised or aggregated form), to train AI models, except a model used only for you, where the relevant third-party terms allow it.
8.4 Logo and photos. If you upload your logo or photos, you give us a non-exclusive, royalty-free licence to display them in the Services and on your booking pages for the Term. We will not use your name or logo in our marketing without your separate written consent, which you may withdraw.
8.5 You warrant that you have the rights and permissions to provide Client Content to us and to have it sent to the Third-Party Services you connect.
9.1 We (and our licensors) own the Services, the software, templates, designs, documentation and the Indawo AI and Indi names and logos. Nothing transfers ownership to you.
9.2 We grant you a non-exclusive, non-transferable right, for the Term, to use the Services for your own accommodation business, within your plan limits.
9.3 You must not copy, resell, sub-license, reverse engineer (except as the law permits), or use the Services to build a competing product, or remove proprietary notices.
9.4 If you give us feedback, we may use it freely.
10.1 The Services connect to Third-Party Services that we do not own or control. Your use of each is governed by your own agreement with that provider (for example the Booking.com and Agoda partner terms, the connectivity provider’s terms you accept in the OTA extranet, Meta’s WhatsApp Business terms and policies, your payment gateway’s merchant agreement and Xero’s terms). You must comply with them.
10.2 We are not responsible for, and are not liable for, any outage, error, delay, data loss, suspension, account closure, price change, policy change, API change or withdrawal of any Third-Party Service, including OTAs, channel-manager connectivity providers, payment gateways, Meta/WhatsApp, Xero or AI model providers, or for any booking, overbooking, rate error, commission, chargeback or penalty that results. We will use reasonable efforts to restore or adapt affected connections and to tell you promptly about known incidents.
10.3 If a Third-Party Service changes its rules or withdraws access so that we can no longer lawfully or practically provide a feature, we may change or withdraw that feature on as much notice as we reasonably can. If it is a material part of your plan, you may cancel the affected plan without penalty, and we will refund prepaid Fees for the unused period.
10.4 iCal calendar sync carries dates only and is updated on each OTA’s own schedule, so a risk of overbooking remains. Two-way live connections reduce, but do not remove, this risk.
11.1 The Agreement starts on the date it is formed (clause 1.4) and runs for the Minimum Term below (if one applies), then continues month to month until ended under clause 11.4 or clause 12 (“Term”).
11.2 Minimum Term. The Minimum Term is 3 months from the go-live date. The Minimum Term does not apply to the Host plan. A Host plan subscription runs month to month, and you may cancel at any time; cancellation takes effect at the end of the billing month in which you cancel, and no cancellation charge applies. If you received a setup-fee waiver, clause 5.2 (pro-rata clawback of the waived setup fee) applies if the Agreement ends early. Clients who did not receive a waiver pay no cancellation charge beyond the Fees due up to the end of the notice period.
11.3 Annual billing. If you prepay annually, the prepaid period is fixed. If you cancel during it for convenience, the prepaid amount is not refundable except where clause 10.3, 19.2 or 22 applies or the law requires a refund. Where the CPA applies, clause 22.2(b) applies instead, and we will refund the unused prepaid amount less a reasonable cancellation charge.
11.4 Ending after the Minimum Term. After the Minimum Term either party may end the Agreement on one calendar month’s written notice. On the Host plan, you may cancel at any time; cancellation takes effect at the end of the billing month in which you cancel, and no cancellation charge applies. If the Minimum Term is a fixed term and the CPA applies, we will remind you between 40 and 80 Business Days before it expires that it will continue month to month unless you tell us otherwise.
12.1 For breach. Either party may terminate on written notice if the other party materially breaches the Agreement and does not remedy the breach within 14 days of written notice (or 7 days for non-payment after a suspension notice).
12.2 Insolvency. Either party may terminate immediately if the other is placed in liquidation or business rescue (subject to the Companies Act), makes a compromise with creditors, or stops trading.
12.3 By us for convenience. We may terminate on 90 days’ written notice (for example if we stop offering the Services). We will refund prepaid Fees for the unused period and no clawback applies.
12.4 Effect. On termination: access ends (except for the export window in clause 13); all unpaid Fees, and any clawback or cancellation charge due under clauses 5.2 or 11, become payable; and clauses 6, 8, 9, 13, 15, 16, 17, 23 and 24 continue.
13.1 You may export your bookings, guests, rates and invoices in CSV at any time from the Services while your account is active.
13.2 Exit export. Within 30 days after the Agreement ends (the “Export Window”), and on your written request, we will give you a complete export of your Client Content in CSV and/or JSON (plus stored documents and images in their original formats) by secure download link. We will do this even if Fees are outstanding, but we may require payment of a reasonable fee, quoted to you in advance, for a custom or repeated export.
13.3 Deletion. After the Export Window we will delete or de-identify your Client Content from live systems within 30 days, and from backups as they roll over (within 30 further days). We will confirm deletion in writing on request. We may keep only what a law requires us to keep (for example invoices and tax records for 5 years under the Tax Administration Act and the Companies Act) and records needed to establish or defend a legal claim, only for those purposes.
13.4 Data held by Third-Party Services (for example bookings held by an OTA or a connectivity provider) is deleted under their own terms. We will send deletion instructions to our sub-operators.
14.1 Some features use automated tools or artificial intelligence (for example the Ask Indi help bot, reply suggestions, quote drafts, review summaries and scorecards).
14.2 AI outputs can be wrong, incomplete or out of date. You must check every output before you rely on it or send it to a guest, an OTA, an employee or anyone else. You are responsible for what you send.
14.3 Ask Indi and other AI features do not give legal, tax, accounting, financial, labour or immigration advice. Speak to a qualified adviser.
14.4 AI features that reply to guests automatically will identify that replies may be automated and will offer a way to reach a person.
14.5 We may use a third-party AI model provider (listed in the sub-operator annex of the Operator Agreement). We will contract with it so that your data is not used to train its general models.
15.1 We warrant that we will provide the Services with reasonable skill and care and substantially as described in our documentation.
15.2 Except as stated in this Agreement and to the extent the law allows, the Services are provided “as is” and we give no other warranties, express or implied, including that the Services will be uninterrupted or error-free, or will achieve any occupancy, revenue or review result. This does not exclude any right you have under the CPA that cannot be excluded, including your right under CPA s54 to services of the quality generally expected.
16.1 Neither party is liable for indirect or consequential loss, or for loss of profit, revenue, bookings, goodwill or anticipated savings, whether or not foreseeable.
16.2 Our total liability for all claims arising from or connected with this Agreement in any 12-month period is limited to the Fees you actually paid us in the 12 months before the event giving rise to the claim.
16.3 Carve-outs. Nothing in this Agreement limits or excludes liability for: (a) fraud or dishonesty; (b) wilful misconduct or gross negligence; (c) death or bodily injury caused by negligence; (d) your obligation to pay Fees; (e) a party’s indemnity obligations under clause 17 for third-party claims; (f) a breach of confidentiality or of the Operator Agreement causing a security compromise, which is instead capped at 3 times the Fees you paid in the previous 12 months; or (g) any liability that may not be limited by law, including under the CPA (for example ss 48–51 and 61) where it applies.
16.4 Where the CPA applies to you, this clause applies only to the extent the CPA allows.
17.1 You indemnify us against third-party claims, fines and reasonable legal costs arising from: (a) Client Content, including guest, staff and other personal information you give us or instruct us to process, and any claim that you collected or used it unlawfully; (b) your breach of the terms or rules of any OTA, connectivity provider, Meta/WhatsApp, payment gateway or other Third-Party Service you connect, including your rates, listings, cancellation policies and messages to guests; (c) messages you send through the Services (including marketing messages sent without valid consent); and (d) your breach of the Acceptable Use Policy or the law, except to the extent the claim is caused by our breach of this Agreement, the Operator Agreement or the law.
17.2 We indemnify you against third-party claims that the Services (excluding Client Content and Third-Party Services) infringe that third party’s intellectual property rights in South Africa, and reasonable legal costs. We may instead modify the Services so they do not infringe, obtain a licence, or end the affected Service and refund prepaid Fees.
17.3 The party claiming must notify the other promptly, allow it to control the defence, and co-operate reasonably. No settlement that admits fault for the other party without its consent.
We may suspend all or part of the Services immediately, with notice as soon as practicable, if (a) your use breaches the Acceptable Use Policy or a law, or threatens the security or integrity of the Services or other clients; (b) a Third-Party Service requires it (for example a WhatsApp number flagged by Meta); (c) a court or regulator requires it; or (d) you have not supplied proof of business address as required by clause 6.7 (in which case clause 6.7 governs the pause). We will limit suspension to what is necessary and restore the Services once the cause is fixed.
19.1 We may change these terms for legal, regulatory, security or product reasons. We will give at least 30 days’ written notice (email to your account owner and a notice in the app) of a change that materially affects you. Other changes take effect when published with the new version number.
19.2 If a change materially reduces your rights, you may cancel before it takes effect without any penalty or clawback, and we will refund prepaid Fees for the period after cancellation.
19.3 Each version is numbered and dated, and earlier versions are kept on the Website.
Each party will keep the other’s confidential information confidential, use it only for this Agreement and disclose it only to staff and advisers who need it and are bound by confidentiality, or where the law requires. This continues for 3 years after termination (indefinitely for personal information and trade secrets).
Neither party is liable for delay or failure caused by events beyond its reasonable control (including load-shedding beyond reasonable mitigation, national grid failure, natural disaster, war, riot, epidemic, or failure of the internet or a hosting provider not caused by that party). Payment obligations are not suspended. If the event lasts more than 30 days, either party may terminate the affected Services on notice.
22.1 Most Services are offered to businesses. Hosts on the Host plan may be individuals, and the Consumer Protection Act 68 of 2008 (CPA) applies to them.
22.2 Where the CPA applies (you are a natural person such as a sole proprietor, or a juristic person below the threshold): (a) nothing in this Agreement limits your rights under the CPA; (b) if this is a fixed-term agreement, you may cancel on 20 Business Days’ written notice (CPA s14), subject only to a reasonable cancellation charge (for a waiver recipient, the clawback in clause 5.2 is that charge); note that CPA s14 does not apply to agreements between juristic persons; (c) the clauses in bold have been drawn to your attention and you have had the opportunity to read them (CPA s49).
22.3 Electronic Communications and Transactions Act 25 of 2002 (ECTA). Our information under ECTA s43 is set out on the Website (“Legal information”) and in clause 25. If you are a natural person contracting as the end user, you may cancel without reason and without penalty within 7 days after the Agreement is formed (ECTA s44); you then pay only for any Services actually used. ECTA s44 does not apply to juristic persons.
23.1 South African law governs this Agreement.
23.2 The parties will first try to settle a dispute by negotiation between senior representatives within 15 Business Days of written notice.
23.3 The parties consent to the jurisdiction of the High Court of South Africa, Gauteng Division, Johannesburg, and, at Indawo’s option for claims within its jurisdiction, the Magistrates’ Court having jurisdiction over the Client (Magistrates’ Courts Act s45). Nothing prevents urgent relief.
24.1 Notices. Legal notices must be in writing. Email is valid for all notices, except notices of breach, termination or legal proceedings, which must also be delivered to the physical address. Indawo’s notice address (domicilium citandi et executandi): 102 Churchill Street, Wendywood, 2090, email legal@indawoai.co.za. The Client’s notice address is the physical and email address on the Order Form. Either party may change its address on 5 Business Days’ notice. An email is received when it enters the recipient’s mail server, unless a bounce is received.
24.1A Cancellation by email. Despite clause 24.1, a Host plan client, and any client to whom the CPA applies, may cancel this Agreement, or give any notice under clauses 11, 12 or 22 or under ECTA s44, by email to legal@indawoai.co.za from the email address on its account or using the cancel option in the app once it is available. The notice is effective when the email is sent. We will confirm receipt by email within 1 Business Day, but the cancellation does not depend on our confirmation. If a notice arrives from a different address, we may check the sender’s identity before acting, but the notice is still effective from the date it was sent.
24.2 Whole agreement. This Agreement is the whole agreement on its subject. No variation is valid unless made under clause 19 or agreed in writing (including by email confirmed by both parties).
24.3 Assignment. You may not cede or assign without our written consent (not unreasonably withheld). We may cede and assign to a group company or a buyer of the business on notice, provided your rights are not reduced.
24.4 Relaxation, severability. A relaxation is not a waiver. An unenforceable clause is severed and the rest continues.
24.5 Electronic signature. The Agreement may be accepted electronically and signed in counterparts (ECTA s13).
Full name and legal status: Envy Fincorp (Pty) Ltd, a private company, trading as Indawo AI; registration number 2021/756475/07; director: Mr D Mhlaba; address (and address for service of legal documents): 102 Churchill Street, Wendywood, 2090; email: legal@indawoai.co.za; Website: indawoai.co.za; VAT: not registered for VAT; membership of self-regulatory bodies or codes: none; privacy notice: indawoai.co.za/privacy; Information Officer: Mr D Mhlaba (privacy@indawoai.co.za); accounts and billing: accounts@indawoai.co.za.
Signed for the Client (authorised signatory) Name ______ Title ______ Signature ______ Date ______ Signed for Envy Fincorp (Pty) Ltd t/a Indawo AI Name ______ Title ______ Signature ______ Date ______
