Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Rysis Software (Pty) Ltd, trading as Chronodesk ("Chronodesk," "we," "us," or "our"), a company registered in the Republic of South Africa. By accessing or using the Chronodesk platform, website, APIs, or any associated services (collectively, the "Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms.

If you are agreeing to these Terms on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms, and the terms "Customer," "you," or "your" shall refer to that organisation.

1. Definitions

For the purposes of these Terms, the following definitions apply:

• "Account" means the customer account created upon registration to access the Service.
• "Authorised User" means any individual granted access to the Service under the Customer's Account.
• "Customer Data" means all data, content, and information submitted, uploaded, or otherwise made available to the Service by the Customer or its Authorised Users.
• "Service" means the Chronodesk cloud-based software-as-a-service platform, including all modules (project management, service desk, CRM, timesheets, forms engine, WhatsApp integration, AI agents, and other features), web applications, APIs, documentation, and related services.
• "Subscription" means the plan or package selected by the Customer, as described on our Pricing page.
• "Third-Party Services" means services provided by entities other than Chronodesk that may integrate with or be accessible through the Service, including but not limited to WhatsApp (Meta), Xero, Microsoft, and Google.

2. Eligibility and Account Registration

• You must be at least 18 years of age, or the age of legal majority in your jurisdiction, to use the Service.
• You must provide accurate, current, and complete information during registration and keep your Account information up to date.
• You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account.
• You must notify Chronodesk immediately of any unauthorised use or security breach related to your Account by contacting [email protected].
• Chronodesk reserves the right to refuse registration, suspend, or terminate any Account at its discretion if these Terms are violated.

3. Scope of Service

Chronodesk provides a cloud-based, multi-tenant software platform that enables organisations to manage:

• Projects, tasks, milestones, and work breakdown structures (WBS)
• Service desk ticketing with SLA management and multi-channel intake (email, WhatsApp, forms)
• Customer relationship management (CRM) including leads, deals, and contact management
• Time tracking, timesheets, and billing reports
• Project Portfolio Management (PPM) and Project Management Office (PMO) operations
• AI-powered agents and workflow automations
• Custom forms, client portals, and knowledge bases
• Document management, reporting dashboards, and resource planning
• Integration with Third-Party Services such as WhatsApp Business, Xero, and others

The specific features available to you depend on your selected Subscription tier. Feature availability is described on our Pricing page and may be updated from time to time.

4. Subscriptions, Billing, and Payment

4.1 Subscription Plans

The Service is offered under various subscription tiers (Essential, Professional, Advanced, and Enterprise), each with different feature sets and minimum user requirements. Optional add-ons, including WhatsApp integration packages, may be purchased separately.

4.2 Billing Cycle

All subscriptions are billed on a month-to-month basis unless otherwise agreed in writing (e.g., an Enterprise agreement). There are no mandatory long-term commitments for standard subscription tiers.

4.3 Payment

• Fees are due in advance at the beginning of each billing cycle.
• All fees are quoted exclusive of applicable taxes (including VAT) unless stated otherwise.
• Chronodesk accepts payment via the methods specified at the time of purchase.
• Failure to make timely payment may result in suspension or termination of your access to the Service.

4.4 Price Changes

Chronodesk reserves the right to modify pricing at any time. We will provide at least 30 days' prior written notice of any price increase. Continued use of the Service after a price change takes effect constitutes acceptance of the updated pricing.

4.5 Refunds

Fees are generally non-refundable. Refund requests will be assessed on a case-by-case basis at Chronodesk's sole discretion. Prorated credits may be issued in certain circumstances.

5. Free Tiers and Trials

Chronodesk may offer free tiers, trial periods, or promotional access to the Service. These are provided "as is" with no warranty or service level commitment. Chronodesk reserves the right to modify, limit, or discontinue any free or trial offering at any time without prior notice. At the end of a trial period, your access may be downgraded or suspended unless you subscribe to a paid plan.

6. Customer Data and Ownership

6.1 Ownership

You retain all ownership rights in your Customer Data. Chronodesk does not claim any ownership over Customer Data. Nothing in these Terms transfers ownership of Customer Data to Chronodesk.

6.2 Licence to Chronodesk

By submitting Customer Data to the Service, you grant Chronodesk a limited, non-exclusive, worldwide licence to use, process, store, and display Customer Data solely for the purpose of providing, maintaining, and improving the Service. This licence terminates when the Customer Data is deleted from the Service.

6.3 Data Isolation

Each Customer's data is logically isolated from other customers within the platform. We employ strict multi-tenant data isolation practices to prevent unauthorised cross-tenant access.

6.4 Data Portability

Upon written request, Chronodesk will provide the Customer with an export of their Customer Data in a commonly used, machine-readable format within a reasonable timeframe, subject to any applicable fees.

7. Privacy and Data Protection

Our collection and use of personal information is governed by our Privacy Policy, which forms an integral part of these Terms.

• Chronodesk is committed to compliance with the Protection of Personal Information Act (POPIA) of South Africa and has adopted practices aligned with the General Data Protection Regulation (GDPR) of the European Union.
• We process personal information only as necessary to provide the Service or as otherwise permitted by applicable law.
• We do not sell, lease, or commercially distribute Customer Data to third parties for marketing, advertising, or analytics purposes.
• Where Chronodesk processes personal information on behalf of a Customer, Chronodesk acts as an "operator" (as defined by POPIA) or "processor" (as defined by GDPR), and the Customer acts as the "responsible party" or "controller."

8. Security

Chronodesk implements and maintains industry-standard technical and organisational measures to protect Customer Data, including but not limited to:

• Encryption at rest: AES-256 encryption across all storage systems.
• Encryption in transit: TLS 1.2 or higher for all data in transit.
• Access controls: Role-based access control (RBAC) with granular permission settings.
• Infrastructure: Hosted on enterprise-grade cloud infrastructure with automated daily backups and disaster recovery procedures.
• Audit logging: Critical system actions are logged for security monitoring and compliance auditing.
• Vulnerability management: Regular security assessments and proactive vulnerability patching.

For more information about our security practices, please visit our Security page. Chronodesk's security practices are aligned with ISO 27001 standards.

9. Service Availability and SLA

Chronodesk targets 99.9% uptime availability for the Service, excluding scheduled maintenance windows and force majeure events. Enterprise plan customers may negotiate a separate, binding Service Level Agreement (SLA) with defined uptime commitments, support response times, and remediation procedures.

Chronodesk reserves the right to perform scheduled maintenance with reasonable prior notice. Emergency maintenance may be performed without prior notice where required to protect the integrity, security, or availability of the Service.

10. Acceptable Use Policy

You agree not to use the Service to:

• Violate any applicable local, national, or international law or regulation.
• Infringe upon the intellectual property rights, privacy, or other rights of any third party.
• Upload, transmit, or store any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable.
• Distribute malware, viruses, or any other harmful or destructive code.
• Attempt to gain unauthorised access to the Service, other accounts, computer systems, or networks connected to the Service.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service.
• Use the Service for competitive analysis, benchmarking, or to build a competing product.
• Resell, sublicence, or redistribute access to the Service without Chronodesk's prior written consent.
• Interfere with or disrupt the integrity or performance of the Service.
• Use automated bots, scrapers, or similar technology to access the Service beyond approved API usage.

Chronodesk reserves the right to investigate and take appropriate action, including suspension or termination of access, against any user who violates the Acceptable Use Policy.

11. Intellectual Property

The Service, including all software, algorithms, user interfaces, designs, text, graphics, logos, icons, images, audio, video, and other content (collectively, "Chronodesk Materials"), is the exclusive property of Rysis Software (Pty) Ltd and is protected by copyright, trademark, and other intellectual property laws of the Republic of South Africa and international treaties.

• "Chronodesk" and the Chronodesk logo are trademarks of Rysis Software (Pty) Ltd.
• Nothing in these Terms grants you any right, title, or interest in the Chronodesk Materials, except for the limited right to use the Service in accordance with these Terms.
• You may not use the Chronodesk name, logo, or trademarks without our prior written consent.

12. Third-Party Services and Integrations

The Service may integrate with or provide access to Third-Party Services, including but not limited to:

• WhatsApp Business API (provided by Meta Platforms, Inc.)
• Xero (accounting integration)
• Microsoft and Google (authentication via OAuth / SSO)
• SendGrid (email delivery)

Your use of Third-Party Services is subject to the terms and conditions and privacy policies of those respective providers. Chronodesk is not responsible for the availability, accuracy, content, or practices of Third-Party Services. Integration with Third-Party Services does not imply endorsement by those providers. Chronodesk does not warrant that Third-Party Services will be uninterrupted, error-free, or compatible with the Service at all times.

13. Confidentiality

Each party agrees to protect the confidential information of the other party using the same degree of care it uses to protect its own confidential information, but no less than a reasonable degree of care. Confidential information shall not be disclosed to third parties except as necessary to perform obligations under these Terms, or as required by law, regulation, or court order. This confidentiality obligation shall survive the termination of these Terms for a period of three (3) years.

14. Disclaimers and Limitation of Liability

14.1 Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Chronodesk does not warrant that the Service will be uninterrupted, error-free, secure, or that defects will be corrected. Chronodesk does not warrant that the Service will meet your specific requirements or expectations.

14.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CHRONODESK, ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of (or inability to access or use) the Service;
• Any conduct or content of any third party on or related to the Service;
• Any Customer Data or content obtained from the Service;
• Unauthorised access, use, or alteration of your transmissions or data;
• Any other matter relating to the Service.

Chronodesk's total aggregate liability for all claims arising out of or in connection with these Terms or the Service shall not exceed the total amount paid by the Customer to Chronodesk during the twelve (12) months immediately preceding the event giving rise to the claim.

15. Indemnification

You agree to indemnify, defend, and hold harmless Chronodesk and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from or related to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any third-party rights, including intellectual property or privacy rights; or (d) any Customer Data you submit to or through the Service.

16. Term and Termination

16.1 Term

These Terms are effective from the date you first access or use the Service and continue until terminated by either party in accordance with this section.

16.2 Termination by Customer

You may terminate your Subscription at any time by contacting Chronodesk at [email protected] or through the Account management features of the Service. Termination will take effect at the end of the current billing period. No refund will be issued for the remaining portion of a paid billing period.

16.3 Termination by Chronodesk

Chronodesk may suspend or terminate your access to the Service immediately, with or without notice, if: (a) you breach any provision of these Terms; (b) you fail to pay any fees when due; (c) your use of the Service poses a security risk to the Service or other users; or (d) Chronodesk is required to do so by law.

16.4 Effect of Termination

Upon termination: (a) your right to access and use the Service will cease immediately; (b) Customer Data may be retained for up to 30 days following termination to allow for data export requests, after which it may be permanently deleted; (c) all amounts owed to Chronodesk become immediately due and payable; (d) provisions that by their nature should survive termination shall survive, including but not limited to Sections 6 (Customer Data and Ownership), 11 (Intellectual Property), 13 (Confidentiality), 14 (Disclaimers and Limitation of Liability), 15 (Indemnification), and 20 (Governing Law).

17. Modifications to the Terms

Chronodesk reserves the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and updating the "Last Updated" date at the top of this page. For material changes, we will use reasonable efforts to provide at least 30 days' prior notice via email or a notification within the Service. Your continued use of the Service after the effective date of any modification constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use of the Service and terminate your Account.

18. Modifications to the Service

Chronodesk is under continuous development. We reserve the right to modify, update, enhance, or discontinue any feature, functionality, or module of the Service at any time. We will use reasonable efforts to provide advance notice of any material changes that may adversely affect your use of the Service.

19. Force Majeure

Neither party shall be liable for any failure or delay in performing obligations under these Terms caused by events beyond its reasonable control, including but not limited to natural disasters, acts of war or terrorism, pandemics, labour disputes, government actions, utility or telecommunications failures, cyberattacks beyond reasonable security measures, or other force majeure events.

20. Governing Law and Dispute Resolution

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

• Any dispute arising out of or relating to these Terms shall first be resolved through good-faith negotiation between the parties.
• If the dispute cannot be resolved through negotiation within 30 days, either party may submit the dispute to mediation under the rules of the Arbitration Foundation of Southern Africa (AFSA).
• If mediation fails, the dispute shall be submitted to the exclusive jurisdiction of the courts of the Republic of South Africa, specifically the High Court of the Gauteng Division.

21. Export Compliance

You agree to comply with all applicable export control laws and regulations. You shall not use or access the Service in any country or territory that is subject to comprehensive economic sanctions, or if you are listed on any applicable restricted or denied party lists.

22. Assignment

You may not assign or transfer your rights or obligations under these Terms without the prior written consent of Chronodesk. Chronodesk may assign these Terms in connection with a merger, acquisition, reorganisation, or sale of substantially all of its assets. Subject to the foregoing, these Terms shall be binding upon and inure to the benefit of the parties' respective successors and permitted assigns.

23. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, it shall be severed from these Terms. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of any other provision of these Terms.

24. Waiver

No failure or delay by either party in exercising any right, power, or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof.

25. Entire Agreement

These Terms, together with the Privacy Policy and any applicable Subscription agreement or order form, constitute the entire agreement between you and Chronodesk with respect to the subject matter hereof and supersede all prior or contemporaneous communications, representations, or agreements, whether written or oral.

26. Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed effectively given:

• Upon personal delivery;
• Upon sending via email to the registered email address associated with your Account (for notices to Customer) or to [email protected] (for notices to Chronodesk);
• Via prominent notice within the Service.

27. Contact Information

If you have any questions, concerns, or feedback about these Terms, please contact us: