Terms of Service

1. Parties, definitions and structure

These Terms of Service (“Terms”) are entered into between Beacon Digital Solutions, of Clubview, Centurion, South Africa (“Beacon”, “we”, “us”), and the legal entity identified on the applicable order form or account registration (“Customer”, “you”). Beacon and the Customer are each a “Party”.

Term	Meaning
Platform	The WhatsApp-Native Field Operations Engine, comprising the WhatsApp messaging interface, the web operations console, the APIs, webhooks and supporting documentation.
Services	The Platform together with any implementation, integration, support or professional services described in an Order Form.
Order Form	A written or electronic ordering document, quotation or statement of work referencing these Terms.
Authorised User	An employee, contractor or agent of the Customer permitted by the Customer to access the Platform, including console users and field workers messaging through WhatsApp.
Customer Data	All data submitted to or generated in the Platform by or for the Customer, including job records, messages, media, voice notes, transcriptions and location check-ins.
WABA	The Customer's WhatsApp Business Account on the WhatsApp Business Platform operated by Meta Platforms, Inc.
Meta Terms	The WhatsApp Business Terms of Service, WhatsApp Business Messaging Policy, WhatsApp Commerce Policy and any other Meta policies applicable to the WABA, as amended by Meta from time to time.

Order of precedence. Where there is a conflict, the following order applies: (1) a signed master agreement between the Parties; (2) the applicable Order Form; (3) these Terms; (4) the Privacy Policy and other referenced policies.

2. The Service and the Embedded Signup

2.1 Grant of right to use

Subject to these Terms and payment of applicable fees, Beacon grants the Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Platform during the subscription term, solely for the Customer's internal business operations and only through Authorised Users.

2.2 WhatsApp Embedded Signup

The Platform requires the Customer to connect its own WABA to Beacon through Meta's Embedded Signup flow. By completing that flow the Customer:

1. confirms it is the owner of, or is duly authorised to bind the owner of, the business, the WABA and the telephone number being connected;
2. authorises Beacon, as its technology provider, to send and receive messages, manage message templates, and read message status and account metadata on the WABA's behalf, strictly to provide the Services;
3. accepts the Meta Terms directly with Meta and acknowledges that Meta is an independent third party and not a party to these Terms;
4. acknowledges that Meta may charge the Customer conversation or messaging fees directly, or may bill them through Beacon where an Order Form so provides, and that such fees are set by Meta and outside Beacon's control;
5. acknowledges that Meta may suspend, restrict, rate-limit, downgrade the quality rating of, or terminate the WABA or the telephone number at its discretion, and that Beacon is not liable for any such action.

The Customer may revoke Beacon's access to the WABA at any time through its Meta Business Settings or by written request to us. Revocation will disable the messaging functions of the Platform and is treated as a notice to suspend or terminate the affected Services.

2.3 Roles under data protection law

In respect of Customer Data, the Customer is the responsible party and Beacon is the operator as those terms are used in POPIA. The Customer determines what personal information is collected through the Platform, from whom, for what purpose and for how long. Beacon processes Customer Data only on the Customer's documented instructions, as described in the Privacy Policy, which forms part of these Terms.

2.4 Beacon's obligations

• to provide the Platform in a professional and workmanlike manner consistent with industry standards;
• to maintain the technical and organisational security measures described in the Privacy Policy;
• to provide support during business hours (Monday to Friday, 08:00–17:00 SAST, excluding South African public holidays), or per any enhanced support terms in an Order Form;
• to give reasonable advance notice of planned maintenance likely to cause material downtime;
• not to materially reduce core Platform functionality during a paid subscription term.

3. Customer obligations

The Customer is responsible for, and warrants that it will:

1. obtain and maintain all consents, notices and lawful bases required to collect and process the personal information it puts into the Platform — in particular field worker location data and voice recordings — including notifying its workers of what is collected, why, and how long it is retained;
2. obtain valid opt-in from every WhatsApp recipient before messages are sent to them, as required by the WhatsApp Business Messaging Policy, and honour opt-out requests promptly;
3. ensure Customer Data is accurate, lawfully obtained and free of malicious code;
4. keep Authorised User credentials confidential, use multi-factor authentication where offered, promptly deactivate users who leave, and notify Beacon without delay of any suspected credential compromise;
5. remain responsible for all activity conducted under its account and by its Authorised Users as though it were its own;
6. comply with the Meta Terms and all applicable laws, including POPIA, the Consumer Protection Act, the Electronic Communications and Transactions Act and any sector regulation applicable to its business;
7. configure retention settings, integrations and message templates appropriately for its own compliance obligations.

4. Acceptable use

The Customer and its Authorised Users must not, and must not permit any third party to:

• send unsolicited bulk messages, spam, or messages to recipients who have not opted in or who have opted out;
• use the Platform for unlawful, fraudulent, deceptive, defamatory, harassing, threatening or discriminatory purposes, or to promote such conduct;
• send content prohibited by the WhatsApp Commerce Policy or Messaging Policy, including but not limited to illegal drugs, weapons, tobacco, prohibited financial or gambling offerings, adult content, or counterfeit goods;
• use the Platform for covert, continuous or undisclosed surveillance of any individual, or to collect location or voice data from a worker who has not been informed of the collection;
• upload special personal information as defined in POPIA (such as health, biometric or trade union data) or personal information of children, unless expressly agreed with Beacon in writing in advance;
• reverse engineer, decompile, disassemble or attempt to derive the source code of the Platform, except to the extent that restriction is prohibited by law;
• resell, sublicense, white-label, rent or otherwise make the Platform available to any third party outside the Customer's own business, or use it as a service bureau, unless a reseller agreement is in place;
• circumvent usage limits, rate limits or authentication controls, conduct penetration testing or vulnerability scanning without prior written consent, or introduce malicious code;
• use the Platform or data obtained from it to build a competing product, or to train machine learning models on another party's data without that party's authorisation;
• interfere with the integrity, security or performance of the Platform or the data of any other customer.

Suspension. Beacon may suspend access, in whole or in part, immediately and without liability where it reasonably believes there is a violation of this section, a security threat, a legal or regulatory requirement, a Meta enforcement action against the WABA, or a payment default that remains uncured 14 days after written notice. Where practicable, we will give prior notice and an opportunity to cure, and we will restore access promptly once the cause is resolved.

5. Fees, invoicing and taxes

• Fees, the billing cycle and the subscription term are set out in the applicable Order Form. Unless otherwise stated, fees are quoted in South African Rand (ZAR) and exclusive of VAT and other applicable taxes.
• Invoices are payable within 30 days of invoice date, unless the Order Form states otherwise. Overdue amounts accrue interest at the maximum rate permitted by law from the due date until payment.
• Meta conversation and messaging charges, third-party integration costs and telecommunications charges are additional and are the Customer's responsibility, whether billed by Meta directly or passed through by Beacon at cost.
• Fees for a subscription term are non-refundable except where expressly stated in these Terms or required by law. Prepaid amounts for a terminated term are dealt with under section 9.
• Beacon may adjust subscription fees on at least 30 days' written notice, taking effect from the start of the next renewal term.

6. Intellectual property

Beacon IP. Beacon and its licensors retain all right, title and interest in and to the Platform, its software, source code, architecture, user interfaces, documentation, trade marks and all improvements to them. No rights are granted other than the limited right of use in section 2.1.

Customer Data. The Customer retains all right, title and interest in and to Customer Data. The Customer grants Beacon a limited, non-exclusive licence to host, copy, transmit, process and display Customer Data solely as necessary to provide, secure and support the Services, and for no other purpose.

Aggregated statistics. Beacon may compile aggregated and de-identified statistical data about Platform usage for capacity planning, security and product improvement, provided that such data never identifies the Customer, any Authorised User or any individual, and is never disclosed in a form from which they could be identified.

Feedback. If the Customer provides suggestions or feedback about the Platform, Beacon may use them without restriction or obligation.

7. Confidentiality

Each Party may receive information of the other that is marked confidential or that a reasonable person would understand to be confidential (“Confidential Information”). The receiving Party will use it only to perform under these Terms, protect it with at least the same care it uses for its own confidential information (and no less than reasonable care), and disclose it only to personnel and advisers with a need to know who are bound by equivalent obligations. These obligations do not apply to information that is or becomes public through no breach, was lawfully known before disclosure, is independently developed without reference to the Confidential Information, or is lawfully received from a third party. Disclosure compelled by law or court order is permitted, provided the receiving Party gives prompt notice where lawfully able to do so. These obligations survive for five years after termination, and indefinitely for personal information and trade secrets.

8. Warranties and disclaimers

Each Party warrants that it has the legal capacity and authority to enter into these Terms. Beacon warrants that it will provide the Services with reasonable skill and care and in accordance with applicable law.

Disclaimer. Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Platform is provided “as is” and “as available”, and Beacon disclaims all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. Beacon does not warrant that the Platform will be uninterrupted or error free, that every message will be delivered, or that it will meet requirements not agreed in writing.

Third-party dependencies. The Platform depends on the WhatsApp Business Platform, mobile networks, internet connectivity, cloud infrastructure and any integrations the Customer selects. Beacon is not responsible for message delivery failures, delays, template rejections, quality rating changes, pricing changes, policy changes, account restrictions or outages caused by Meta, a network operator or another third party.

Nothing in these Terms excludes or limits any right the Customer has that cannot lawfully be excluded or limited, including under the Consumer Protection Act 68 of 2008 where it applies.

9. Limitation of liability

9.1 Exclusion of indirect loss. To the maximum extent permitted by law, neither Party is liable to the other for any indirect, incidental, special, punitive or consequential loss, or for loss of profits, revenue, anticipated savings, goodwill, business opportunity, or loss or corruption of data, whether in contract, delict, statute or otherwise, and whether or not the Party was advised of the possibility of such loss.

9.2 Aggregate cap. To the maximum extent permitted by law, each Party's total aggregate liability arising out of or in connection with these Terms is limited to the total fees paid or payable by the Customer to Beacon under the applicable Order Form in the twelve (12) months immediately preceding the event giving rise to the claim.

9.3 Exceptions. The exclusions and cap in 9.1 and 9.2 do not apply to: the Customer's obligation to pay fees due; either Party's fraud, wilful misconduct or gross negligence; death or personal injury caused by negligence; breach of the confidentiality obligations in section 7; the Customer's breach of the acceptable use provisions in section 4; or any liability that cannot lawfully be limited.

9.4 Indemnity. The Customer will defend, indemnify and hold Beacon harmless against third-party claims, fines and penalties (including from the Information Regulator or Meta) arising from: the Customer's Customer Data; its failure to obtain required consents or opt-ins; its breach of section 3 or section 4; or its violation of the Meta Terms or applicable law. Beacon will defend, indemnify and hold the Customer harmless against third-party claims that the Platform, as provided by Beacon and used in accordance with these Terms, infringes that third party's intellectual property rights. In each case the indemnified Party must give prompt notice, allow the indemnifying Party to control the defence, and provide reasonable cooperation.

9.5 Allocation of risk. The Parties agree that the limitations in this section are a reasonable allocation of risk between two commercial parties and are reflected in the fees charged.

10. Term, termination and data return

• These Terms commence on the earlier of account creation, completion of Embedded Signup, or the Order Form start date, and continue for the subscription term stated, renewing automatically for successive equal terms unless either Party gives written notice of non-renewal at least 30 days before the end of the current term.
• Either Party may terminate for material breach on 30 days' written notice if the breach is not cured within that period, and immediately on the other Party's insolvency, business rescue, liquidation or cessation of business.
• Beacon may terminate immediately where continued provision would breach the Meta Terms or applicable law, or where the WABA has been permanently disabled by Meta.
• On termination: the Customer's right to use the Platform ends; all accrued fees become payable; and each Party returns or destroys the other's Confidential Information, subject to legal retention requirements.
• Data export window: for 30 days after termination, the Customer may request an export of Customer Data in a structured, machine-readable format. After that window, Beacon will delete Customer Data in accordance with the Data Deletion Instructions.
• Survival: sections 6, 7, 8, 9, 10 and 11 survive termination, together with any provision that by its nature is intended to survive.

11. General

• Changes to these Terms. Beacon may amend these Terms on at least 30 days' written notice to the Customer's registered administrative contact. If an amendment is materially adverse to the Customer, the Customer may terminate the affected Services without penalty by written notice before the change takes effect, and receive a pro-rata refund of prepaid fees for the unused period.
• Force majeure. Neither Party is liable for failure or delay caused by an event beyond its reasonable control, including load shedding and grid failure, network or undersea cable outages, natural disaster, epidemic, civil unrest, war, or actions of a third-party platform provider. Payment obligations are not excused.
• Publicity. Beacon may identify the Customer by name and logo as a customer in its marketing materials, unless the Customer opts out by written notice.
• Assignment. Neither Party may assign these Terms without the other's written consent, not unreasonably withheld, except that either Party may assign to a successor in a merger, acquisition or sale of substantially all assets on written notice.
• Subcontracting. Beacon may engage sub-processors and subcontractors to deliver the Services and remains responsible for their performance.
• Relationship. The Parties are independent contractors. Nothing creates a partnership, joint venture, employment or agency relationship.
• Notices. Notices must be in writing and sent to the addresses on the Order Form, or to Beacon at info@beacondigitalsolutions.co.za. Email notice is deemed received on the business day after transmission, absent a delivery failure.
• Entire agreement. These Terms, the Order Form and the referenced policies constitute the entire agreement between the Parties on this subject and supersede all prior proposals and representations.
• Severability and waiver. If a provision is found unenforceable, it is modified to the minimum extent necessary or severed, and the remainder stays in force. Failure to enforce a right is not a waiver of it.
• Governing law and jurisdiction. These Terms are governed by the laws of the Republic of South Africa. The Parties submit to the exclusive jurisdiction of the High Court of South Africa, Gauteng Division, Pretoria.
• Dispute resolution. The Parties will first attempt in good faith to resolve any dispute through senior-level discussions within 15 business days of written notice of the dispute, before commencing proceedings. Nothing prevents either Party from seeking urgent interdictory relief.

12. Contact

Beacon Digital Solutions
Clubview, Centurion, South Africa
Email: info@beacondigitalsolutions.co.za
Telephone: 079 258 1260

Data protection queries, including access, correction and deletion requests, should be addressed to The Information Officer, Beacon Digital Solutions, at the same address and email.

Related documents: Privacy Policy · Data Deletion Instructions