Terms of Service

Acceptance of Terms

By accessing our website at horizonai.co.za, submitting an enquiry, signing a proposal, or engaging Zane Grobler t/a HorizonAI ("HorizonAI", "we", "us", "our") to provide any services, you ("the Client", "you") agree to be bound by these Terms of Service and our Privacy Policy.

If you are entering into these terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not accept these terms, do not engage our services.

These terms apply to all website visitors, prospective clients, and clients of HorizonAI. For active client engagements, a signed proposal or Statement of Work ("SOW") takes precedence where its terms differ from these general terms.

QuoteForge, our free quoting app, is a separate product governed by its own Terms of Service and Privacy Policy. These terms cover only horizonai.co.za and our agency services.

Services Description

HorizonAI designs, builds, deploys, and optimises AI-powered automation systems for businesses. Our core service categories include:

The specific scope, deliverables, timeline, and pricing for any engagement are defined in a signed proposal or SOW. HorizonAI reserves the right to decline any project at its discretion.

Engagements & Proposals

All client engagements begin with a scoping conversation, following which HorizonAI will prepare a written proposal or Statement of Work outlining:

• The scope of work and specific deliverables.
• Project timeline and key milestones.
• Pricing and payment schedule.
• Client responsibilities and required inputs.
• Any assumptions or dependencies that affect scope.

A proposal is valid for 14 calendar days from the date of issue unless otherwise stated. HorizonAI reserves the right to revise a proposal if material information changes or if the proposal expires before acceptance.

An engagement is formally confirmed when the Client signs the proposal and the upfront payment has been received and cleared.

Scope changes: Any changes to the agreed scope must be submitted in writing and agreed upon by both parties via a written change order. Additional scope may affect the timeline and price. Work on changed scope begins only after written agreement and any applicable payment.

Payment Terms

Unless an alternative schedule is specified in the signed proposal, the standard payment structure is:

• 50% upfront, due upon signing the proposal, before any work commences.
• 50% on delivery, due upon completion and handover of the agreed deliverables.

All amounts are quoted and invoiced in South African Rand (ZAR) unless otherwise agreed in writing. Invoices are payable within 7 business days of issue unless the proposal specifies otherwise.

Late payments: Overdue invoices attract interest at 2% per month (compounded monthly) on the outstanding balance from the due date until payment is received. HorizonAI reserves the right to suspend work on any active project if invoices remain unpaid beyond 14 days of the due date, without liability for delays arising from such suspension.

Refunds: The upfront payment is non-refundable once work has commenced, except in cases where HorizonAI fails to deliver the agreed scope through its own fault. Any refund amounts for partial work completed are assessed on a case-by-case basis at HorizonAI's reasonable discretion.

Taxes: All quoted prices are exclusive of VAT unless stated otherwise. If HorizonAI becomes VAT-registered, VAT will be added to invoices at the prevailing rate.

Intellectual Property

Client ownership of deliverables: Upon receipt of full and final payment for a project, the Client receives full ownership of the custom deliverables created specifically for that engagement, including code, configurations, documentation, and system designs.

HorizonAI's retained rights:

• HorizonAI retains all rights to its pre-existing intellectual property, frameworks, methodologies, and tools, including any general-purpose components, templates, or processes used in the delivery of client work.
• HorizonAI retains the right to reference the existence of the engagement and use anonymised or approved descriptions of the work in its portfolio, case studies, and marketing materials, unless the Client requests confidentiality in writing at the time of signing the proposal.
• Third-party software, tools, APIs, and platforms used in the delivery of services remain subject to their respective licences and terms of service.

Client-provided materials: The Client warrants that any data, content, branding assets, or other materials provided to HorizonAI for use in the project are owned by the Client or that the Client has the right to use and share them for this purpose. The Client indemnifies HorizonAI against any third-party claims arising from such materials.

Confidentiality

Each party acknowledges that in the course of an engagement, it may receive confidential information belonging to the other party, including but not limited to business strategies, technical systems, client data, pricing, and proprietary processes.

Each party agrees to:

• Keep confidential information strictly confidential and not disclose it to any third party without the other party's prior written consent.
• Use confidential information only for the purposes of the engagement.
• Take reasonable steps to protect confidential information from unauthorised access or disclosure, applying at least the same level of care as it applies to its own confidential information.

These confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no breach of these terms; (b) was already known to the receiving party before disclosure; (c) is independently developed without reference to the confidential information; or (d) is required to be disclosed by law or court order.

Confidentiality obligations survive the termination or completion of any engagement for a period of 3 years.

Where a Client requires a formal Non-Disclosure Agreement (NDA) prior to sharing sensitive information, this can be arranged, please raise it before the scoping conversation.

Warranties & Disclaimers

HorizonAI warrants that:

• Services will be performed with reasonable skill, care, and diligence by qualified professionals.
• Deliverables will materially conform to the specifications set out in the signed proposal.
• HorizonAI has the rights and authority to enter into and perform obligations under the engagement.

Performance dependency on data quality: The effectiveness of AI systems is directly tied to the quality, accuracy, and completeness of the data on which they operate. HorizonAI accepts no liability for poor performance attributable to inadequate, incomplete, or inaccurate Client data.

Third-party services: Our systems frequently integrate with third-party platforms and APIs (such as CRMs, communication tools, data sources, and AI model providers). We are not responsible for changes, outages, pricing adjustments, or discontinuation of third-party services that affect the functionality of delivered systems.

Except as expressly stated in these terms, all warranties, conditions, and representations, whether express or implied by statute or otherwise, are excluded to the fullest extent permitted by South African law.

Limitation of Liability

To the fullest extent permitted by the laws of the Republic of South Africa, HorizonAI's total cumulative liability to the Client for any claim arising out of or in connection with an engagement, whether in contract, delict, or otherwise, is capped at the total fees paid by the Client to HorizonAI under the specific contract from which the claim arises.

HorizonAI shall not be liable for any:

• Loss of profits, revenue, or anticipated savings.
• Loss of business opportunity or goodwill.
• Loss or corruption of data.
• Indirect, consequential, special, or punitive damages.
• Damages arising from third-party services, integrations, or platforms used in the delivery of services.

These limitations apply regardless of whether HorizonAI has been advised of the possibility of such damages, and regardless of the form of the claim. Nothing in these terms limits liability for death or personal injury caused by negligence, or for any other liability that cannot be excluded under applicable South African law.

Termination

Termination by the Client: The Client may terminate an engagement by providing written notice to HorizonAI at any time. Upon termination:

• The Client is liable to pay for all work completed and expenses reasonably incurred up to the date of termination.
• The upfront payment is non-refundable where work has commenced.
• HorizonAI will invoice for any outstanding balance for work completed, due within 7 business days.
• Deliverables completed and paid for in full will be handed over; incomplete deliverables remain with HorizonAI.

Termination by HorizonAI: HorizonAI may terminate an engagement with written notice in the following circumstances:

• The Client fails to make payment within 14 days of the due date and does not remedy the breach within 7 days of written notice.
• The Client materially breaches these terms or the signed proposal and fails to remedy the breach within 14 days of written notice.
• The Client becomes insolvent, is placed under business rescue, or is wound up.
• Continuing the engagement would require HorizonAI to act in a manner that is unlawful or unethical.

Upon termination for any reason, each party must promptly return or destroy the other party's confidential information, and the provisions of these terms that by their nature should survive (including IP, confidentiality, payment obligations, liability, and dispute resolution) will continue to apply.

Dispute Resolution

These Terms of Service are governed by and construed in accordance with the laws of the Republic of South Africa. Both parties submit to the non-exclusive jurisdiction of the courts of Mpumalanga, South Africa.

Step 1, Good faith negotiation: If a dispute arises between the parties, both parties agree to first attempt to resolve it through good faith negotiation. Either party may initiate this by sending a written notice of dispute, following which both parties must engage within 10 business days.

Step 2, Mediation: If the dispute is not resolved within 30 days of the notice, either party may refer it to formal mediation with an independent mediator agreed upon by both parties. Costs of mediation are shared equally unless agreed otherwise. Mediation is a condition precedent to litigation.

Step 3, High Court: If mediation fails to resolve the dispute, either party may refer the matter to the High Court of South Africa, Mpumalanga Division, which both parties hereby accept as having jurisdiction.

Nothing in this clause prevents either party from seeking urgent interim relief from a court of competent jurisdiction without first following the above steps.

Changes to Terms

HorizonAI reserves the right to update or modify these Terms of Service at any time. When we make material changes, we will update the effective date at the top of this page.

Changes to these terms do not affect engagements already in progress at the time of the change, those continue to be governed by the terms that were in effect when the proposal was signed.

For new enquiries and engagements initiated after a change is published, the updated terms apply. Continued use of our website after changes are published constitutes acceptance of the updated terms in relation to website use.

We encourage you to review these terms periodically. If you have questions about any changes, contact us at zane@horizonai.co.za.

Contact

For questions about these Terms of Service, to discuss a project, or to report any concerns, please reach out to us: