Terms of Service

1. Parties

These Terms of Service ("Terms") are a binding agreement between:

• FIFO Solutions (Pty) Ltd (Registration No. 2026/071559/07), a private company registered in the Republic of South Africa, with its registered address at 25 Bethel Gardens, 22 Church St, Durbanville, Western Cape, 7550 ("FIFO", "we", "us", "our"); and
• The Subscriber ("you", "your", "the Firm"), being the law firm or conveyancing practice that subscribes to Ace by FIFO.

In these Terms, "Users" means the Firm's owners, admins and trainers who log in to Ace by FIFO. "Agents" means the estate agents and other people who sign in to the Firm's trainings. "Agent Information" means the personal information of Agents that Ace by FIFO processes for the Firm.

By subscribing to Ace by FIFO, you confirm that you have read, understood and agree to be bound by these Terms.

2. The service

2.1 What Ace by FIFO is

Ace by FIFO is a hosted web application at ace.fifo.systems that conveyancing firms use to train estate agents ("the Service"). Agents sign in on their own phones, the Firm presents, and a live quiz runs on the screen at the front.

2.2 What the Service includes

1. A firm account with the Firm's logo, colours and fonts, set up by FIFO;
2. Logins for the Firm's Users;
3. A quiz builder, with pictures, explanations, section breaks and PDF handouts;
4. Live trainings: a welcome screen, sign-in by QR code or a short web address, quick questions and anonymous questions from the room during the talk, and a live quiz;
5. Running a training from the presenter's phone;
6. A paper-free attendance register, results, certificates of attendance, session reports, agency summaries, agent records, a year-end pack, and a list of Agents who agreed to hear from the Firm;
7. After the training: the Firm's contact card, a link to the Firm's FIFO Law app where it has one, feedback and requests to meet;
8. Technical support during business hours (clause 6).

2.3 CPD points

Ace by FIFO does not award, approve or accredit CPD points, and FIFO is not a CPD provider. The Firm may choose to show CPD points or a CPD category on its certificates. The Firm is solely responsible for that claim being correct and approved by the relevant body.

2.4 Training content

The Firm writes its own quizzes and training. FIFO does not check them. Nothing in Ace by FIFO is legal, financial or tax advice from FIFO. Any sample quiz FIFO provides is an example only.

2.5 Updates

FIFO may update and improve the Service. Updates will not remove the functions in clause 2.2 during a paid subscription period.

3. Subscription and payment

3.1 Subscription period

Subscriptions are billed annually from the date of activation. Each subscription period is 12 (twelve) months. Subscriptions automatically renew for successive 12-month periods unless either party provides at least 30 (thirty) days' written notice before the renewal date.

3.2 Fee

The annual subscription fee is R6,000 (six thousand rand) per firm. There is no fee per Agent, per training or per quiz.

3.3 Payment terms

Fees are payable in full within 14 (fourteen) days of invoice. FIFO reserves the right to suspend the Service if payment is not received within 30 (thirty) days of invoice. FIFO may terminate the subscription if payment remains outstanding for 60 (sixty) days or more (see clause 13.2).

3.4 Price lock

The subscription fee is fixed for the first 2 (two) years of the subscription from the date of activation. No price increases will apply during this period.

3.5 Annual escalation

From the third year of the subscription onwards, the subscription fee will be adjusted annually on the anniversary of the subscription start date by an amount equal to the annual percentage change in the All Items Consumer Price Index for All Urban Areas, as most recently published by Statistics South Africa (release P0141) at the date of adjustment, plus 3 (three) percentage points ("CPI + 3%").

3.6 VAT

All prices are exclusive of VAT. Should FIFO become a registered VAT vendor, VAT will be charged at the prevailing rate.

3.7 Refunds

1. 30-day satisfaction guarantee. If the Firm is not satisfied with the Service for any reason, the Firm may cancel within 30 (thirty) days of activation by written notice to riaan@fifo.systems. FIFO will issue a full refund of the subscription fee within 14 (fourteen) business days of receiving the cancellation notice. The Firm's account will be deactivated when the refund is processed, and clause 13.4 applies to its records. This guarantee applies to the first subscription period only and is not available on renewal.
2. Material failure refund. If FIFO fails to provide the Service for 30 (thirty) or more consecutive days (excluding downtime caused by force majeure events as described in clause 14.8), the Firm may terminate the subscription by written notice and receive a pro-rata refund for the unused portion of the current subscription period, calculated from the date of termination to the end of the current period. FIFO will process such refund within 14 (fourteen) business days of the termination notice.
3. No other refunds. Except as expressly provided in clauses 3.7(a) and 3.7(b), all fees paid are non-refundable. No pro-rata refunds are issued for unused portions of a subscription period outside of these two exceptions, including in the event of voluntary early cancellation by the Firm.

4. Set-up and activation

4.1 Set up by FIFO

There is no self sign-up. FIFO sets up each firm after the Firm accepts FIFO's quote.

4.2 What FIFO sets up

FIFO sets up the Firm's account with its name, logo, brand colours and fonts, its contact card and, where the Firm has one, the link to its FIFO Law app. FIFO creates the owner's login. The owner receives an email to set a password.

4.3 Activation

FIFO will activate the Service within 2 (two) business days of receiving payment.

4.4 Users

The Firm's owner and admins invite the Firm's other Users from Settings. FIFO changes a User's role on the Firm's request.

4.5 Web addresses

The Service runs at ace.fifo.systems. Agents join a training by QR code or a short web address that FIFO provides. FIFO may change these addresses on reasonable notice.

4.6 Branding

FIFO reserves the right to decline branding or wording that is misleading, offensive or infringes any third party's rights.

5. Availability

5.1 Uptime target

FIFO will use commercially reasonable efforts to maintain availability with a target uptime of 99% per calendar month, measured at the hosting infrastructure level.

5.2 Exclusions

The uptime target excludes:

1. Scheduled maintenance, for which FIFO will provide at least 24 hours' advance notice where practicable;
2. Downtime caused by factors outside FIFO's reasonable control, including third-party service outages, force majeure events and DDoS attacks;
3. Downtime resulting from the Firm's actions or equipment, the venue's internet connection or screens, or Agents' phones and mobile data.

5.3 No guarantee

FIFO does not guarantee uninterrupted or error-free operation of the Service.

6. Support

6.1 How to reach us

FIFO provides technical support via email (riaan@fifo.systems) and WhatsApp (082 525 4011) during business hours: Monday to Friday, 08:00 to 17:00 SAST, excluding South African public holidays.

6.2 Acknowledgement

FIFO will acknowledge support requests within 1 (one) business day.

6.3 Critical issues

Critical issues (the Service entirely unavailable) will be addressed on a best-efforts basis, with a target response time of 4 (four) business hours.

7. The Firm's content and its Users

7.1 Firm Content

"Firm Content" means everything the Firm or its Users add to Ace by FIFO: quizzes, questions, answers and explanations, pictures, logos, signature images, PDF handouts, lobby slides, contact card details, welcome and closing lines, and any other material.

7.2 Hosting only

FIFO hosts Firm Content as a platform service. FIFO does not review, approve, edit, endorse or exercise editorial control over it. The Firm is solely responsible for the selection, content, accuracy and legality of all Firm Content, including the legal accuracy of its quizzes.

7.3 Firm Content is shown to Agents

Firm Content appears on Agents' phones, on the screen at the front and in PDFs. Anyone who has the link to a training or a file can see it. The Firm must not put confidential information in Firm Content, or personal information other than the contact details and signature it chooses to publish.

7.4 The Firm's warranties

The Firm warrants and undertakes that all Firm Content:

1. is owned by the Firm, or the Firm has obtained all necessary rights, licences and consents to upload, publish and distribute it;
2. does not infringe any third party's intellectual property rights, including copyright, trademarks or trade secrets;
3. is not defamatory, fraudulent, misleading, obscene, threatening or otherwise unlawful under the laws of the Republic of South Africa;
4. is related to the Firm's practice and its training of estate agents;
5. does not contain malware, viruses, ransomware or any other harmful or malicious code;
6. complies with all applicable legislation, including the Protection of Personal Information Act, 2013 (POPIA), the Electronic Communications and Transactions Act, 2002 (ECTA), and any regulations, codes of conduct or directives issued by the Legal Practice Council or another relevant authority.

7.5 Indemnity

The Firm irrevocably and unconditionally indemnifies and holds harmless FIFO, its directors, employees, contractors and agents against any and all claims, demands, actions, damages, losses, liabilities, judgments, costs and expenses (including reasonable attorney-and-own-client legal costs) arising from or in connection with:

1. any Firm Content, including claims that it is inaccurate, misleading, defamatory or unlawful;
2. any breach by the Firm of the warranties and undertakings in clause 7.4 or of clause 8;
3. any claim by a third party that Firm Content infringes their intellectual property rights, right to privacy or any other right;
4. any CPD claim made on the Firm's certificates;
5. any breach of POPIA, ECTA or other applicable legislation by the Firm or its Users, including in its use of Agent Information;
6. any regulatory investigation, complaint or enforcement action by the Information Regulator, the Legal Practice Council or any other authority arising from the Firm's content or conduct.

This indemnity is a continuing obligation that survives termination of the subscription.

7.6 FIFO's rights

Without limiting any other rights under these Terms, FIFO reserves the right to:

1. remove or disable access to any Firm Content that FIFO reasonably believes violates these Terms, any applicable law or the rights of any third party;
2. suspend uploads for the Firm's account pending investigation of a potential violation;
3. terminate the subscription in accordance with clause 13.2 if the Firm repeatedly or materially breaches this clause 7 or clause 8;
4. disclose Firm Content to law enforcement, the Information Regulator or other competent authorities where required by law, court order or regulatory directive.

FIFO will use reasonable efforts to notify the Firm before or promptly after taking action under this clause, unless prohibited by law or where prior notice would compromise an investigation.

7.7 No liability for Firm Content

Without limiting clause 9, FIFO shall not be liable for:

1. the content, accuracy, legality, reliability or completeness of any Firm Content;
2. any loss, damage, claim or liability suffered by the Firm, Agents or any third party arising from or in connection with Firm Content;
3. the removal, disabling or modification of Firm Content in accordance with clause 7.6;
4. any regulatory penalty, fine or sanction imposed on the Firm in connection with Firm Content.

7.8 Storage and technical limits

FIFO may set reasonable limits on the types, sizes and numbers of files (for example, the number of handouts per quiz). Pictures are resized when uploaded.

7.9 Copies

The Firm must keep its own copies of its Firm Content. FIFO does not guarantee the preservation of Firm Content beyond the standard infrastructure redundancy provided by the hosting platform. The Firm can download its records at any time (reports, registers, the year-end pack and its contact list).

7.10 The Firm's Users

The Firm decides who gets a login and is responsible for what its Users do in Ace by FIFO. The Firm must make sure its Users keep their logins private, remove Users who leave, and tell FIFO promptly of any misuse of a login.

8. Acceptable use

8.1 Agent Information

The Firm will use Agent Information only for its training of Agents and follow-up within their consent. That means:

1. its attendance registers, results, certificates and reports;
2. summaries for the agency an Agent attended for;
3. contacting an Agent about training and property transfers only if they ticked the Firm's consent box and have not withdrawn it (POPIA section 69);
4. contacting an Agent who asked to meet, but did not tick the box, about that meeting only;
5. honouring withdrawals of consent, objections and removal requests promptly.

8.2 What the Firm must not do

The Firm and its Users must not:

1. sell, rent or give Agent Information to anyone for their own marketing;
2. try to find out who asked an anonymous question;
3. ask Agents for identity numbers, bank details, special personal information (POPIA section 26) or information about children through Ace by FIFO;
4. put Agent Information in Firm Content;
5. use the Service unlawfully, or for anything other than training of the kind described in clause 2;
6. try to access another firm's information, test or bypass the Service's security, overload it, copy it or reverse engineer it.

8.3 Breach

If the Firm breaches this clause 8, FIFO may act under clause 7.6 and clause 13.2.

9. Liability

9.1 Limits

To the maximum extent permitted by South African law:

1. FIFO's total aggregate liability shall not exceed the total subscription fees paid by the Firm in the 12 months immediately preceding the claim;
2. FIFO shall not be liable for any indirect, incidental, special, consequential or punitive damages, including loss of profits, revenue, clients, data or reputational harm;
3. FIFO shall not be liable for any loss arising from the Firm's training, quizzes or certificates (including any CPD claim), or from decisions the Firm or anyone else makes based on results;
4. FIFO shall not be liable for any loss, damage, claim or liability arising from or in connection with Firm Content (clause 7), including claims of intellectual property infringement, defamation, breach of privacy, or regulatory non-compliance by any third party or authority;
5. FIFO shall not be liable for what happens to records after the Firm downloads or exports them.

9.2 What is not limited

Nothing in these Terms limits liability that cannot be limited under applicable South African law, including liability for fraud or gross negligence.

10. Intellectual property

10.1 The Service

The Service, including all software, code, design and documentation, is the intellectual property of FIFO Solutions (Pty) Ltd. The Firm receives a non-exclusive, non-transferable licence for the subscription duration. Some parts of the Service use third-party material under its own licence.

10.2 The Firm's material

The Firm retains all rights to its firm name, logo, branding materials, Firm Content and records. The Firm grants FIFO a non-exclusive licence, for the subscription duration, to host, copy, resize and display them solely to operate the Service, including on Agents' phones, the screen at the front and in PDFs.

10.3 No resale

The Firm may not sublicense, resell or otherwise make the Service available to third parties.

11. Data protection

11.1 Privacy notice

FIFO's processing of personal information is described in the Ace by FIFO privacy notice. FIFO is the responsible party for Users' accounts, billing and its website.

11.2 Agent Information

For Agent Information, the Firm is the responsible party and FIFO is its operator under POPIA sections 20 and 21. The operator terms in clause 12 form part of these Terms and are the written contract that section 21 requires.

11.3 The Firm's responsibilities

The Firm is responsible for:

1. having a lawful reason for each use it makes of Agent Information;
2. telling Agents how it uses their information (POPIA section 18). The sign-in screen shows Agents the Firm's name, the consent box and a link to the privacy notice. The Firm should also have its own privacy notice;
3. answering Agents' requests and complaints about the Firm's use of their information;
4. records it downloads or exports (PDFs and its contact list), which are then in its own systems.

12. Schedule: POPIA operator terms

This clause applies to Agent Information that FIFO processes for the Firm.

12.1 Instructions

FIFO processes Agent Information only with the Firm's knowledge and authorisation (POPIA section 20(a)), on the Firm's documented instructions. These Terms, the Firm's use of the Service and the Firm's written requests are those instructions. FIFO will tell the Firm if it believes an instruction breaks the law. FIFO does not use Agent Information for its own purposes, sell it or market to Agents.

12.2 Confidentiality

FIFO treats Agent Information as confidential and does not disclose it unless the law requires it or it is needed to perform these Terms (POPIA section 20(b)). Everyone at FIFO with access is bound by confidentiality. FIFO looks at a firm's records only to set it up, to support it when asked, to keep the Service secure or when the law requires it.

12.3 Security measures

FIFO maintains appropriate, reasonable technical and organisational measures to protect Agent Information (POPIA sections 19 and 21(1)), including:

1. database access rules that let only the Firm's Users read the Firm's records, keep the register private to the Firm, let each phone change only its own seat, and store anonymous questions without a name or seat;
2. automatic tests of those rules before changes go live;
3. encryption in transit (HTTPS) and at rest;
4. logins handled by Google's Firebase Authentication;
5. access across firms limited to FIFO's administrator account;
6. point-in-time recovery of the database for 7 (seven) days.

12.4 Security compromises

FIFO will notify the Firm immediately where there are reasonable grounds to believe that Agent Information has been accessed or acquired by an unauthorised person (POPIA section 21(2)). FIFO will tell the Firm what it knows, take reasonable steps to contain the compromise, and help the Firm with the notifications that POPIA section 22 requires of it.

12.5 Sub-operators

The Firm authorises FIFO to use the service providers listed in section 6 of the privacy notice. Each is bound by written terms that protect Agent Information at least as well as this clause.

12.6 Changes to sub-operators

FIFO will give the Firm at least 30 (thirty) days' written notice before adding or replacing a service provider that processes Agent Information. If the Firm objects on reasonable grounds and the parties cannot resolve the objection, the Firm may end the subscription by written notice before the change takes effect, and FIFO will refund the unused portion of the current subscription period.

12.7 Cross-border transfers

The Firm authorises FIFO to store and process Agent Information in the United States (Google) and the European Union (Brevo), as described in section 7 of the privacy notice, on the basis of POPIA section 72(1)(a).

12.8 Assistance

FIFO will help the Firm, at no extra charge, to respond to Agents' requests for access, correction, deletion and objection, and to requests from the Information Regulator. If an Agent asks FIFO directly, FIFO will tell the Firm. The Firm instructs FIFO to honour an Agent's request to remove their details: FIFO removes the Agent's name and contact details within 30 (thirty) days and keeps their scores without a name, so the Firm's attendance counts stay right.

12.9 Return and deletion

The Firm can download its records at any time. When the subscription ends for any reason, the Firm has 90 (ninety) days to download them. After that, FIFO deletes all Agent Information and the Firm's other information, as set out in clause 13.4. Deleted records remain in the database's recovery copies for up to 7 (seven) days.

12.10 Information for audit

On reasonable written request, and normally no more than once a year (or after a security compromise), FIFO will give the Firm the information it needs to show compliance with this clause: a description of the security measures, the current list of service providers, and the compliance documents those providers publish.

12.11 Order of precedence

If this clause conflicts with any other part of these Terms on the processing of Agent Information, this clause applies.

13. Cancellation and termination

13.1 Cancellation by the Firm

The Firm may cancel by providing at least 30 (thirty) days' written notice before the renewal date to riaan@fifo.systems. The subscription remains active until the end of the current period. No refund is given for the remaining period.

13.2 Termination by FIFO for cause

FIFO may terminate the subscription if:

1. The Firm breaches these Terms and FIFO delivers written notice specifying the breach. If the Firm fails to remedy the breach within 14 (fourteen) days of receiving such notice, FIFO may terminate the subscription immediately upon further written notice;
2. Payment remains outstanding for 60 (sixty) days or more;
3. The Firm uses the Service in a manner that is unlawful, fraudulent or harmful to FIFO, Agents or other subscribers.

13.3 Termination by FIFO for convenience

FIFO may terminate the subscription at the end of the current subscription period by providing at least 60 (sixty) days' written notice. The Firm will not be charged for any period after termination takes effect.

13.4 What happens when the subscription ends

When the subscription ends for any reason:

1. the Firm can no longer start trainings;
2. the Firm's Users can still log in for 90 (ninety) days to download its records: reports, registers, certificates, the year-end pack and its contact list;
3. after those 90 days, FIFO deletes the Firm's information: its firm details, files, quizzes, trainings, registers, reports, Agent Information, and the logins of Users who belong to no other firm;
4. FIFO keeps its own invoices and payment records for as long as the law requires.

13.5 Survival

Clauses 2.3 (CPD points), 7 (the Firm's content, including the indemnity in clause 7.5), 9 (Liability), 10 (Intellectual property), 11 (Data protection), 12 (POPIA operator terms, until FIFO has deleted the Agent Information), 13.4 and 14 (General) survive termination.

14. General

14.1 Governing law

These Terms are governed by the laws of the Republic of South Africa.

14.2 Dispute resolution

The parties shall first attempt to resolve any dispute arising from or in connection with these Terms through good-faith negotiation within 14 (fourteen) business days of written notice of the dispute. If the dispute is not resolved through negotiation, either party may refer the matter to mediation by a mutually agreed mediator. If mediation does not resolve the dispute within 30 (thirty) days of referral, either party may institute proceedings in court.

14.3 Jurisdiction

Disputes shall be subject to the jurisdiction of the courts of the Western Cape.

14.4 Entire agreement

These Terms, together with the privacy notice, constitute the entire agreement. No amendment to these Terms shall be effective unless in writing and signed by both parties. FIFO may update the privacy notice in accordance with the procedure set out in it, provided that the Firm is given at least 30 (thirty) days' written notice of material changes.

14.5 Severability

Invalid provisions do not affect the remaining Terms.

14.6 Assignment

The Firm may not assign these Terms without FIFO's written consent.

14.7 Notices

All notices shall be in writing and sent to the email addresses used by the parties for subscription correspondence.

14.8 Force majeure

Neither party is liable for failures caused by circumstances beyond its reasonable control.

15. Contact

FIFO Solutions (Pty) Ltd
Registration No. 2026/071559/07
25 Bethel Gardens, 22 Church St, Durbanville, Western Cape, 7550
Email: riaan@fifo.systems
WhatsApp: 082 525 4011