Cancellation Policy — HTM LEDGR

This policy sets out the sequence by which access to, and retention of data within, an Organisation’s HTM LEDGR workspace is governed following cancellation, non-renewal, or voluntary closure, as opposed to a termination for breach, which is a materially different mechanism governed by clause 8.2 of our Terms of Service and is not addressed by this policy. See also our Refund Policy for the treatment of amounts already paid, and our Terms of Service, to which this policy is subject in the event of any inconsistency. The Supplier reserves the right to amend the periods referred to below from time to time, in accordance with clause 9, and the figures quoted are those currently in force as at the “Last updated” date above.

1. Stopping future billing

A subscription is billed in advance for a term — being one month or, where the Customer has elected an annual billing cycle, twelve months — and renews automatically for successive terms of the same length absent cancellation. In this policy “the paid term” means the term for which payment has been made, and “the paid-until date” means the date upon which that term expires. To stop future billing, contact support@htmledgr.com or use our contact page, or manage the arrangement directly through the Supplier’s payment gateway provider where the Customer holds an account of its own with that provider. A request to cancel is treated as received on the date it is actually communicated to the Supplier or actioned with the payment gateway provider, not on any earlier date the Customer may have privately decided to cancel. Advance notice of each impending renewal is issued to the Customer in the manner, and within the periods, set out in clause 7(g) below.

Cancellation operates prospectively, upon the renewal, and not upon the paid term itself. It does not abridge, terminate, or shorten the paid term, and does not of itself immediately terminate access: the Customer continues to enjoy the Services until the paid-until date, whereupon the sequence in clause 2 below commences. Correspondingly, and as more fully set out in clause 7 below and in clause 3 of our Refund Policy, no amount is refunded, apportioned, or credited in respect of the unexpired portion of a paid term — a consideration to which the Customer’s attention is specifically drawn where the paid term is an annual one, that unexpired portion then being capable of amounting to as much as eleven months. This clause is subject in all respects to clause 7 below.

2. The sequence following expiry of a paid period or trial

The sequence below is deliberately staged, and no stage of it is reached without the Customer having first been told, in advance, that it is coming and what may be done about it. The notices given in the ordinary lifecycle of a subscription — before a renewal, before a restriction, and before anything is deleted — are enumerated together at clause 6.1 of our Terms of Service and are governed, as to the renewal notice, by sub-clause 7(g) below. At no stage of the sequence below is any content deleted without the Customer having first had both a period in which to export it and a period in which to reverse the decision that led to it. The sequence applies uniformly, whether access is ending by reason of cancellation, a failed payment, or the natural expiry of a trial:

Grace period (2 days). Upon the paid-until date (as defined in clause 1 above, and being the expiry of the paid term whether monthly or annual) or trial end date passing, the workspace continues to operate normally for a further 2 days, during which a reminder is displayed to all Authorized Users. This grace period constitutes the entirety of the notice given; no separate advance warning of an impending restriction is otherwise provided. Any document created, sent, or paid during the grace period is treated identically to one created at any other time, and remains subject to ordinary retention under clause 6 of our Terms of Service.
Restricted access. Upon expiry of the grace period, the workspace is restricted. Authorized Users other than the owner are unable to sign in or use the Services, and are directed to the owner. Any scheduled or pending outbound communication (a reminder email, a scheduled statement) is not sent while the workspace remains restricted. The owner retains access for the limited purpose of selecting among the following:
- continuing with HTM LEDGR by resolving the outstanding billing matter;
- exporting a copy of the Organisation’s data, on the terms described in clause 6 of our Terms of Service; or
- closing the Organisation.
No content is deleted at this stage. Existing public share links issued prior to restriction continue to operate on their own terms (revoked or expired links remain inaccessible; live, unexpired links remain accessible) until closure under sub-clause 3 of this clause 2.
Closure. Where the owner elects to close the Organisation, access ceases to be presented as active with immediate effect for every Authorized User, and the Organisation’s content is retained, but not accessible in the ordinary course, for 30 days following closure.
Reinstatement. At any time within that 30-day period, the owner may elect to reinstate the Organisation, substantially as it stood immediately prior to closure. Reinstatement restores the Organisation to an unpaid state and requires selection of a subscription plan; it does not confer a further free trial, one trial per business being permanently recorded as described in our Privacy Policy.
Permanent deletion. Where the Organisation is not reinstated within 30 days of closure, its content is permanently and irrecoverably deleted, and the Supplier shall have no further obligation whatsoever in respect thereof. The domain and business-name records described in our Privacy Policy may, in accordance with that policy, continue to be held for a further period for anti-abuse purposes notwithstanding deletion of the Organisation’s other content.

3. Exporting data prior to cancellation

Export is not contingent upon reaching restricted access. At any time an Organisation’s access remains in good standing, Settings → Data & Export permits the download of individual PDFs, a filtered CSV, or a complete ZIP archive. The Supplier strongly recommends exporting in advance of cancellation, notwithstanding the retention period described above, which is furnished as a discretionary courtesy and not as a warranted guarantee of data recovery. It remains the Customer’s own responsibility, once exported, to secure that data, on the terms described in clause 6 of our Terms of Service.

4. Authority to cancel or close

Only the workspace owner may manage billing or close an Organisation. This restriction exists for the Organisation’s own protection, preventing any single Authorized User from unilaterally withdrawing access from the entire team. An Authorized User who is not the owner and who wishes the workspace closed should raise the matter with the owner, or submit the in-app request for deletion of their own individual account in accordance with clause 5 below. Where an Organisation has more than one owner, any owner may act under this clause independently, and the Supplier is not obliged to seek the concurrence of every owner before giving effect to an instruction from one of them.

5. Individual account deletion distinguished from closure

An Authorized User may request deletion of their own individual account or profile at any time, subject to approval by an owner. This is a materially different act from closure of the Organisation as a whole (clause 2 above), which only an owner may effect and which affects the access of every Authorized User. Deletion of an individual account does not affect any document that Authorized User created while a member of the Organisation, which remains part of the Organisation’s own records.

6. Where an owner is unreachable or has left the business

The Supplier has no visibility into, and no obligation to investigate, the internal governance of a Customer’s business. Where an Organisation’s sole owner becomes unreachable, departs the business, or is otherwise unable to act, and the Organisation consequently lapses into restricted access or closure under clause 2, resolution is a matter for the Customer’s own internal succession or governance arrangements, including the promotion of a new owner in the manner the Services provide for while access remains available. The Supplier is under no obligation to intervene, to recognise any person other than the recorded owner as authorised to act under this policy, or to release data to a person who cannot establish that authority to the Supplier’s reasonable satisfaction.

7. Cancellation charges, fixed terms, and statutory rights of cancellation

(a) No cancellation fee. The Supplier levies no fee, administrative charge, or penalty upon cancellation, save to the extent of the entitlement reserved in sub-clause (d)(iii) below.

(b) Monthly cycle. A subscription billed on a monthly cycle is a term of one month. No minimum term, fixed term, or lock-in of any description applies to it beyond the month for which payment has been made.

(c) Annual cycle. A subscription billed on an annual cycle is, by the Customer’s own election and in consideration of the discount described in clause 1 of our Pricing Policy, a fixed-term agreement of twelve (12) months, charged in a single amount in advance. Subject always to sub-clause (d) below, cancellation of such a subscription operates to prevent its renewal upon the paid-until date and does not abridge the paid term, and no amount is refunded, apportioned, or credited in respect of the unexpired portion of that term.

(d) Rights conferred by section 14 of the Consumer Protection Act 68 of 2008. Section 14 of the Consumer Protection Act 68 of 2008 (the “CPA”) regulates the expiry and renewal of fixed-term agreements. Where, upon a proper construction of section 5 of the CPA, that Act and that section apply to a subscription concluded on an annual cycle — as to which see sub-clause (e) below — the following provisions of section 14 apply to that subscription and, to the extent of any inconsistency, prevail over sub-clause (c) above and over every other provision of this policy, of our Refund Policy, and of our Terms of Service:

(i) in terms of section 14(2)(b)(i), the consumer may cancel the agreement upon the expiry of its fixed term without penalty or charge, or at any other time by giving the Supplier twenty (20) business days’ notice in writing or other recorded manner and form;
(ii) in terms of section 14(3)(a), the consumer nevertheless remains liable to the Supplier for any amounts owed to the Supplier in terms of the agreement up to the date of cancellation;
(iii) in terms of section 14(3)(b)(i), the Supplier may impose a reasonable cancellation penalty in respect of any goods supplied, services provided, or discounts granted to the consumer in contemplation of the agreement enduring for its intended fixed term — an entitlement the Supplier expressly reserves, the annual price being itself a discount granted in that contemplation;
(iv) in terms of section 14(3)(b)(ii), the Supplier must credit the consumer with any amount that remains the property of the consumer as at the date of cancellation;
(v) in terms of section 14(2)(c), the Supplier must notify the consumer in writing, not more than eighty (80) and not less than forty (40) business days before the expiry date of the fixed term, of that impending expiry and of any material change that would apply upon renewal; and
(vi) in terms of section 14(2)(d), the agreement is upon its expiry automatically continued on a month-to-month basis, subject to any material change of which the Supplier has given notice, unless the consumer expressly directs that it be terminated on the expiry date or agrees to a renewal for a further fixed term.

(e) The circumstances in which section 14 does and does not apply. The Customer’s attention is drawn to the fact that the CPA delimits its own application, and that the majority of the Supplier’s customers are businesses rather than natural persons. In particular:

(i) section 14(1) of the CPA provides that section 14 “does not apply to transactions between juristic persons regardless of their annual turnover or asset value”. The Supplier is a juristic person. Accordingly, where the Customer is itself a juristic person — a company, close corporation, body corporate, partnership, association, or trust — section 14, and with it every entitlement enumerated in sub-clause (d) above, does not apply to that Customer’s subscription at all, irrespective of that Customer’s size, turnover, or asset value, and sub-clause (c) above applies to it without qualification; and
(ii) separately, and in terms of section 5(2)(b) of the CPA read with section 6 thereof, the CPA as a whole does not apply to a transaction in terms of which the consumer is a juristic person whose asset value or annual turnover, at the time of the transaction, equals or exceeds the threshold value determined by the Minister by notice in the Government Gazette. That threshold presently stands at R2 000 000.00 (two million rand), having been determined in terms of section 6(1) by Government Notice 294 published in Government Gazette 34181 of 1 April 2011, and falls to be calculated in the manner prescribed in the Schedule to that notice.

Two consequences follow, and the Customer’s attention is drawn to the distinction between them, because they are frequently conflated. First, sub-clause (d) above — being section 14 — is ordinarily of application only where the Customer is a natural person contracting in that capacity: a sole proprietor or freelancer trading in their own name, as distinct from through a registered entity. Second, and importantly, it does not follow that a juristic person is outside the CPA altogether. Section 14(1) disapplies section 14 alone; the balance of the Act — including sections 48, 49, 51 and 52, which govern unfair terms, the manner in which a term limiting liability or imposing an indemnity must be drawn to a consumer’s attention, prohibited terms, and the powers of a court in respect of each — continues to apply to a juristic-person Customer whose asset value and annual turnover both fall below the threshold stated in sub-paragraph (ii) above. The Supplier has drafted this policy, and every other policy referenced in it, upon that footing. Whether the CPA applies to any given subscription is in every case a question of law determined by the facts of that subscription and not by the Supplier’s characterisation of it, and nothing in this policy is to be construed as a determination, waiver, or concession by either party as to the CPA’s application.

(f) Cooling-off under the Electronic Communications and Transactions Act 25 of 2002. Section 44(1) of the Electronic Communications and Transactions Act 25 of 2002 (“ECTA”) confers upon a consumer the right to cancel an electronic transaction for the supply of services, without reason and without penalty, within seven (7) days after the date of the conclusion of the agreement, and to a refund of any payment already made in respect thereof. Two limitations upon that right are material to a subscription to the Services, and are drawn to the Customer’s attention:

(i) “consumer” is defined in section 1 of ECTA as “any natural person who enters or intends entering into an electronic transaction with a supplier as the end user of the goods or services offered by that supplier”. A juristic person is accordingly not a consumer for the purposes of Chapter VII of ECTA, and section 44 confers no right upon it; and
(ii) section 42(2) of ECTA excludes the operation of section 44 in respect of a number of classes of transaction, among them the supply of services which began with the consumer’s consent before the end of the seven-day period referred to in section 44(1). The Services are, by their nature and at the Customer’s own instance, made available for use immediately upon subscription, and the Customer’s subscription constitutes its consent to their commencement forthwith; the Supplier’s position is accordingly that this exclusion is engaged in the ordinary course.

Where, notwithstanding the aforegoing, section 44 does apply to a subscription, the Supplier will give effect to it according to its terms, and a Customer who considers that it does so apply should say so expressly when submitting a request under clause 5 of our Refund Policy. Nothing in this policy limits, and no provision hereof is to be construed as limiting, any right the Customer may have under section 44 of ECTA, section 14 of the CPA, or any other provision of South African law that cannot lawfully be excluded, limited, or waived by agreement.

(g) Advance notice of an impending renewal. A subscription renews automatically upon the paid-until date in accordance with clause 1 above. Subject to sub-paragraph (iv) below, in respect of each such renewal the Supplier issues advance notice to the electronic mail address recorded for the Organisation, in writing and in a recorded form, stating the date upon which the renewal is to take effect, the plan then in force, and the amount that will be charged, and identifying the facility within the Services by which the Customer may, at any time before that date, change plan, change billing cycle, or cancel. Such notice is presently issued:

(i) in respect of a subscription billed on an annual cycle, on 2 occasions, being approximately 90 days and 7 days respectively before the expiry date of that fixed term; and
(ii) in respect of a subscription billed on a monthly cycle, on one occasion, being approximately 5 days before the expiry of that term.

A notice to like effect is in addition displayed within the Services, to the Organisation’s owner and administrators, during the concluding days of the term. The earliest of the notices contemplated in sub-paragraph (i) above is issued approximately 90 calendar days before the expiry date, that period having been selected with the object that it fall within the interval of not more than eighty (80) nor less than forty (40) business days prescribed by section 14(2)(c) of the CPA, computed in the manner prescribed by section 2(6) thereof (which excludes the day on which the first event occurs, includes the day by which the second is to occur, and excludes any public holiday, Saturday or Sunday falling between them). Where in any particular case a notice is in fact given otherwise than within that interval, or does not contain every particular there prescribed, sub-clause (d)(v) above governs; and nothing in this sub-clause (g) is to be construed as a representation, admission, or determination that section 14 applies to any given subscription, as compliance with or a substitute for any requirement of that section in a case to which it does apply, or as derogating from sub-clause (d) above, which prevails over this sub-clause (g) to the extent of any inconsistency.

The following further provisions apply to, and form part of, this sub-clause (g), and are numbered in continuation of sub-paragraphs (i) and (ii) above:

(iii) The notice is informative; the renewal is not conditional upon a response. Notice under this sub-clause is issued for the Customer’s information, and does not require, solicit, or render the renewal conditional upon any reply, acknowledgement, re-confirmation, or other act on the Customer’s part. The renewal takes effect automatically upon the expiry of the then-current term unless the Customer cancels before that date; and, subject always to sub-clause (d)(vi) above in a case to which it applies, the renewal of a subscription billed on an annual cycle is a renewal for a further fixed term of twelve months and not a continuation upon any other basis. For the avoidance of doubt, and consistently with section 26(1) of ECTA, an acknowledgement of receipt is not necessary to give legal effect to a notice issued under this sub-clause.
(iv) The circumstances in which notice is, and is not, issued. Notice under this sub-clause is issued only in respect of a subscription that is in fact set to renew upon its paid-until date. No such notice is accordingly issued in respect of: (aa) a workspace designated by the Supplier as an internal, complimentary, or otherwise non-billable account, which is not charged and in respect of which no renewal arises; (bb) a subscription in respect of which cancellation has already been requested to take effect upon the expiry of the then-current term, no renewal being then in prospect; (cc) a subscription in respect of which a change of plan or of billing cycle has been queued to take effect upon that date, the effect of that instruction having been communicated at the time it was given and being displayed within the Services; or (dd) a trial, or any workspace not then in an active paid state, to which clause 2 above applies instead.
(v) The manner in which notice is issued. Notice under this sub-clause is issued by electronic mail, generated and transmitted by an automated scheduled process operated by or on behalf of the Supplier and executed once daily, addressed to the electronic mail address then recorded upon the Organisation’s account, and constitutes a data message attributable to the Supplier as originator in terms of section 25(c) of ECTA. Transmission, routing, and delivery are effected by one or more third-party electronic mail service providers, and thereafter by the mail systems, filters, gateways, and intermediaries of the recipient and of the recipient’s own service providers, none of which is within the Supplier’s control. Where the Supplier’s systems record that a transmission has failed, that transmission is re-attempted upon the next execution of that process. No delivery receipt, read receipt, or other confirmation that any notice has been delivered, received, opened, or read is generated, sought, required, or retained by the Supplier, and none is a condition of the validity of the notice or of the renewal.

Your attention is specifically drawn to the following provisions, which limit the liability of the Supplier and of others, place a risk upon the Customer, and impose an obligation of indemnity upon the Customer — section 49 of the Consumer Protection Act 68 of 2008

In short, and in plain language: we send renewal notices by email, and once an email leaves us we cannot control what happens to it. If a notice does not reach you — because it was filtered as spam, sent to an address nobody reads any more, delayed, misdirected, or lost by a mail system along the way — the renewal still stands, and so does the charge. It is your job to keep a working, monitored email address on the account. If you say you did not expect a renewal, we are not liable for knock-on losses you suffer because of it, and you agree to cover us, and the people who work with us, against claims anyone else brings about it. Nothing here takes away a right that South African law does not permit us to take away, and sub-paragraph (ix) says so in terms. The formal wording follows.

(vi) Deemed delivery, and the effect of non-receipt. A notice issued under this sub-clause is regarded as having been sent when it enters an information system outside the control of the Supplier, and as having been received when the complete data message enters an information system designated or used for that purpose by the addressee and is capable of being retrieved and processed by the addressee, in each case in terms of section 23(a) and (b) of ECTA; and the electronic mail address for the time being recorded upon the Organisation’s account is the information system so designated by the Customer for every purpose of this policy. Neither (aa) the non-receipt, late receipt, misdirection, mis-delivery, rejection, bouncing, quarantining, spam- or junk-filtering, truncation, corruption, or non-display of any such notice; nor (bb) the failure, delay, suspension, outage, misconfiguration, or error of any electronic mail service provider, mail server, filter, gateway, or intermediary, whether the Supplier’s, the Customer’s, or a third party’s; nor (cc) the Customer’s own failure or omission to read, open, monitor, retrieve, or act upon it, howsoever in each case occasioned, shall: invalidate, postpone, or affect the date upon which the renewal takes effect; invalidate, reverse, suspend, or give rise to any right of reversal, refund, credit, apportionment, or set-off in respect of the charge raised for that renewal; constitute a breach of this policy, of our Terms of Service, or of any duty owed by the Supplier; or give rise to any claim, demand, action, or cause of action of whatsoever nature against the Supplier or any Indemnified Person as defined in sub-paragraph (viii) below.
(vii) The Customer’s obligation in respect of its recorded address, and the consequences of default. The Customer undertakes that it shall at all times maintain upon the Organisation’s account an electronic mail address that is: (aa) accurate and current; (bb) actively monitored by a person authorised to act for the Customer in relation to billing; (cc) capable of receiving communications from the Supplier and its electronic mail service providers, including by the Customer ensuring that such communications are not blocked, filtered, diverted, or rejected by any system within the Customer’s own control; and (dd) updated within a reasonable time of any change. That obligation is a material one, its performance being the sole means by which the Supplier is able to give the notice contemplated by this sub-clause; and where the Customer is in default of it, every consequence set out in sub-paragraph (vi) above follows, and the Customer bears the risk of each notice, communication, and charge of which it is in consequence unaware.
(viii) Limitation of liability, and indemnity. In this sub-paragraph “Indemnified Person” means the Supplier, HTM Legacy (Pty) Ltd (registration number 2021/423883/07), each of their respective holding companies, subsidiaries, associated companies, and affiliates, and each of the respective directors, officers, employees, contractors, sub-contractors, agents, service providers, and professional advisers of any of them. Subject in every respect to sub-paragraph (ix) below:
- (aa) no Indemnified Person shall be liable to the Customer, to any Authorized User, or to any person claiming through or under either of them, for any indirect, incidental, special, consequential, or punitive loss, or for any loss of profit, revenue, anticipated saving, data, goodwill, business, or business opportunity, arising out of or in connection with a renewal that the Customer contends it did not expect, did not anticipate, or of which it contends it received no notice, including any bank charge, dishonoured-payment fee, overdraft cost, or interest levied upon the Customer by its own bank, card issuer, or payment gateway provider in consequence of the renewal charge, whether the claim be founded in contract, delict, or otherwise, and whether or not the Indemnified Person was advised of the possibility of such loss; and
- (bb) the Customer indemnifies each Indemnified Person against, and holds each of them harmless from, all claims, demands, actions, proceedings, losses, damages, liabilities, penalties, costs, and expenses (including legal costs upon the attorney-and-own-client scale) of whatsoever nature arising out of or in connection with any contention referred to in paragraph (aa) above, or with any breach by the Customer of sub-paragraph (vii) above, including any such claim brought by an Authorized User, or by a member, employee, or officer of the Customer, or by any third party.
This sub-paragraph survives the cancellation, closure, expiry, or termination of the Customer’s subscription, howsoever occasioned, and is in addition to, and does not derogate from, clauses 9 and 10 of our Terms of Service, which continue to apply of their own force.
(ix) Savings: rights that cannot lawfully be excluded. Nothing in sub-paragraphs (vi) to (viii) above excludes, limits, waives, deprives the Customer of, avoids, sets aside, or overrides, or purports to do any of those things in respect of: (aa) any right conferred upon the Customer by the CPA, or any obligation or duty imposed upon the Supplier thereby, in a case to which that Act applies, such a provision being prohibited by section 51(1)(b)(i) and (ii) thereof; (bb) any liability of the Supplier, or of any person acting for or controlled by the Supplier, for loss directly or indirectly attributable to gross negligence, nor does anything therein purport to constitute an assumption of risk or liability by the Customer for such loss, such provisions being prohibited by section 51(1)(c)(i) and (ii) of the CPA; (cc) any liability for fraud or wilful misconduct; (dd) any right of the Customer under section 14 of the CPA or section 44 of ECTA, in the circumstances in which those provisions apply, sub-clauses (d) and (f) above continuing to prevail over this sub-clause (g) to the extent of any inconsistency; or (ee) any other right, remedy, or protection conferred by South African law which cannot lawfully be excluded, limited, or waived by agreement, including at common law. To the extent that any provision of sub-paragraphs (vi) to (viii) contravenes section 51 of the CPA, it is void to that extent, and to that extent only, in terms of section 51(3) thereof, and shall be severed, the remainder of this sub-clause (g) continuing in full force and effect. Where the Customer is a juristic person, and the CPA accordingly does not apply to its subscription as set out in sub-clause (e) above, this sub-paragraph (ix) operates only to the extent of such other rules of law, including the common law, as cannot be excluded by agreement.

The Supplier records that the fact, nature, and effect of sub-paragraphs (vi) to (viii) above are, by the conspicuous form and manner in which they are here presented, by the plain-language summary with which this panel opens, and by the publication of this policy at a stable public address at which it is continuously accessible before, at, and after the time of subscription and from which it is incorporated by reference into the Terms of Service assented to upon registration, drawn to the attention of the Customer in a manner and form intended to satisfy sections 49(3), 49(4), and 49(5) of the CPA, read with section 22 thereof, in every case to which that Act applies.

The periods stated above are those presently observed and may be varied in accordance with clause 9 below.

8. Relationship to our other policies

This policy governs access and data timelines, together with the cancellation and fixed-term matters dealt with in clause 7 above. The treatment of amounts already paid is governed exclusively by our Refund Policy; the pricing of each billing cycle and the treatment of a change of plan are governed by our Pricing Policy; the treatment of personal information during and after this sequence is governed by our Privacy Policy; and the underlying contractual relationship, including limitation of liability, is governed by our Terms of Service.

9. Changes to this policy

The Supplier may refine this process as the Services evolve. The “Last updated” date above reflects the version currently in force.

10. Contact us

Assistance with cancellation, export, or reinstatement of a closed workspace: email support@htmledgr.com or use our contact page.