Refund Policy — HTM LEDGR

This policy sets out the basis upon which HTM Legacy (Pty) Ltd (“the Supplier”, “we”) considers, in its sole discretion and subject always to applicable law, requests for the refund of amounts paid in respect of an HTM LEDGR subscription, billed in South African Rand through the Supplier’s payment gateway provider in advance for a term of one month or, where the Customer has elected an annual billing cycle, of twelve months. It forms part of, and should be read together with, our Terms of Service, to which it is subject in the event of any inconsistency, and our Pricing Policy and Cancellation Policy, which govern related but distinct matters.

1. Free trial

Every new Organisation commences on a free trial prior to any charge being levied. Trial length and whether payment details are required upfront are disclosed at the point of signup. Where no charge occurs during a trial that does not require payment details, no amount is capable of refund, there being nothing paid; a Customer who elects not to proceed need simply decline to subscribe upon the trial’s expiry, or cancel (see Cancellation Policy) prior to the first billing date where payment details were collected in advance. Where a Customer is charged despite having cancelled prior to the first billing date, that charge falls within clause 4(a) below.

2. Cancelling a subscription

A Customer may cancel at any time — see our Cancellation Policy for the governing timeline applicable to access and data following cancellation, and for the fixed-term and statutory-rights provisions of clause 7 thereof. Cancellation and refund are distinct concepts: cancelling prevents the renewal of the term then current; it does not abridge that term, and it does not, of itself, entitle the Customer to a refund of any amount already paid, which is governed exclusively by this policy.

3. General position on refunds — no apportionment of an unexpired term

HTM LEDGR is supplied for a term paid in advance, being one month or, upon the Customer’s election of an annual billing cycle, a fixed term of twelve months. Because the Services (hosting, document generation, email transmission, and the other functionality described in the SLA) are made continuously available to, and consumed by, the Customer from the commencement of each such term irrespective of the extent of the Customer’s actual use thereof, the Supplier does not, save as expressly provided in clause 4 below, offer a pro-rated, partial, apportioned, or any other refund or credit in respect of the unexpired portion of a term, and this irrespective of whether the occasion for the request is the Customer’s cancellation, its election to downgrade, its ceasing to use the Services, a change in its own business circumstances, or any combination thereof. The Customer simply ceases to be billed prospectively; no retrospective adjustment is made.

The Customer’s attention is specifically and expressly drawn to the operation of this clause upon an annual term. An annual subscription is charged in a single amount at the commencement of a twelve-month term, and the unexpired portion in respect of which no refund is made may accordingly amount to as much as eleven of those twelve months. A Customer electing an annual cycle does so in consideration of the discount described in clause 1 of our Pricing Policy, and accepts this clause 3 as a term of that election. A Customer who is unwilling to commit for twelve months should elect the monthly cycle, under which no term exceeds one month.

Amounts actually paid, not amounts listed. Every reference in this policy to an amount paid, refunded, credited, or apportioned is a reference to the amount in fact charged to the Customer in respect of the term concerned, and not to the plan price listed in clause 2 of our Pricing Policy. Where a term was acquired at a promotional price in terms of clause 8 of that policy, any refund falling to be made under this policy is calculated upon the reduced amount so charged, and no amount is refundable, creditable, or otherwise recoverable in respect of the reduction itself, that reduction never having been paid. Where a promotional price was granted in contemplation of an annual term enduring for its intended duration, the Supplier’s entitlement in respect of it under clause 7(d)(iii) of our Cancellation Policy is reserved.

This position reflects the commercial basis on which each price is set, and the Customer accepts it as a term of subscribing. It is, however, subject in all respects to clause 4 below, and to those rights of cancellation conferred by statute — most materially by section 14 of the Consumer Protection Act 68 of 2008 in the circumstances in which that Act applies — which are set out in full, with the circumstances of their application and non-application, in clause 7 of our Cancellation Policy, and which are not repeated here.

Your attention is specifically drawn to the following provisions, which place a risk upon the Customer, limit the liability of the Supplier and of others, 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: when you pay for a month or a year, that money buys that whole period, and you do not get any of it back if you stop using HTM LEDGR partway through. Cancelling stops the next payment; it does not refund the current one. On an annual plan that can mean up to eleven months you have paid for and will not get back — so if you are not sure you want a full year, choose the monthly plan instead, where the most you can ever have tied up is one month. The exceptions are in clause 4 below: we always refund our own billing mistakes, unauthorised payments, and anything the law requires us to refund. If you go straight to your bank for a chargeback instead of asking us first, and it turns out there was nothing wrong, you cover the fees our payment provider charges us for it. Nothing here takes away a right that South African law does not permit us to take away — including your rights on a fixed-term agreement and your right to a reasonable refund if we genuinely fail to deliver the service — and sub-clause (e) says so in terms. The formal wording follows.

(a) Acknowledgements of fact. The Customer acknowledges, each of these being an acknowledgement of fact within the meaning of section 49(1)(d) of the Consumer Protection Act 68 of 2008 (the “CPA”), that: (i) the Services are made continuously available to it, and are consumed by it, from the commencement of each term irrespective of the extent of its actual use of them, so that no part of a term remains unsupplied merely because the Customer has not used it; (ii) it elected its billing cycle freely, having been informed before doing so of the length of the term that election entails and of the consequences set out in clause 3 above; (iii) where it elected an annual cycle, it did so in consideration of the discount described in clause 1 of our Pricing Policy, which discount is the consideration for the fixed term; and (iv) a monthly cycle, under which no term exceeds one month, was available to it at all material times.
(b) Assumption of risk as to the unexpired portion of a term. The Customer assumes the risk of, and bears in full, the consequence of any decision on its part to cease using the Services, to cancel, to downgrade, to change billing cycle, or to close its Organisation before the expiry of a term for which it has paid — including, upon an annual cycle, the loss of the benefit of as much as eleven of the twelve months so paid for. That risk includes any consequence arising from a change in the Customer’s own business circumstances, its trading position, its staffing, its acquisition or disposal, or its ceasing to trade, none of which entitles the Customer to any refund, credit, or apportionment.
(c) Limitation of liability. In this panel “Indemnified Person” bears the meaning given in sub-clause 9.4 of our Terms of Service. Subject in every respect to sub-clause (e) below, 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, cash-flow, goodwill, business, or business opportunity, arising out of or in connection with: the operation of clause 3 above; the refusal, in accordance with clause 4 below, of a request for a refund; the time taken by the Supplier’s payment gateway provider or by the Customer’s own bank or card issuer to reflect an approved refund; or any bank charge, dishonoured-payment fee, overdraft cost, interest, or currency-conversion cost levied upon the Customer by its own bank, card issuer, or payment provider in connection with any charge, refund, or reversal — 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.
(d) Indemnity. Subject in every respect to sub-clause (e) below, 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, and any chargeback, dispute-handling, or reversal fee levied upon the Supplier by its payment gateway provider) of whatsoever nature arising out of or in connection with: (i) a chargeback or payment dispute initiated by or on behalf of the Customer which is subsequently resolved in the Supplier’s favour or found to have been raised without reasonable basis, as more fully set out in clause 6 below; (ii) any contention by any person that an amount was charged, or not refunded, otherwise than in accordance with this policy; or (iii) any claim brought against an Indemnified Person by an Authorized User, or by a member, employee, or officer of the Customer, in respect of any matter governed by this policy. This sub-clause 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.
(e) Savings: rights that cannot lawfully be excluded. Nothing in clause 3 above or in sub-clauses (a) to (d) of this panel excludes, limits, waives, deprives the Customer of, avoids, sets aside, or overrides, or purports to do any of those things in respect of: (i) 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; (ii) any right of the Customer under section 14 of the CPA upon the cancellation of a fixed-term agreement — including the entitlement under section 14(3)(b)(ii) to be credited with any amount that remains the Customer’s property as at the date of cancellation — or under section 44 of the Electronic Communications and Transactions Act 25 of 2002, in each case in the circumstances in which those provisions apply, clause 7 of our Cancellation Policy governing and prevailing over clause 3 above to the extent of any inconsistency; (iii) the Customer’s entitlement under section 54(2) of the CPA, in a case to which that Act applies, where the Supplier has failed to perform services to the standard contemplated in section 54(1) thereof, to require the Supplier to remedy the defect in quality or to refund a reasonable portion of the price paid having regard to the extent of the failure, clause 4(c) below giving effect to that entitlement; (iv) 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 herein 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; (v) any liability for fraud or wilful misconduct; (vi) the Customer’s right to dispute a genuinely unauthorised transaction with its own bank or card issuer, as clause 6 below records; or (vii) 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 such provision 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 policy continuing in full force and effect. Where the Customer is a juristic person to which the CPA does not apply by reason of section 5(2)(b) thereof, as to which see clause 7(e) of our Cancellation Policy, this sub-clause (e) 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 clause 3 above and of sub-clauses (a) to (d) of this panel 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.

4. Circumstances in which a refund may be considered

The Supplier will, in its reasonable discretion, consider a refund, in full or in part, where:

(a) Billing error. The Supplier itself committed a demonstrable billing error, an incorrect amount was charged, a duplicate charge was levied for the same period, or a charge was processed after cancellation had already taken effect and been confirmed. In this case the Supplier will refund the erroneously charged amount in full.
(b) Unauthorised or fraudulent payment. A payment is shown, to the Supplier’s reasonable satisfaction, to have been made without the authority of the account holder or the holder of the payment instrument used, and is reported promptly upon discovery. The Supplier may require supporting information (for example, a police case number or the payment gateway provider’s own fraud determination) before processing such a refund, and may liaise directly with its payment gateway provider to investigate.
(c) Sustained service failure. The Supplier failed to make the Services available for a material and sustained period as a direct result of a cause within the Supplier’s reasonable control (as distinct from a third-party provider outage, a matter excluded by clause 1 of our SLA, or a matter otherwise outside the Supplier’s control, none of which our SLA treats as refund-triggering). Any refund under this ground is, consistently with section 54(2)(b) of the Consumer Protection Act 68 of 2008, a reasonable portion of the price paid, having regard to the extent of the failure, calculated at the Supplier’s election as a pro-rated credit or a cash refund reflecting the proportion of the billing period during which the Services were materially unavailable; it is not a guarantee of a full-period refund merely because some disruption occurred, and the Supplier may instead, as section 54(2)(a) of that Act permits, elect to remedy the defect in the quality of the services performed. Where that Act applies to the Customer, this sub-clause (c) is to be construed as giving effect to section 54(2) thereof and not as limiting it.
(d) Statutory entitlement. A refund, credit, or reimbursement is required as a matter of South African law — including, where and to the extent that they apply, the obligation under section 14(3)(b)(ii) of the Consumer Protection Act 68 of 2008 to credit a consumer with any amount that remains that consumer’s property as at the date of cancellation of a fixed-term agreement, and the right of cancellation conferred by section 44 of the Electronic Communications and Transactions Act 25 of 2002 — in which case the Supplier will refund to the extent, and in the manner, that the law actually requires, and no further. The circumstances in which each of those provisions does and does not apply, most particularly the exclusion of transactions between juristic persons, are set out in clause 7 of our Cancellation Policy and are not repeated here; a Customer invoking this ground should identify the provision relied upon when submitting its request under clause 5 below.

Save as aforesaid, the Supplier does not offer a refund on the grounds of change of mind following knowing subscription and use of the Services for a meaningful portion of a billing period, nor on the grounds of dissatisfaction with functionality that was accurately described on the pricing page prior to subscription, nor on the grounds that the Customer’s own business circumstances changed. The determination of whether a request falls within this clause 4, and the amount (if any) properly payable, rests with the Supplier, acting reasonably, and is final absent a successful escalation under clause 8.

5. How to request a refund

Submit a request to support@htmledgr.com or via our contact page, stating the account email, the billing date and amount in question, and the basis for the request by reference to clause 4 above. The Supplier aims to respond within five (5) business days, without warranting that timeframe. An approved refund is returned to the original payment method via the Supplier’s payment gateway provider; processing time thereafter is a function of that provider’s and the Customer’s own bank’s processes, and falls outside the Supplier’s control. The Supplier does not issue refunds in cash, by EFT to a different account, or by any method other than reversal to the original payment instrument, save where that instrument is no longer available to the Customer, in which case the Supplier may, at its discretion, propose an alternative method.

6. Chargebacks and payment disputes

A Customer who initiates a chargeback or payment dispute directly with their bank or card issuer, rather than raising the matter with the Supplier under clause 5 first, does so at the risk of the Supplier treating the underlying conduct, once the chargeback is resolved in the Supplier’s favour or is found to have been raised without reasonable basis, as a breach of the Customer’s payment obligations under our Terms of Service, entitling the Supplier to suspend the Organisation’s access pending resolution and to recover any chargeback, dispute-handling, or reversal fee levied on the Supplier by its payment gateway provider as a consequence, such recovery being secured by the indemnity at sub-clause (d) of the panel in clause 3 above. Nothing in this clause 6 limits a Customer’s right to dispute a genuinely unauthorised transaction with its bank or card issuer, and the Supplier does not seek, and will not seek, to recover any fee in respect of a dispute that is resolved in the Customer’s favour or that was raised upon a reasonable basis.

7. Plan changes

The timing and billing treatment of an upgrade, of a downgrade, and of a change of billing cycle is governed by clause 6 of our Pricing Policy and is not, in itself, a refund matter. In refund terms only, and without repeating the mechanics set out there: a downgrade attracts no refund or credit, taking effect as it does only upon the expiry of the term already paid for and not before; and an upgrade attracts no refund or credit in respect of the term it replaces, the upgrade commencing a fresh term of the elected cycle upon the date of payment. Clause 3 above applies to both.

The Supplier discontinues, with its payment gateway provider, the recurring subscription superseded by an upgrade, and refuses at checkout the purchase of a subscription the Customer already holds on the same plan and the same billing cycle, in each case as more fully described in clause 6 of our Pricing Policy; the intention of both measures being that the Customer is never billed twice for the same entitlement. Where, notwithstanding the aforegoing, the Customer is in fact charged under both a superseded and a replacement subscription, or is otherwise charged twice in respect of the same period, that charge is a billing error within the meaning of clause 4(a) above and is refunded in full upon the Customer notifying the Supplier of it under clause 5 below. The Customer is encouraged to examine the statement issued by its bank or card issuer following a change of plan and to report any such duplication promptly.

8. No implied entitlement, and escalation

Nothing in this policy shall be construed as creating a general entitlement to a refund in any circumstance not expressly enumerated in clause 4, nor as fettering the Supplier’s discretion to decline a request that does not, in the Supplier’s reasonable assessment, meet the criteria set out above. A Customer who disagrees with a refund determination may request that it be reviewed by escalating in writing to support@htmledgr.com, marked for the attention of a senior member of the Supplier’s team; this is a courtesy afforded by the Supplier and does not constitute a formal appeals process or create any additional right.

9. Relationship to our other policies, and governing law

This policy governs the treatment of amounts already paid, and nothing else. The consequences for access and data of a cancellation, a lapse, or a closure are governed by our Cancellation Policy, clause 7 of which additionally governs cancellation charges, fixed terms, and the statutory rights of cancellation referred to at clause 4(d) above, and prevails over this policy to the extent of any inconsistency on those subjects. The pricing of each billing cycle, the treatment of a change of plan, and promotional pricing are governed by our Pricing Policy. The underlying contractual relationship, including the limitation of liability and the indemnities, is governed by our Terms of Service, to which this policy is subject in the event of any inconsistency, and clause 11 of which (governing law and applicable legal framework) applies to this policy as though incorporated herein.

10. Changes to this policy

The Supplier may update this policy as its billing arrangements evolve. Material changes are flagged in the manner described in clause 13 of our Terms of Service. The “Last updated” date above reflects the version currently in force, which applies to the exclusion of any prior version; no amendment operates retrospectively upon a request already determined.

11. Contact us

Refund requests, and questions about this policy: email support@htmledgr.com or use our contact page.