1. STANDARD TERMS AND CONDITIONS
These are the standard terms and conditions for Website Design and Development and apply to all contracts and all work undertaken by XynDigital for its clients.
2. OUR FEES AND DEPOSITS
A 50% deposit of the total fee payable under my proposal is due immediately upon you instructing me to proceed with the website design and development work. The remaining 50% shall become due when the work is completed to your reasonable satisfaction but subject to the terms of the “approval of work” and “rejected work” clauses. XynDigital reserves the right not to commence any work until the deposit has been paid in full.
The 50% deposit is only refundable if I have not fulfilled my obligations to deliver the work required under the agreement. The deposit is not refundable if the development work has been started and you terminate the contract through no fault of mine.
3. SUPPLY OF MATERIALS
Please kindly supply all materials and information required by me to complete the work in accordance with any agreed specification. Such materials may include, but is not limited to, photographs, written copy, logos and other printed material. Where there is any delay in supplying these materials to me which leads to a delay in the completion of work, XynDigital has the right to extend any previously agreed deadlines by a reasonable amount.
Where you fail to supply materials, and that prevents the progress of the work, I have the right to invoice you for any part or parts of the work already completed.
I am pleased to offer you the opportunity to make revisions to the design. However, I have the right to limit the number of design proposals to a reasonable amount and may charge for additional designs if you make a change to the original design specification.
My website development phase is flexible and allows certain variations to the original specification. However any major deviation from the specification will be charged at the rate of R100.00 per hour.
5. PROJECT DELAYS AND CLIENT LIABILITY
Any time frames or estimates that I give are contingent upon your full co-operation and complete and final content in photography for the work pages. During development there is a certain amount of feedback required in order to progress to subsequent phases. It is required that a single point of contact be appointed from your side and be made available on a daily basis in order to expedite the feedback process.
6. APPROVAL OF WORK
On completion of the work you will be notified and have the opportunity to review it. You must notify me via email of any unsatisfactory points within 7 days of such notification. Any of the work which has not been reported via email to me as unsatisfactory within the 7-day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected and the contract will be deemed to have been completed and the 50% balance of the project price will become due.
7. REJECTED WORK
If you reject any of my work within the 7-day review period, or not approve subsequent work performed by me to remedy any points recorded as being unsatisfactory, and I, acting reasonably, consider that you have been unreasonable in any rejection of the work, we can elect to treat this contract as at an end and take measures to recover payment for the completed work.
Upon project completion and after the 7-day review period, XynDigital will invoice you for the 50% balance of the project.
9. WARRANTY BY YOU AS TO OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS
You must obtain all necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trade marks, or any other material that you supply to me to include in your website or games / applications.
You must indemnify me and hold me harmless from any claims or legal actions related to the content of your website.
10. LICENSING & COPYWRITE
Once you have paid me in full for work I grant to you a license to use the website and its related software and contents for the life of the website.
11. SEARCH ENGINES
I do not guarantee any specific position in search engine results for your website. I perform basic search engine optimization according to current best practice.
12. CONSEQUENTIAL LOSS
I shall not be liable for any loss or damage which you may suffer which is in any way attributable to any delay in performance or completion of our contract, however that delay arises.
To the full extent permitted by law, all terms, conditions, warranties, undertakings, inducements or representations whether express, implied, statutory or otherwise (other than the express provisions of these terms and conditions) relating in any way to the services I provide to you are excluded. Without limiting the above, to the extent permitted by law, any liability of XynDigital under any term, condition, warranty or representation that by law cannot be excluded is, where permitted by law, limited at my option to the replacement, re-repair or re-supply of the services or the payment of the cost of the services that I am contracted to perform.
I reserve the right to subcontract any services that we have agreed to perform for you as I see fit.
I (and any subcontractors I engage) agree that we will not at any time disclose any of your confidential information to any party.
16. ADDITIONAL EXPENSES
You agree to reimburse XynDigital for any requested expenses which do not form part of my proposal including but not limited to the purchase of templates, third party software, stock photographs, fonts, domain name registration, web hosting or comparable expenses.
You are responsible for maintaining your own backups with respect to your website and I will not be liable for restoring any client data or client websites except to the extent that such data loss arises out of a negligent act or omission by me.
18. OWNERSHIP OF DOMAIN NAMES AND WEB HOSTING
XynDigital will supply to you account credentials for domain name registration and/or web hosting that XynDigital purchased on your behalf when you reimburse XynDigital for any expenses that XynDigital has incurred.
19. GOVERNING LAW
The agreement constituted by these terms and conditions and any proposal will be construed according to and is governed by the laws of South Africa. You and XynDigital submit to the non-exclusive jurisdiction of the courts in and of South Africa in relation to any dispute arising under these terms and conditions or in relation to any services XynDigital performs for you.
20. CROSS BROWSER COMPATIBILITY
By using current versions of well supported content management systems such as “Wordpress”, XynDigital endeavours to ensure that the web sites XynDigital creates are compatible with all current modern web browsers such as the most recent versions of Internet Explorer, Firefox, Google Chrome and Safari. Third party extensions, where used, may not have the same level of support for all browsers. Where appropriate XynDigital will substitute alternative extensions or implement other solutions, on a best effort basis, where any incompatibilities are found.
You are responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify XynDigital and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from your or your clients’ use of Internet electronic commerce.