TERMS AND CONDITIONS

Definitions

  • Agreement: The proposal, contract, terms and conditions, and any accompanying documents that together form the agreement between the client and our company.
  • Client Materials: Any information, content, documents, images, files, text, or other resources supplied by the client for use within the project.
  • Deliverables: The agreed work products, services, and materials to be supplied by our company under the terms of the agreement.
  • Company Resources: Any software, source code, applications, systems, frameworks, templates, utilities, methodologies, inventions, or other resources created, owned, or used by our company. This also includes layouts, navigation structures, architecture, and functional elements.
  • Final Deliverables: The completed and approved version of all deliverables provided to the client.
  • Project: The services and work to be performed under the agreement between the client and our company.
  • Services: All services supplied by our company as described within the proposal and agreement.
  • Third-Party Resources: Any materials, software, images, illustrations, plugins, or other resources obtained from external providers and incorporated into the project.

Development Services

Our company shall perform the services described within the approved proposal and agreement according to the agreed project milestones and delivery schedule.

Proposal / Scope of Work

Proposals issued by our company remain valid for 30 days from the date they are received by the client. If acceptance is not received during this period, our company may review, revise, or replace the proposal before issuing an updated version.

Compensation

  • Additional Costs: Costs associated with third-party services, including hosting, software licenses, subscriptions, or similar services, shall be invoiced separately from project fees.
  • Expenses: Project-related expenses incurred during the delivery of services shall be charged to the client at cost.
  • Fees: The client agrees to pay all fees and applicable taxes in accordance with the agreed project plan.

Payment

  • Invoices: Payment of invoices shall be due within 5 days of receipt. Additional costs and expenses shall be itemized separately where applicable.
  • Payment Schedule: All payments shall follow the agreed milestones and payment structure defined within the project documentation.

Changes to Project Scope

  • Change Requests: Requests to modify the agreed scope of work must be submitted in writing by the client. Within 5 working days, our company shall review the request and provide details regarding any effect on pricing, timelines, or deliverables.
  • Minor Changes: Changes representing less than 20% of the overall project budget, or otherwise categorized as minor, shall be charged at standard hourly rates. Any resulting changes to project schedules shall be communicated. Additional fees arising from such changes shall not be limited by previously provided estimates.
  • Major Changes: Changes exceeding 20% of the total project value, or substantially altering the agreed scope, shall require a revised or separate proposal. Work relating to such changes shall not begin until the updated proposal has been approved.
  • Acceptance of Proposals: The client shall review and approve any proposal within 14 working days. If approval is not received within that period, our company shall not be obligated to perform the proposed additional work.

Delays

  • Client Delays: The client shall provide approvals, information, materials, and other required project inputs within reasonable timeframes. Delays caused by the client may result in corresponding extensions to project deadlines.
  • Delays by Our Company: Where project schedules are affected by circumstances within our control, we shall notify the client promptly by email.
  • External Delays: Events outside the reasonable control of either party shall not constitute a breach of contract. Such events may include labor disputes, government actions, terrorism, natural disasters, flooding, fire, war, or similar circumstances. Project schedules may be adjusted accordingly.

Evaluation and Acceptance

  • Testing: Deliverables shall be reviewed and tested using commercially reasonable methods and generally accepted industry practices before submission to the client.
  • Approval Periods: Following delivery, the client shall have 7 working days to review the submitted work. Any rejection must include written details explaining the reasons. Our company shall have 14 working days to address identified issues. The revised deliverables shall then be subject to a further 7-working-day review period.

Client Responsibilities

The client agrees to cooperate throughout the project and, in particular:

  • Provide materials suitable for use within the deliverables unless otherwise agreed.
  • Review and proofread all submitted content before delivery.
  • Make decisions relating to third-party services, software, or providers within reasonable timeframes.

Accreditation and Promotion

  • Accreditation: Unless otherwise agreed, our company may include an accreditation hyperlink within completed project pages.
  • Promotion: Our company may display completed deliverables within portfolios, presentations, case studies, websites, marketing materials, and similar promotional resources.
  • Promotional Approval: Neither party shall unreasonably refuse permission to reference their participation within a completed project. Such references may include links to the relevant websites where appropriate.

Confidential Information

Information designated as confidential by either party shall be treated as confidential by the other party and shall not be disclosed to external parties without permission. This obligation shall not apply to information already known to the receiving party or lawfully obtained from an unrestricted source.

Relationships

  • Agents: Where third-party contractors assist with project delivery, our company shall remain responsible for the relevant deliverables.
  • Exclusivity: Neither party is required to enter into an exclusive arrangement. Both parties remain free to engage with other businesses, clients, contractors, or service providers.
  • Independent Contractor: Our company acts as an independent contractor and shall determine how services are delivered. Nothing within the agreement creates an employment relationship, partnership, agency relationship, or joint venture. Work completed by our company shall not be considered “work for hire” under applicable copyright laws.

Liability

Services are provided on an “as is” basis unless expressly stated otherwise. Our company shall not be responsible for losses, damages, costs, or claims arising from the use of the services. Any liability shall be limited to the amount paid by the client under the agreement.

Rights for Work Produced

License: Upon full payment, the client shall receive a perpetual, worldwide, non-exclusive license to use the deliverables in their approved form. No portion of the deliverables may be modified, extracted, redistributed, or used to create derivative works without prior written permission from our company.

Support Services

Warranty Periods: Where reasonably required, our company may provide maintenance, correction, or update services relating to the deliverables. Unless otherwise agreed, such services shall be billed at standard hourly rates. Any warranty shall become void if deliverables are modified or interfered with by a third party.

Our company may revise these Terms and Conditions from time to time. Continued use of the website or services following any update shall constitute acceptance of the revised terms.