Terms and Conditions

Terms and Conditions

Definitions

  • Agreement: The proposal, contract, terms and conditions, together with all schedules, appendices, and supporting documents forming the agreement between the client and our company.
  • Client Information: Any content, materials, documentation, files, graphics, text, images, or other resources provided by the client for project-related purposes.
  • Deliverables: The agreed work products, services, and materials to be supplied by our company under the project.
  • Company Materials: Any software, applications, methodologies, source code, frameworks, templates, systems, tools, utilities, inventions, technical resources, or intellectual property developed, owned, or used by our company. This includes structures, layouts, navigation elements, architecture, and functionality.
  • Final Deliverables: The completed versions of deliverables supplied to the client following project completion.
  • Project: The work and services performed under the agreement between the client and our company.
  • Services: All services described within the proposal and contractual documentation.
  • Third-Party Resources: Any software, licenses, images, plugins, stock assets, illustrations, or other materials obtained from external providers and incorporated into the project.

Development Services

Our company shall provide the services specified within the approved proposal and agreement and shall perform such services according to the agreed project schedule and milestones.

Proposal / Scope of Work

Any proposal issued by our company shall remain valid for 30 days from the date it is delivered to the client. If the proposal is not accepted during that period, our company may revise, update, or replace the proposal before resubmitting it for approval.

Compensation

  • Additional Costs: Expenses relating to third-party services, including hosting, subscriptions, software licenses, or similar resources, shall be invoiced separately from project fees.
  • Expenses: Reasonable expenses incurred while providing services shall be billed to the client at cost.
  • Fees: The client agrees to pay all fees and applicable taxes according to the approved project plan.

Payment

  • Invoices: All invoices shall be payable within 5 days of receipt. Additional costs and expenses shall be identified separately where applicable.
  • Payment Schedule: Payments shall follow the milestones and payment structure specified within the agreement.

Changes to Project Scope

  • Change Requests: Any request to modify the agreed scope of work must be submitted in written form. Within 5 working days, our company shall provide information regarding any impact on costs, timelines, deliverables, or project resources.
  • Minor Changes: Adjustments representing less than 20% of the total project value, or otherwise considered minor by our company, shall be billed using standard hourly rates. Any resulting schedule changes shall be communicated to the client. Additional charges arising from such changes shall not be limited by previously provided estimates.
  • Major Changes: Changes exceeding 20% of the project budget, or substantially altering the original project requirements, shall require a revised proposal. Work associated with such changes shall not begin until the updated proposal has been approved.
  • Acceptance of Proposals: The client shall review and approve any revised proposal within 14 working days. Failure to provide approval may release our company from any obligation to undertake the proposed additional work.

Delays

  • Client Delays: The client shall provide approvals, information, content, and project requirements within reasonable timeframes. Delays caused by the client may result in equivalent extensions to project deadlines and milestones.
  • Delays by Our Company: Where circumstances within our control affect project schedules, we shall notify the client as soon as reasonably practicable.
  • External Delays: Neither party shall be considered in breach of the agreement where delays arise from events beyond reasonable control. Such events may include government actions, labor disputes, acts of terrorism, natural disasters, flooding, fire, war, or similar circumstances. Project schedules may be adjusted accordingly.

Evaluation and Acceptance

  • Testing: Deliverables shall undergo testing procedures considered commercially reasonable and appropriate for the nature of the project before submission to the client.
  • Approval Periods: The client shall have 7 working days following delivery to review the submitted work. Any rejection must include written details describing the identified issues. Our company shall have 14 working days to address such issues. Revised deliverables shall then be subject to an additional 7-working-day review period.

Client Responsibilities

The client agrees to:

  • Provide materials suitable for use within the project unless otherwise agreed.
  • Review and proofread submitted content before delivery.
  • Make timely decisions regarding third-party services, software, providers, or integrations relevant to the project.

Accreditation and Promotion

  • Accreditation: Unless otherwise agreed in writing, our company may include an accreditation hyperlink within completed project deliverables.
  • Promotion: Completed projects may be referenced within portfolios, presentations, case studies, websites, marketing materials, and similar resources for business and professional purposes.
  • Promotional Approval: Neither party shall unreasonably refuse permission for the other party to reference their participation in a completed project. Such references may include website links where appropriate.

Confidential Information

Information identified as confidential by either party shall be treated as confidential by the receiving party and shall not be disclosed to outside parties without authorization. This obligation shall not apply to information already known by 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 affected deliverables.
  • Exclusivity: Nothing within the agreement requires either party to maintain an exclusive business relationship. Both parties remain free to engage with other clients, contractors, companies, or service providers.
  • Independent Contractor: Our company acts as an independent contractor and retains discretion regarding 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 legislation.

Liability

Unless otherwise expressly stated, services are provided on an “as available” basis. Our company shall not be liable for losses, damages, claims, or expenses arising from the use of its services. Any liability shall be limited to the total amount paid by the client under the relevant 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. Deliverables may not be modified, extracted, redistributed, or used to create derivative works without prior written authorization from our company.

Support Services

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

Our company reserves the right to revise or update these Terms and Conditions at any time. Continued use of the website or services after revised terms have been published shall constitute acceptance of the updated version.