Terms & Conditions
This document defines the terms and conditions of our working relationship. Unless otherwise agreed to in writing by both the parties, by placing an order with “Mindnary (Pty) Ltd”, you confirm that you are in agreement with and bound by the terms and conditions below.
Mindnary (Pty) Ltd’s number one priority is to offer the CLIENT a professional web service, which may include, but is not limited to web design, hosting, domain registration/renewal, maintenance, online advertising management, search engine optimization, social media marketing and graphic design.
The CLIENT authorises “Mindnary (Pty) Ltd” to perform the services outlined in this agreement on the CLIENTS’ behalf, which may include, but is not limited to, registering their domain, accessing their hosting account and disk space, creating databases and applications, managing their online advertising, and submitting their project to search engines
Services supplied, costs and rates are limited to what is specifically set forth in the service package agreement. Any additional services will require an additional agreement. Our agreement is for the full package containing various services.
Should the CLIENT not utilise all services offered within the complete package, the CLIENT will still be liable for the full payment for the complete package.
Changes and additions outside of the scope of this document will be quoted and invoiced to the CLIENT. The CLIENT will be advised of all costs, changes and additions before commencement of the additional work. Fees for professional services do not include outside purchases such as, but not limited to, software licensing, copyright licensing, photography, colour printouts, illustrations or courier service. Additional expenses are itemized on each invoice.
Production schedules will be established and adhered to by both the CLIENT and “Mindnary (Pty) Ltd”. Where production schedules are not adhered to by the CLIENT, final delivery date or dates will be adjusted accordingly. Additional costs may be charged for CLIENT delays, if the delays result in an increase in time to manage or deliver the services.
The CLIENT agrees to pay “Mindnary (Pty) Ltd” in accordance with the terms specified in each proposal/estimate. Payment will be due from the date of signing the agreement.
If the CLIENT fails to pay any invoice, “Mindnary (Pty) Ltd” reserves the right to withdraw the website and associated materials or refuse completion and/or delivery of work until past due balances are paid. All materials or property belonging to the CLIENT, as well as work performed, may be retained as security until all just claims against the CLIENT are satisfied. The CLIENT is responsible for any debt collection, legal or court fees which may come due.
In the event of cancellation of the project prior to completion, the CLIENT will be liable for 1 month’s payment as per the 30 day cancellation notice.
“Mindnary (Pty) Ltd” will not disclose to any third party or use, other than for the purposes of this agreement, any knowledge or information imparted to or obtained by it during or in connection with the fulfilment of this agreement, which is of a secret or confidential nature relating to the business, equipment, processes, products, services or business strategies offered or employed by the CLIENT. This obligation of confidence will cease to apply in relation to information that “Mindnary (Pty) Ltd” is required to disclose by any law, or which becomes part of the public domain other than as the result of a breach by “Mindnary (Pty) Ltd” of its obligations of confidence under this Agreement.
If needed, “Mindnary (Pty) Ltd” reserves the right to outsource any specific project requirements to insure that the terms of this agreement are met. Any subcontractors or external suppliers will be bound to the terms of this agreement.
The CLIENT is responsible for all trademark, servicemark, copyright and patent infringement clearances. The CLIENT is also responsible for arranging, prior to publication, any necessary legal clearance of materials Mindnary (Pty) Ltd uses for this project. The CLIENT indemnifies “Mindnary (Pty) Ltd” against any loss or damage arising directly or indirectly from any unauthorised use of photographs, text, or other Intellectual Property not under copyright ownership of the CLIENT.
“Mindnary (Pty) Ltd” reserves all rights over working source files, databases and owns full ownership of the website and design. The CLIENT will not have access to the Control Panel, Database or FTP, unless otherwise agreed to
“Mindnary (Pty) Ltd” makes extensive use of open source software and components to supply websites and services to the CLIENT. “Mindnary (Pty) Ltd” will not charge additional licensing fees on open source software.
The CLIENT indemnifies “Mindnary (Pty) Ltd” against any loss or damage arising directly or indirectly from any failure of software supplied to the CLIENT.
All software and components not developed by “Mindnary (Pty) Ltd” retain the original license and terms associated with them. “Mindnary (Pty) Ltd” cannot assign any rights to the CLIENT and the CLIENT agrees to be bound by the original Author’s terms.
Under no circumstances shall either party be liable to the other party or any third party for any damages resulting in website crash.
“Designer”. Designer represents and warrants that he/she has all the right/skill required to perform the project. Designer further represents and warrants that he/she has the right to utilize and distribute the designs created for organizations/client and that such designs are not owned by anyone else to designer’s knowledge. In the event that designer does not have these rights; designer will repay any associated damages.
“Organization/client”: Organization/client represents and warrants that he/she has the rights to use any proprietary information, including but not limited to trade secrets, trademarks, logos, copyrights, images, data, figures and content included in this website. In the event that organization/client does not have rights to the information, organization/client will take responsibility and repay an associated damages designer may experience.
Disclaimer of warranties: Designer shall create a website for client’s purposes and specifications. Designer does not represent or warrant that the website will create any additional profits, sales, exposure, brand recognition. Designer has no responsibility to client if the website does not lead to clients desired results. Unless advertising services are paid for.
All domain names are legally owned by the CLIENT. All domain name registrations are subject to availability and registration rules. “Mindnary (Pty) Ltd” will manage the domain name(s) on behalf of the CLIENT unless the CLIENT requests in writing that the CLIENT manages their own domain(s) and payment of fees.
The CLIENT indemnifies “Mindnary (Pty) Ltd” against any loss or damage arising directly or indirectly from any failure of services related to domain renewals, registrations, domain name trademarks.
“Mindnary (Pty) Ltd” will offer the suggested hosting package required for the CLIENT’s project.
The exact package required will determine the monthly cost. Due to website growth, disk-space and an increase in traffic, the CLIENT will be responsible for any over-usage, charged per GB for Traffic & per 10mb for Disk Space.
Should the CLIENT decide to make use of their own hosting provider, the CLIENT will be responsible for contacting the chosen host for support relating to hosting matters & ensure that “Mindnary (Pty) Ltd” will have the correct hosting environment needed for the project. “Mindnary (Pty) Ltd” will charge for costs incurred liaising with the hosting company and supporting the CLIENT with hosting related issues. “Mindnary (Pty) Ltd” will charge for costs incurred due to differences in hosting environment if installation and management exceeds standard time frames.
Once the project has, in the opinion of “Mindnary (Pty) Ltd” been completed, “Mindnary (Pty) Ltd” will notify the CLIENT either verbally or in writing, and provide the CLIENT with an opportunity to test and review the website. If the CLIENT determines that the website does not comply with the Project Components agreed to in this document, “Mindnary (Pty) Ltd” agrees to carry out any necessary and reasonable modifications.
Mindnary (Pty) Ltd may terminate this Agreement with immediate effect giving written notice to the other of such termination. The CLIENT may terminate the agreement providing 30 days written notice. The CLIENT will be liable for final payment during the 30 days notice period and all other outstanding balances. The CLIENT shall assume responsibility for collection of all legal fees necessitated by default in payment.
Should there be any allegations against the CLIENT regarding illegal activity on the website eg, using the website to scam users/ fraud clients, “Mindnary (Pty) Ltd” will have the right to terminate the website with immediate effect. It is the CLIENTS responsibility to provide “Mindnary (Pty) Ltd” with proof that such allegations are false, before the website will be activated again.
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