To maintain good business practice and procedures, we have formed a list of terms and conditions that you as a client or potential client should read before using our services. These terms and conditions are in place to inform and protect you, our client, from any misunderstanding of what our services entail and what you are therefore entitled to.
These are the Standard Terms and Conditions for Website Design and Development to in the foregoing contract between Design Divaz and all Clients.
The following terms and conditions apply to all Hosting services, Website, Software, Graphic and Application design created by Design Divaz.
Fees, Approvals and Payments
Fees Payable for Website Design and Development. A 50% deposit of the total fee payable under the contract is due immediately upon agreeing with the quoted figure and confirmation for work to proceed. The remaining 50% shall become due when the work is completed to the reasonable satisfaction of the Client but subject to the terms of the Approval of Work and Rejected Work clauses. Design Divaz reserves the right not to begin the Work until the said deposit has been paid in full. The 50% deposit is only refundable if Design Divaz has not fulfilled its obligations to deliver the work in the promised timeframe. The deposit is not refundable if the development work has been started and the client terminates the contract by no fault of Design Divaz.
Supply of Materials
The Client is to supply all materials and information required for Design Divaz to complete the Work in accordance with the agreed specification. Such materials may include, but are not limited to, photographs, written-copy, logos and other printed materials. Where the Client’s failure to supply such materials leads to a delay in completion of the work, Design Divaz has the right to extend previously agreed deadlines for the completion of the Work by a reasonable
amount. Where the Client’s failure to supply materials prevents progress on the Work for more than 21 days, Design Divaz has the right to invoice the Client for any part or parts of the work already completed.
Design & Development Variances
During the Website Design phase the client is offered the opportunity to receive multiple proposals and revisions to the design. Design Divaz has the right to limit the number of design proposals to a ‘reasonable’ amount, and may charge for additional designs if the client makes a change to the original design specification. The Website Development phase will be flexible and allow certain variances to the original specification, however, any ‘major’ deviation from the specification above will be charged at the nominated hourly rate. Any changes deemed to be ‘major’ will be identified and quoted before development proceeds.
Project Delays & Client Liability
The proposed time frames are contingent upon full co-operation of the client, and complete & final content, imagery and photography for the web 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 the client side, and be made available on a daily basis in order to expedite the feedback process. Furthermore, incomplete content, or content requiring alteration during the development phase can add delay to the project. Design Divaz cannot be held to the agreed delivery date if the above conditions are not met. If the website development is delayed for more than 2 weeks by the client, or is halted indefinitely, Design Divaz can request full and final payment for the services specified in this proposal. If this occurs, additional costs may be imposed if the project is resumed at a later date.
Approval of Work
On completion of the Work, the Client will be notified and have the opportunity to review it. The Client should notify Design Divaz, in writing, of any unsatisfactory points within 14 days of receipt of such notification. Any of the Work, which has not been reported in writing to Design Divaz as unsatisfactory within the 14-day review period will be deemed to have been approved by default. Once approved, or deemed approved, work cannot subsequently be rejected, the contract will be deemed to have been completed and the 50% balancing payment will become due. The Contract will remain in effect until all obligations have been completed in terms of this Clause.
Rejected Work
If the Client rejects the Work within the 14-day review period, or will not approve subsequent work performed by Design Divaz to remedy any points reported by the Client as unsatisfactory, and Design Divaz considers that the Client is unreasonable in his repeated rejection of the work, the contract will be deemed to have expired and Design Divaz can take any legal measures to recover both payment for the completed Work and reasonable expenses incurred in recovering
payment.
Payment
Upon completion of 14-day review period, Design Divaz will invoice the Client for the 50% balancing payment in accordance with these terms, which, in the absence of agreement to the contrary, is to be paid by the Client within 30 days of the date that the invoice was issued.
Remedies for Overdue Payment
If payment has not been received by the due date, Design Divaz has the right to suspend ongoing work for Client, website hosting and / or account suspension until such time that full payment of the outstanding balance has been received. If full payment has still not been received 30 days after the due date, Design Divaz has the right to replace, modify or remove the Website and revoke the Client’s license of the Work until full payment has been received. By revoking the
Client’s licence of the Work or removing the web site from the Internet, Design Divaz does not remove the Client’s obligation to pay any outstanding monies owing.
Intellectual Property
Website and Software Design:
Website, Software and Applications designed and created by Design Divaz for Clients should be treated as Trade Secrets and remain the property of Design Divaz. Such creative work or the information contained within them must not be passed to third parties or publicly disseminated without prior written authorization from Design Divaz. This includes, but is not limited to technical features, functionality of the applications, graphic design, user interface, and pricing information.
Warranty by Client as to Ownership of Intellectual Property Rights:
The Client will obtain all the necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks or any other material it supplies to Design Divaz and/or includes in the Client’s website or web applications. The conclusion of a contract between Design Divaz and the Client shall be regarded as a guarantee by the Client to Design Divaz that all such permissions and authorities have been obtained and that the inclusion of such material on the Website or in the software would not constitute a criminal offence or civil depict. By agreeing to these terms and conditions, the Client removes the legal responsibility of Design Divaz and indemnifies the same from any claims or legal actions however related to the content of the Client’s website or software.
Licensing:
Once Design Divaz has received full payment of all outstanding invoices and the work has been approved by the Client in accordance with the Approval of Work clause, the Client will be granted a license to use the website and its related software and contents for the life of the website.esign Divaz assumes all content supplied by the client is free of copyright, and Design Divaz takes no responsibility whatsoever for using copyrighted material on the site or in the software
that has been supplied by the Client. The License of use can be transferred to another party if that party has bought or acquired the business from the Client. Written notification must be made to Design Divaz if the License is to be transferred.
Trade Secrets:
Any website code that is not freely accessible to third parties and not in the public domain, and to which Design Divaz or their suppliers owns the copyright, may not be copied, published, distributed or passed to any third parties in any form without prior written consent from Design Divaz. Unless previously agreed otherwise in writing, no modifications may be made by the Client or any third party to code to which Design Divaz or their suppliers owns the copyright. Design Divaz acknowledges the intellectual property rights of the Client. Information passed in written form to Design Divaz, and that the Client has indicated is confidential or a trade secret, will not be published or made available in any other way to third parties without the prior written consent of the Client.
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