Terms Of Use

 

Introduction

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 Essential Web (Pty)Ltd, you confirm that you are in agreement with and bound by the terms and conditions below.

Definitions

As used herein and throughout this Agreement:

“Agreement” means the entire content of this Basic Terms and Conditions document, the Proposal document(s), Schedule(s), together with any other Supplements designated below, together with any exhibits, schedules or attachments hereto.

“Content” means all materials, information, photography, writings and other creative content.

“Copyrights” means the property rights in original works of authorship, expressed in a tangible medium of expression, as defined and enforceable under South African and International Copyright Law.

“Deliverables” means the services and work product specified in the Proposal to be delivered by Essential Web (Pty)Ltd to the CLIENT, in the form and media specified.

“Services” means all services and the work product to be provided to Client by Essential Web (Pty)Ltd as described and otherwise further defined.

“Trademarks” means trade names, words, symbols, designs, logos or other devices or designs used in the Final Deliverables.

“Ongoing Management” means the ongoing work to keep the website functioning and secure. This includes, but is not limited to: data management, backups, maintenance, upgrades and software patches.

General Terms

The Right Choice
Essential Web (Pty)Ltd’s number one priority is to offer the CLIENT a professional web and IT 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, mobile app design and development, software development and graphic design.

Authorisation
The CLIENT authorises Essential Web (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.

Agreement Scope
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.

Costs and Fees
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, color printouts, illustrations or courier service. Additional expenses are itemized on each invoice.

Production Schedules
Production schedules will be established and adhered to by both the CLIENT and Essential Web (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.

Payment
The CLIENT agrees to pay Essential Web (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, Essential Web (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 calendar months’ cancellation notice.

Website or Hosting Suspension

Failure by the CLIENT to pay any monthly invoices due before or by the invoice due date may result in the temporary withdrawal or suspension of the website or hosting service provided to the CLIENT by Essential Web (Pty) Ltd. Re-connection thereof of a suspended website or hosting service will attract a fee of R350 and R150 respectively which will be charged over and above any outstanding fees payable by the CLIENT for the service unsuspension. 

Confidentiality
Essential Web (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 Essential Web (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 Essential Web (Pty)Ltd of its obligations of confidence under this Agreement.

Outsourcing
If needed, Essential Web (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.

Promotion
Essential Web (Pty)Ltd is confident that the CLIENT’s expectations will be exceeded and as such is notifying the CLIENT that Essential Web (Pty)Ltd reserves the right to use the CLIENT’s website, associated graphics and any unused ideas and development in the promotion of Essential Web (Pty)Ltd services or any design competitions. CLIENT agrees to allow Essential Web (Pty)Ltd to retain a credit and link from the footer of the website.

Copyright
The CLIENT is responsible for all trademark, service mark, copyright and patent infringement clearances. The CLIENT is also responsible for arranging, prior to publication, any necessary legal clearance of materials Essential Web (Pty)Ltd uses for this project. The CLIENT indemnifies Essential Web (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.

Ownership / Project Copyright
Essential Web (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. Should a CLIENT wish to cancel their services with us, all access to the website design will be lost. Should a CLIENT wish to keep the website design, the CLIENT will be presented with the option of purchasing the design from Essential Web (Pty) Ltd at the once-off cost applicable to their website design package. 

The amount of the once-off fee payable is subject to review by Essential Web (Pty) Ltd, depending on factors including but not limited to, the duration that the CLIENT would have been with Essential Web (Pty) Ltd prior to the point of cancellation. 

Open Source Software
Essential Web (Pty)Ltd makes extensive use of open source software and components to supply websites and services to the CLIENT. Essential Web (Pty)Ltd will not charge additional licensing fees on open source software.

The CLIENT indemnifies Essential Web (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 Essential Web (Pty)Ltd retain the original license and terms associated with them. Essential Web (Pty)Ltd cannot assign any rights to the CLIENT and the CLIENT agrees to be bound by the original Author’s terms.

Force Majeure
Essential Web (Pty)Ltd shall not be deemed in breach of this Agreement if Essential Web (Pty)Ltd is unable to complete the Services or any portion thereof by reason of fire, earthquake, labor dispute, act of God, death, illness or incapacity of Essential Web (Pty)Ltd or any local, provincial, national or international law, governmental order or regulation or any other event beyond Essential Web (Pty)Ltd’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, Essential Web (Pty)Ltd shall give notice to the CLIENT of its inability to perform or of delay in completing the Services and shall propose revisions to the schedule for completion of the Services.

Limitation of Liability
The services and the work product of Essential Web (Pty)Ltd are sold “as is.” In all circumstances, the maximum liability of its Designers, Directors, Officers, Employees, Design Agents and Affiliates (“Essential Web (Pty)Ltd parties”), to the CLIENT for damages for any and all causes whatsoever, and the CLIENT’s maximum remedy, regardless of the form of action, whether in contract, tort or otherwise, shall be limited to the net cost of this project as specified in this Agreement. In no event shall Essential Web (Pty)Ltd be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by Essential Web (Pty)Ltd even if Essential Web (Pty)Ltd has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.

In the case of development services of any kind, i.e. software, application and others, Essential Web (Pty)Ltd shall not be held liable for any delays and / or interruptions caused by circumstanced beyond the company’s control. As such, should The CLIENT decide to terminate the service pending completion,any deposits or monies paid in advance shall be forfeited.

Termination / Cancellation
Essential Web 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 calendar month written notice. The CLIENT will be liable for final payment during the 30 days calendar months’ notice period and all other outstanding balances. The CLIENT shall assume responsibility for collection of all legal fees necessitated by default in payment.

Domain Names
All domain names are legally owned by the CLIENT. All domain name registrations are subject to availability and registration rules. Essential Web (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.

Essential Web (Pty)Ltd is an Accredited Registrar with the ZA Registry in South Africa.

The CLIENT indemnifies Essential Web (Pty)Ltd against any loss or damage arising directly or indirectly from any failure of services related to domain renewals, registrations, domain name trademarks.

Hosting
Essential Web (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 Essential Web (Pty)Ltd will have the correct hosting environment needed for the project. Essential Web (Pty)Ltd will charge for costs incurred liaising with the hosting company and supporting the CLIENT with hosting related issues. Essential Web (Pty)Ltd will charge for costs incurred due to differences in hosting environment if installation and management exceeds standard time frames.

Browser Variance
Our websites are optimised for XHTML compliant browsers and adjusted to support the latest versions of Google Chrome, Mozilla Firefox & Internet Explorer (IE). We test using the browsers that are statistically the most commonly used. Layout and aesthetic elements may change or degrade in some browsers.

Colours
Website visitors use different monitors with different settings. Colours and image quality of the website including graphics and photography will shift between computers and monitors.

Testing and Acceptance of the Website
Once the project has, in the opinion of Essential Web (Pty)Ltd been completed, Essential Web (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, Essential Web (Pty)Ltd agrees to carry out any necessary and reasonable modifications.

Client Responsibilities
If the CLIENT or an agent of The CLIENT other than Essential Web (Pty)Ltd attempts to update, edit or alter the site’s template, infrastructure, source files or hosting management in a way that causes damage to individual pages or the site’s architecture, time to repair web pages will be assessed at our STANDARD or OVERTIME hourly rate, and is an additional cost above the costs outlined in the agreement.

Errors and Omissions
It is Essential Web (Pty)Ltd’s responsibility to carefully check for accuracy in all respects, ranging from spelling, technical illustrations and ensure an overall error free environment. However Essential Web (Pty)Ltd is not liable for errors or omissions. The CLIENT indemnifies Essential Web (Pty)Ltd against any loss or damage arising directly or indirectly from any errors and omissions.

Updates/Changes
Essential Web (Pty)Ltd offers Monthly Maintenance as set out in the service package agreement. Essential Web (Pty)Ltd will ensure that any maintenance work is attended to within 48 business hours from date of receiving the instructions from the CLIENT. Each website design package has limited free monthly maintenance hours allocated. Please visit https://essentialweb.co.za/website-design for more information on the free hours applicable to each package.

Any hours spent on maintenance that exceed the free hours applicable to each package will attract a fee. Essential Web (Pty) Ltd charges a fee of R350 per hour on any and all maintenance work done on any website or project outside the allocated monthly hour limit. A fee of R700 per hour applies for any work required after business hours (Mon-Fri between 8am – 5pm).

Copy
All text must be supplied in digital format that can be copied and pasted. Essential Web (Pty)Ltd will not re-type/type-out any text found in any non-editable file format.

Images
Graphics and photographs are to be supplied in digital format on Email, File Transfer, Flash Drive. Photographs must not exceed a file size of 2mb each (unless by prior arrangement). Larger files will incur an extra cost due to increased time in processing.

Branding
All logos and branding must be provided in an industry standard vector format.

Fraud/Scam
Should there be any allegations against the CLIENT regarding illegal activity on the website e.g., using the website to scam users/ fraud clients, Essential Web will have the right to terminate the website with immediate effect. It is the CLIENTS responsibility to provide Essential Web (Pty)Ltd with proof that such allegations are false, before the website will be activated again.

Spam
In order to reach your clients, you may wish to send out a monthly newsletter, with a link to your new website, of course.
Never send out mass emails using regular mail programs. Always make use a an email service like Mailchimp ( https://mailchimp.com ) which is free for limited mail sending and can be used with templates to look professional.

When sending out mass emails you do not want to be seen as spam or blacklisted, so please always follow these guidelines:
* You need to ensure that you receive explicit permission from the recipients of your mailing list that you may send them mail and ensure that you are able to prove that they have signed up.
* NEVER buy or take over a mailing list. Even if it is given or sold to you with the promise or guarantee that the recipients all opted in to receive commercial communication. Recipients of the list, if they did opt in, would have done so to receive mail from a specific company, about specific topics. None of the recipients of the list would have signed up to receive mail from your company, about your product. The list will not be legitimate and will lead to spam complaints.
* Include an unsubscribe option in each mail, ensure that the functionality is tested regularly and in working order.
* Ensure that your list is kept up to date. Also perform regular maintenance to remove email addresses for which the list is receiving bounce messages. Receiving bounce emails could indicate that the address no longer exists. Should the address ever be reactivated, it may belong to a completely different recipient, which means your opt-in confirmation from the previous client is not valid.
* Be transparent – provide explicit information on who you are, what you provide and what the customer can expect to receive from you in the commercial mail. This would avoid confusion and cut down on spam complaints.
* Be accessible. Ensure that the contact email addresses and contact details you provide in all communication and on your website are in working order and regularly monitored.

Industry best practice regarding spam:
https://hetzner.co.za/help-centre/email/what-are-the-industry-best-practices-regarding-spam-which-i-should-follow/

Our Support desk will promptly assist with any query related to existing services you may have with us

How can we meet your website design & web development needs? call us. Tel 010 900 0879