1.1. The word CLIENT constitutes the person, company or companies that Elkington Web Design is and/or will be dealing with currently and/or in the future.
1.2. The word CONTENT relates to all text, imagery, video or any other element or functionality used within a project and/or proposed project.
1.3. The word PROJECT relates to all deliverables and services rendered by Elkington Web Design to the client.
1.4. The word CONSULTANT relates to any personnel of Elkington Web Design.
1.5. The word DELIVERABLE relates to any individual design or service, which may form part of a larger project.
2. The client hereby acknowledges, accepts and confirms understanding that:
2.1. All content generation for projects will be the responsibility of the client, unless Elkington Web Design is actively involved with the copywriting process and/or licensing stock photos on the client’s behalf.
2.2. Proper licensing and permission has been obtained by the client for any form of imagery and/or any other resources used within projects. Elkington Web Design has the authority and right to request proof of same at any time during a project and shall have the right to pause any services until production of documentary proof thereof.
2.3. Only one meeting with the client, within a 50km (fifty kilometres) radius of an appropriate consultant, is included as part of a project where the project value is above R 3 500.00 (THREE THOUSAND AND FIVE HUNDRED RAND). Any further meetings and/or consultations at any location will constitute a consultation and the client will be billed at an hourly consultation rate as agreed upon between Elkington Web Design and the client.
2.4. It is the responsibility of the client to provide content to Elkington Web Design, either electronically or through courier delivery.
2.5. All content that is of poor quality and requires improvement by Elkington Web Design prior to use will incur content preparation costs, billed at an hourly rate as agreed upon between Elkington Web Design and the client.
2.6. Consultants are only available for communication within Elkington Web Design’s office hours from Monday to Friday between 09h00 and 15h00 on week days (excluding public holidays).
2.7 If any features are not specifically mentioned as part of a project then the client should assume that it is not included and should contact Elkington Web Design for confirmation.
2.8 Elkington Web Design cannot guarantee that any designs created are 100% (one hundred percent) unique worldwide. Elkington Web Design attempts to create original designs, but coincidental similarities with other designs may be unavoidable. Elkington Web Design does not take responsibility for signed off work that may be subject to future trademark or copyright challenges.
PROJECT LIFE CYCLES
3. The client hereby acknowledges, accepts and confirms understanding that:
3.1. Before work on any project commences the client is required to pay a minimum deposit of 50% (fifty percent) of the quoted or invoice total value.
3.2. A project life cycle is 6 (six) weeks. From the date the client pays the deposit for the project to commence, the client shall provide Elkington Web Design all related project content within 6 (six) weeks. The client may not extend or delay this period unless requested by the client to Elkington Web Design management and to which such request has been approved in writing by Elkington Web Design management.
3.3. If Elkington Web Design cannot get hold of the client through available channels or alternatively if the client does not provide any written feedback within 7 (seven) consecutive days since the last change request, causing the project to stall in any way, then Elkington Web Design will mark the project as dormant and the dormant project will be removed from the active project list. A 30% (thirty percent) cost of the total project invoice will be levied by Elkington Web Design to the client and must be paid by the client to reactivate the project in the future.
3.4. If the project is dormant for longer than 3 (three) months, then the project will be terminated and all design source files will be removed from Elkington Web Design’s network and all costs paid by the client to Elkington Web Design will be forfeited due to the client’s breach of the terms and conditions without prejudice to any other claims Elkington Web Design may have against the client for damages.
3.5. If the client chooses to cancel the project after the 8 (eight) consecutive days then the deposit will not be refundable and shall be accordingly forfeited. In all project cancellations, the designs and their design versions will stay the copyright and property of Elkington Web Design. Any copy, distribution or use of any of the cancelled project assets will constitute a copyright violation and Elkington Web Design reserves its right to take any further legal action against the client for any damages suffered in any form whatsoever. Elkington Web Design may choose to refund parts of a deposit under special circumstances.
3.6. Once the project has been signed off and fully paid for then all deliverables specifically created for the client as part of the project will be copyright of the client. The client’s use of any content that is free, open source or content licensed on behalf of the client by Elkington Web Design is subject to that content suppliers individual terms and conditions. The client agrees to be bound by those Terms and Conditions and may ask for links to those agreements before signing this document.
4. The client hereby acknowledges, accepts and confirms understanding that:
4.1. All projects include change request limits and that a change request is a change, requested by the client, of, but not limited to, layout, imagery, text or other elements to the first concept of a deliverable or service. Change request limits may be lifted on projects where previous written arrangements have been made.
4.2. In each deliverable, where the project change request limit has been reached, The client may request additional changes at an hourly rate as agreed upon by both parties.
4.3. If individual representatives of the client submit change requests then each request would count towards the revisions already used. The client should therefore give combined feedback to avoid wasted revisions.
4.4 All deliverables include a version limit of 5 (five), unless previous written arrangements have been made or part of an hourly service. The deliverable version limit consists of the first concept version and then four additional versions.
5. The client hereby acknowledges, accepts and confirms understanding that:
5.1. Sign off is the act where the client accepts, via email, fax or any other written format that can be stored and archived, a deliverable as 100% (one hundred percent) completed to their initial requirement and to their ultimate satisfaction thereof.
5.2. Once the client gives sign off on a project, then the project is declared and deemed as finalized. Any change requests on a signed off project will be quoted for at an hourly rate.
5.3. Giving a sign off on the project also requires the client to immediately settle any and/or all outstanding fees, unless other alternate prior written arrangements are in effect and in agreement with Elkington Web Design.
5.4. It is the sole responsibility of the client to ensure that all aspects of a design and/or service is 100% (one hundred percent) accurate before giving a sign off.
5.5. If signed off artwork is sent to print, manufacturing, production, or a signed off service implemented, but it contains errors that the client did not notice, then the resulting printing, manufacturing and implementation costs will be for the client’s account.
5.6. When giving sign off on a project or deliverable then the client accepts all liabilities that might arise from the project or deliverable as a whole.
6. The client hereby acknowledges, accepts and confirms understanding that:
6.1. Elkington Web Design will hand over the source files and exported files formats to the client via email. It is up to the client to ensure that it is properly backed up. Elkington Web Design does not offer backup services although we may or may not store it as part of our archiving process.
6.2. Once a website has been set live on the client’s domain then it is up to the client to ensure that they have regular backups made of the website, either directly or through their hosting company. The client needs to back up their own email accounts regularly.
EMAIL AND WEB HOSTING
POINT 7 ONLY APPLIES IF THE CLIENT IS USING ELKINGTON WEB DESIGN HOSTING
7. The client hereby acknowledges, accepts and confirms understanding that:
7.1. Elkington Web Design provides all email, website and related hosting services through Hetzner (www.hetzner.co.za). “Elkington Web Design” below refers to the services that Elkington Web Design makes available to the client through Hetzner’s services. Elkington Web Design is dependent on the current state of the Hetzner network and the Terms and Conditions of that company.
7.2. Elkington Web Design reserves the right to block or terminate any email and web hosting services due to abuse, non-payment and any reason where offering the service falls outside the original agreement. All Service fees must be paid as soon as they are due.
7.3. A domain, email accounts, website and any associated data will be deleted if payment is not made when due. Elkington Web Design will attempt to request outstanding payment first and then block a domain. If a domain is blocked and no communication regarding payment is received for 7 (seven) consecutive days then Elkington Web Design will start the deletion process. Deleted domains would then become available again for registration by any third party.
7.4. If Hetzner notifies Elkington Web Design of any security violations then we will inform the client as soon as possible, using the resources available to Elkington Web Design at that time. The client will be notified via email to take appropriate action such as the changing of passwords. Elkington Web Design will inform the client using the email address or addresses that it has on record, which may or may not be up to date. The client would need to take the required actions and contact Elkington Web Design if there are any queries about the action to take.
7.5. The client indemnifies and holds Elkington Web Design harmless from any liability arising from civil or criminal proceedings instituted against Elkington Web Design or for any loss or damage the client or a third party have suffered because of any interruption, security compromise or unavailability of the services.
7.6. The client indemnifies Elkington Web Design and holds Elkington Web Design harmless against all losses the client have suffered or actions against Elkington Web Design as a result of: the use of the Services, or any downtime, outage, security violations, degradation of the network, interruption in or unavailability of the Services. Included within the range of downtime, outage, degradation of the network, interruption, or unavailability of the Services is any of the following:- software or hardware service, repairs, maintenance, upgrades, modification, alterations, replacement or relocation of premises affecting the Services, non-performance or unavailability of any of the services given by an electronic communications network or service provider, including, line failure, or in any international services or remote mail Servers, — non-performance or unavailability of external communications networks to which the client or Elkington Web Design’s network infrastructure is connected, and repairs, maintenance, upgrades, modifications, alterations or replacement of any hardware forming part of the Services, or any faults or defects in the hardware.
7.7. Elkington Web Design will not be responsible for any breach of the email and web hosting agreement caused by circumstances beyond Elkington Web Design’s control, including fire, earthquake, flood, civil strike, compliance with government orders, failure of any supplier of electricity as well as no electronic communication service etc.
7.8. Elkington Web Design reserves the right to take any action it finds necessary to preserve the security and reliable operation of Elkington Web Design’s infrastructure. The client may not do anything, or permit anything to be done, that will compromise Elkington Web Design’s security.
7.9. Elkington Web Design has systems in place to assist with its critical technical infrastructure to recover from a natural or human induced disaster. However, Elkington Web Design does not specify any recovery time and are not liable for any loss or damage the client suffers as a result of a disaster. The client must make back-ups of their data. Nothing contained in Elkington Web Design’s hosting terms will be seen as a representation that any back-ups of data Elkington Web Design have implemented will be successful or in any way will assist with disaster recovery.
8. The Client hereby acknowledges, accepts and confirms understanding that:
8.1. The client is liable to pay the fees applicable for the related services chosen by the client.
8.2. Access to the system will only be granted if the client’s fees are up to date and paid in full.
8.3. In the event the client is on a paid monthly fee package, access to the system will only be granted once proof of first month’s payment and required supporting documents have been received. Thereafter monthly service fees are payable in advance by way of mandatory debit order, which will be set up by Elkington Web Design.
8.4. The debit order authority is for the monthly statement issued to the client and may not be cancelled whilst the project agreement is still in place and the client understands that it shall not be entitled to any refund of amounts which Elkington Web Design has withdrawn while this authority was in force if such amounts were legally owing to Elkington Web Design.
8.5. Should the client choose to pay all service and/or monthly fees in one lump sum in advance, these fees will not be refundable under any circumstances for early termination of the project agreement.
8.6. In the event the client’s debit order is returned from their bank unpaid for whatsoever reason, access to the system will be blocked if Elkington Web Design has not received full payment of the service fee within 7 (seven) consecutive days.
8.7. In the event the client fails to remedy the payment default, Elkington Web Design may re-submit the debit order on any other day or at their discretion for payment.
8.8. In the event the client’s account is in arrears with Elkington Web Design, the client is liable for additional charges as follows:
a. Rejected/Unpaid debit orders will incur a standard admin charge of R190 (one hundred and ninety rands) per debit order;
b. Overdue fees will incur a standard penalty admin charge of R170 (one hundred and seventy rands) per invoice;
c. Reconnection fees will incur a standard admin charge of R950 (nine hundred and fifty rands) per reconnection.
8.9. The client understands that Elkington Web Design may suspend or block access to the client’s Elkington Web Design account if rejected/unpaid debit orders and any outstanding fees and applicable charges are not paid within 7 (seven) consecutive days. Elkington Web Design may provide any credit bureau with the client’s information if the client fails to make payment of any outstanding amounts owed to Elkington Web Design.
8.10. The client agrees to furnish proof of bank account ownership on a bank letterhead signed and stamped by their bank for verification purposes for Elkington Web Design to set up and maintain the monthly debit order payment as per the Debit Order Form signed by the client.
9. The Client hereby acknowledges, accepts and confirms understanding that:
9.1. All time displayed on the website is GMT+02.
9.2. IP addresses are tracked and recorded.
9.3. All account activity is electronically recorded.
9.4. Email support is available to all users from Elkington Web Design from Monday to Friday between 09h00 and 15h00 on week days (excluding public holidays).
9.5. The Website is Java Script enabled. Please note that if Java is not up to date on your system or your browser does not support Ajax, certain elements on our website will not display correctly.
EXCLUSION OF LIABILITY
10. The client hereby acknowledges, accepts and confirms understanding that:
10.1. Elkington Web Design takes all reasonable steps to ensure that the information on our client’s website is correct. However, neither Elkington Web Design nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. The client acknowledges that such information and materials may contain inaccuracies or errors and Elkington Web Design is expressly excluded from liability for any such inaccuracies or errors to the fullest extent permitted by law.
10.2. In no event shall Elkington Web Design, our suppliers, or any third parties referred to on the Elkington Web Design website be liable for any damages of whatsoever nature, whether for bodily, moral or material injury (including, without limitation, indirect, punitive, incidental and consequential damages, lost profits, or damages resulting from lost data or business interruption) resulting from the use or inability to use the client’s website and the material, whether based on warranty, contractual or extra-contractual liability, or any other legal matters, and whether or not Elkington Web Design is advised of the possibility of such damages.
TERMINATION, SUSPENSION AND REMOVAL OF INFORMATION
11. The Client hereby acknowledges, accepts and confirms understanding that:
11.1. Without limitation, Elkington Web Design reserves the right to refuse and/or deny access to our services, remove or alter, without prior notification, any material from the client’s website, or to suspend, alter or terminate the client’s accounts and access to the Elkington Web Design server and/or platform.
11.2. Should the client opt to cancel or terminate their account with Elkington Web Design, 1 (one) calendar month cancellation notice period prior to the anticipated termination date is required ie: notice to be given on the 1st (first) day of the cancellation notice month.
11.3. If the client chooses to cancel the project after the 8 (eight) consecutive days then the deposit will not be refundable and shall be accordingly forfeited. In all project cancellations, the designs and their design versions will stay the copyright and property of Elkington Web Design. Any copy, distribution or use of any of the cancelled project assets will constitute a copyright violation and Elkington Web Design reserves its right to take any further legal action against the client for any damages suffered in any form whatsoever. Elkington Web Design may choose to refund parts of a deposit under special circumstances.
12. The Client hereby acknowledges, accepts and confirms understanding that:
12.1. The client’s use of the Elkington Web Design server and/or platform and any dispute arising out of such use of afore mentioned services/access is subject to the laws of South Africa.
12.2. Should any part of these Terms and Conditions be held by a court of competent jurisdiction to be unenforceable, the validity of the remainder of the Terms and Conditions shall not be affected.
13. The Client hereby acknowledges, accepts and confirms understanding that:
13.1. Elkington Web Design welcomes any queries, comments or requests you may have. Please do not hesitate to firstname.lastname@example.org.
* We reserve our right to change or amend our Terms & Conditions from time to time and the onus is on the client to keep abreast of all changes and or updates that may occur. Updated Standard Terms & Conditions can always be requested in writing at: email@example.com or viewed online on our website at http://elkington.co.za/terms-and-conditions/