Terms & Conditions

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 Iron Edge Design, 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 Web Partner (Pty)Ltd to the CLIENT, in the form and media specified.

“Services” means all services and the work product to be provided to Iron Edge Design 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

Service you can rely On
Iron Edge Design’s number one priority is to provide the CLIENT with professional web services, such as web design, hosting, domain registration/renewal, maintenance, search engine optimization, social media marketing and graphic design.

Authorisation
CLIENTS authorize Iron Edge Design to perform the services described herein on their behalf. This may include registering their domain, obtaining access to their hosting account and disk space, creating databases and applications, managing their online advertising, and submitting their project to search engines.

Agreement Scope
The services provided, costs and rates are limited to those specifically outlined in the service package agreement. Additional services will require an additional agreement. A full package of services is included in our agreement.

The CLIENT is still responsible for the full payment for the complete package if he or she does not use all the services included in it.

Costs and Fees
Changes and additions outside the scope of this document will be quoted and invoiced to the client. The CLIENT will be informed of all costs, changes, and additions before the additional work begins. Fees for professional services do not include outside purchases such as software licenses, copyright licenses, photography, color printouts, illustrations, or courier services. On each invoice, additional expenses are itemized.

Production Schedules
Iron Edge Design and the CLIENT will establish and adhere to production schedules. If the CLIENT does not adhere to the production schedule, the final delivery date or dates will be adjusted. CLIENT delays may result in additional charges, if the delays increase the time to manage or deliver the services.

Payment
The CLIENT agrees to pay Iron Edge Design according to the terms specified in each proposal/estimate. Payment is due upon signing the agreement.

Iron Edge Design reserves the right to refuse completion and/or delivery of work until past due balances have been paid if the CLIENT fails to pay any invoice. All materials and 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.

In the event a project is cancelled before completion, the CLIENT will be responsible for 1 month’s payment as per the 30-day cancellation notice.

Confidentiality
The CLIENT agrees that Iron Edge Design will not divulge to third parties or use, for any other purpose than that which is provided under this agreement, any secret or confidential information relating to its business, equipment, processes, products, services, or business strategies. Iron Edge Design’s obligations of confidentiality will cease to apply to information that it is required to disclose by law, or which becomes part of the public domain other than as a result of a breach of its obligations under this Agreement.

Outsourcing
Iron Edge Design reserves the right to outsource specific project requirements if necessary to ensure that the terms of this agreement are met. All subcontractors and external suppliers will be bound by the terms of this agreement.

Promotion
Since Iron Edge Design believes that the CLIENT’s expectations will be exceeded, Iron Edge Design notifies the CLIENT that it reserves the right to use the CLIENT’s website, associated graphics, and any unused ideas and developments in the promotion of Iron Edge Design services. Iron Edge Design will retain a credit and link from the footer of the client’s website.

Copyright
The CLIENT is responsible for obtaining clearances for trademarks, servicemarks, copyrights, and patents. Prior to publication, the CLIENT is responsible for obtaining any necessary legal clearance of materials Iron Edge Design uses for this project. Iron Edge Design is indemnified by the CLIENT against any loss or damage arising directly or indirectly from the unauthorised use of photographs, text, or other Intellectual Property not owned by the CLIENT.

Ownership / Project Copyright
Iron Edge Design retains all rights over working source files and databases, and it owns the full ownership of the website and design. Unless otherwise agreed, the CLIENT will not have access to the Control Panel, Database, or FTP.

Open Source Software
To provide clients with websites and services, Iron Edge Design makes extensive use of open source software and components. Iron Edge Design will not charge additional licensing fees for open source software.

The CLIENT indemnifies Iron Edge Design against any loss or damage arising directly or indirectly from the failure of any software provided by Iron Edge Design.

The original license and terms associated with all software and components not developed by Iron Edge Design remain in effect. Iron Edge Design cannot assign any rights to the CLIENT and the CLIENT agrees to be bound by the terms of the original Author.

Force Majeure
Iron Edge Design shall not be deemed in breach of this Agreement if Iron Edge Design 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 Iron Edge Design or any local, provincial, national or international law, governmental order or regulation or any other event beyond Iron Edge Design’s control (collectively, “Force Majeure Event”). Upon occurrence of any Force Majeure Event, Iron Edge Design 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 Iron Edge Design are sold “as is.” In all circumstances, the maximum liability of its Designers, Directors, Officers, Employees, Design Agents and Affiliates (“Iron Edge Design 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 Iron Edge Design 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 Web Partner (Pty)Ltd even if Iron Edge Design has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.

Termination / Cancellation
With immediate effect, Iron Edge Design may terminate this Agreement by giving written notice to the other party. The CLIENT may terminate the agreement by giving 30 days’ written notice. CLIENT is responsible for final payment during the 30-day notice period and all other outstanding balances. The CLIENT shall be responsible for collecting all legal fees necessitated by default in payment.

Domain Names
Domain names are legally owned by the CLIENT. Domain name registrations are subject to availability and registration rules. The domain name(s) will be managed on behalf of the CLIENT unless the CLIENT requests in writing that they manage their own domain(s) and fees.

The ZA Registry in South Africa has accredited Iron Edge Design as an accredited registrar.

CLIENT indemnifies Iron Edge Design against any loss or damage arising directly or indirectly from any failure of services related to domain renewals, registrations, and trademarks.

Hosting
Iron Edge Design will offer the hosting package that is required for the CLIENT’s project.
The cost will depend on the specific package required. A client will be responsible for any over-usage due to a growing website, an increase in disk-space, and an increase in traffic. The client will be charged per GB of traffic and per 10mb of disk space.

If the CLIENT chooses to use their own hosting provider, the CLIENT is responsible for contacting the chosen host for hosting-related support & ensuring Iron Edge Design has the appropriate hosting environment required for the project. The CLIENT will be charged for the costs incurred liaising with the hosting company and supporting the CLIENT with hosting related issues. If installation and management exceed standard time frames due to differences in hosting environment, Iron Edge Design will charge for the costs incurred.

Browser Variance
XHTML compliant browsers and the latest versions of Google Chrome, Mozilla Firefox and Internet Explorer (IE) are supported by our websites. The most commonly used browsers are used for testing. In some browsers, layout and aesthetic elements may change or degrade.

Colours
Visitors to a website use different monitors with different settings. Colours and image quality of the website, including graphics and photography, will vary between computers and monitors.

Testing and Acceptance of the Website
If Iron Edge Design believes that the project has been completed, it will notify the CLIENT verbally or in writing, and provide the CLIENT with an opportunity to test and review the website. Iron Edge Design will carry out any necessary and reasonable revisions if the CLIENT determines that the website does not meet the Project Components agreed to in this document.

Client Responsibilities
We can issue an extra charge if the CLIENT or its agent tries to update, edit, or alter the site template, infrastructure, source files, or hosting management in a way that damages individual pages or the site architecture.

Errors and Omissions
Iron Edge Design is responsible for checking for accuracy in all areas, including spelling, technical illustrations, and ensuring a completely error-free environment. However, Iron Edge Design is not responsible for errors or omissions. Iron Edge Design indemnifies the CLIENT against any loss or damage caused directly or indirectly by errors or omissions.

Updates/Changes
According to the service package agreement, Iron Edge Design offers Monthly Maintenance. Any maintenance work will be undertaken by Iron Edge Design within 48 hours of receiving instructions from the client.

Copy
Texts must be provided in digital format that can be copied and pasted. In non-editable file formats, Iron Edge Design will not retype/retype out any text.

Images
Photographs and graphics must be provided electronically via email, file transfer, or flash drive. The file size of each photograph must not exceed 2MB (unless prior arrangement has been made). Due to the increased processing time, larger files will incur an additional cost.

Branding
Logos must be in a vector format according to industry standards, like Adobe Illustrator.

Fraud/Scam
Iron Edge Design will be entitled to terminate the website with immediate effect if there is any allegations against the client regarding illegal activity on the website, e.g. using the website to scam users/falsely charge clients. Before the website can be activated again, the CLIENT must provide Iron Edge Design with proof that such allegations are false.

Emails & Spam
Hosting with Iron Edge Design on Axxess servers is effective and the Acceptable Use Policy must be adhered to at all times.
A breach of the Acceptable Use Policy could result in a first and final warning, as well as the immediate termination of hosting, website and email services without notice.