TERMS AND CONDITIONS
ADHOC: A quote will be generated and requires client approval. A minimum charge of 2 hours and a maximum charge of 5 hours. Payment is required in full and upfront for all ADHOC work.
PROJECT: A quote will be generated and requires client approval. A minimum charge of 5 hours. A 50% non-refundable deposit is required before work commencement.
RETAINER: A proposal and a quote will be provided and requires client approval. A retainer is subject to a minimum of 6 (six) months. Signing a retainer will result in becoming a premium client. Premium clients take precedence and receives prioritized support inquiries. If hours exceed the amount agreed on, extra hours will be billable and added to the following invoice. All web projects include a maintenance retainer of a minimum of 6 (six) months.
QUOTES: Clients are to be under no obligation to approve quotes. Quotes are valid for 30 days.
INVOICES: Payments to be made 7 (seven) days from invoice date. If payment has not been received as stated in the invoice for 30 (thirty) days, incidental credit of 2% will be charged per month until the account is settled.
DUE DATE: The 'Due Date' field on the invoice refers to project deadline and not to the date payment is due.
HOURLY RATE: R500.00 per hour.
AGREEMENT: Clients automatically agree to terms and conditions on approval of quotes and invoices.
All terms and conditions are subject to change without notice.
The legal stuff
These are the standard terms and conditions and apply to all contracts and all work undertaken by The Thrash Corp (PTY) Ltd.
The Service Provider may assign, subcontract or otherwise transfer the obligations under this Contract without the prior written consent of the Client.
1. The Client is of the opinion that the service provider has the necessary qualifications, experience and abilities to provide professional services
2. The Service Provider is agreeable to providing such services to the Client on the terms and conditions set out in this contract
All monetary amounts referred to in this Contract will ultimately be converted to ZAR (South African Rand), however the Service Provider deals in all currencies. Each project will be dealt with individually and assigned a currency most convenient for the Client.
Confidential information (herein after referred to as the “Confidential Information”) refers to any data or information relating to the business of the Client which would reasonably be considered to be proprietary to the Client including, but not limited to, accounting records, business processes, and client records and that is not generally known in the industry of the Client and where the release of that Confidential Information could reasonably be expected to cause harm to the Client. The Service Provider agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Service Provider has obtained, except as authorized by the Client. This obligation will survive indefinitely upon termination of this Contract.
All written and oral information and material disclosed or provided by the Client to the Service Provider under this Contract is Confidential Information regardless of whether it was provided before or after the date of this Contract or how it was provided to the Service Provider.
5. Capacity/Independent Contractor
In providing the Services under this Contract it is expressly agreed that the Service Provider is acting as an independent contractor and not as an employee. The Service Provider and the Client acknowledge that this Contract does not create a partnership or joint venture between them, and is exclusively a contract for service.
6. Dispute Resolution
In the event a dispute arises out of or in connection with this Contract, the Parties will attempt to resolve the dispute through friendly consultation. If the dispute is not resolved within a reasonable period, then any or all outstanding issues may be submitted to mediation in accordance with any statutory rules of mediation. If mediation is unavailable or is not successful in resolving the entire dispute, any outstanding issues will be submitted to final and binding arbitration in accordance with the laws of the Province of the Western Cape. The arbitrator's award will be final, and judgment may be entered upon it by any court having jurisdiction within the Province of the Western Cape.
7. Dormant Response
Inactive client response and/or no communication about project specific information (“client homework”, “client revision and feedback”, “client approval” and “supply of payment related documentation”) for three (3) months will result in this contract to be terminated.
8. Entire Contract
It is agreed that there is no representation, warranty, collateral Contract or condition affecting this Contract except as expressly provided in this Contract.
9. Force majeure
Performance of the Contract (in whole or in part) are to be discharged if rendered impossible by unavoidable causes such as an act of God or force majeure. Neither party will be liable for performance delays nor for non-performance due to causes beyond its reasonable control, except for payment obligations. In the event of a threatened default or default as a result of any cause beyond its reasonable control, the defaulting party shall nonetheless exercise its best efforts to avoid and cure such default.
Both parties are entitled to cancel the contract or is excused from performance of the Contract (in whole or in part) on the occurrence of a specified event or events beyond its control by means of a written notice.
Performance of the Contract (in whole or in part) are to be discharged, through no fault of either party, if an event occurs after the formation of the Contract that has the following effect:
the obligation to perform is transformed into a radically different obligation from that undertaken at the start of the contract.
11. Intellectual Property
When a project is concluded, the Service Provider will provide the Client with a copyright handover document (herein after referred to as the “Transfer of Copyright”) for the Client’s safekeeping. The Client agrees to file the Transfer of Copyright in a safe manner and only allow trustworthy sources to access the document. The Service Provider is not required to keep copies.
The Client guarantees that they have the legal right to the ownership of all elements of text, media and any other files and documentation provided by the Client and that the Client will not hold the Service Provider responsible for any third-party claims.
The Service Provider will own any copyrightable work, ideas, inventions, products or other information created in connection with the Services provided. The Service Provider guarantees that they have the legal right to all elements related to the Services provided and will not hold the Client responsible for any third-party claims.
12. Limitation of Liability Disclaimer
The Client’s liability is only for the cost payable under this Contract. The Client will not be liable to the Service Provider or any other third-party for damages (i.e. lost profits, lost savings, incidental damages, consequential damages, or special damages).
The Service provider does not take any responsibility and are not liable for any damage caused through use of products or services offered by the Service Provider be it indirect, special, incidental or consequential damages (including but not limited to damages for loss of business, loss of profits, interruption or the like).
13. Modification of Contract
Any amendment or modification of this Contract or additional obligation assumed by either Party in connection with this Contract will only be binding if evidenced in writing signed by each Party or an authorized representative of each Party.
All notices, requests, demands or other communications required or permitted by the terms of this Contract will be given in writing and delivered to the Parties of this Contract as via email.
For the services rendered by the Service Provider as required by this Contract, the Client will provide compensation (the “Payment”) to the Service Provider as follows:
• The Client will pay the Service Provider per project agreed. Each project has its own costs and the Service Provider agrees to inform the Client of the costs involved when setting the quotation
• The Client agrees to pay a deposit of 50% of the agreed amount and timeframe quoted and the remaining 50% is payable upon the completion of the project. If no deposit is paid, no work will commence.
• The Client acknowledges that there is a window of 7 (seven) days to make the final payment before the final project is delivered along with concluding documentation (herein after referred to as the “Transfer of Copyright”).
The Parties agree to do everything necessary to ensure that the terms of this Contract take effect.
17. Provision of Extras
The Client will not provide any resources, assistance or extras for use by the Service Provider in providing the Services.
18. Reimbursement of Expenses
The Service Provider will not be reimbursed for expenses incurred by the Service Provider in connection with providing the Services of this Contract.
The Client hereby agrees to engage the Service Provider to provide the Client with professional services (herein after referred to as the “Services”) consisting of: • Graphic design and graphic design consulting • Web design and web design consulting • Web development and web development consulting • Animation and animation consulting • Video production and video production consulting
The Services will also include any other tasks which the Parties may agree on. The Service Provider hereby agrees to provide such Services to the Client.
If any section of this Contract is found to be invalid, illegal, or unenforceable, the rest of the Contract will still be enforceable.
21. Time of the Essence
Time is of the essence in this Contract. No extension or variation of this Contract will operate as a waiver of this provision.