GENERAL TERMS & CONDITIONS
INTRODUCTION
This document defines the terms of service which conditions our working relationship. Should any service provided by 421 Online be used the Client will be bound by the terms listed below. You confirm that you are in agreement with 421 Online.
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 421 Online to the CLIENT, in the form and media specified.
“Services” means all services and the work product to be provided to Client by 421 Online 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.
SUBCONTRACTING
421 Online reserves the right to subcontract any services that we have agreed to perform for you as we see fit. Any subcontractors or external suppliers will be bound to the terms of this agreement.
PAYMENTS & SUSPENSIONS
All fees for work already done are non-refundable. Payments need to be made strictly as per the invoice date as outlined by the quoted agreement. All payments for monthly services are strictly due within 7 days of invoicing. 421 Online reserves the right to suspend all services due to non-payment until the account has been brought up to date. Any invoice that is overdue for 10 days will result in account and service suspension until the account balance has been paid in full. Access to the account will not be restored until all outstanding payments have been received. Should services be suspended for more than 90 days without payment, 421 Online reserves the right to remove all files from our servers and delete the account. There is no guarantee a backup will be available after this grace period.
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 421 Online uses for any project. The CLIENT indemnifies 421 Online against any loss or damage arising directly or indirectly from any unauthorized use of photographs, text, or other Intellectual Property not under copyright ownership of the CLIENT.
OWNERSHIP / PROJECT COPYRIGHT
421 Online 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.
SOFTWARE
Any software and accompanying documentation we provide to you remains our property or that of our licensors. You will take all reasonable steps to protect such software or documentation from theft, loss, or damage. You will be obliged to review and agree to the applicable end-user license agreement before installing or using the software or documentation. Unless otherwise provided in the applicable end-user license agreement, all end-user license agreements will terminate upon termination of the Agreement.
ADDITIONAL CHARGES
All rates provided in your agreement are for the work actually contemplated by the quoted agreement. In the event that additional work is required or requested beyond what is reasonably contemplated by the quoted agreement. The Customer agrees to pay any additional charges for such unanticipated or requested work at an hourly rate or monthly fee mutually agreeable to both parties.
REFUNDS
Refunds will only be applicable to overpaid services or services not delivered in a timely manner as outlined by the quoted agreement. 3rd Party Services refunds are based on the 3rd party’s own refund policy and 421 Online will not be liable for any costs or charges of 3rd party services used.
CANCELLATIONS
All cancellations must be requested 30 days in advance via email writing. All cancellations will incur a penalty fee of the percentage of work done on the project total whether delivered to the client or not. 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 cancellation notice. 421 Online will provide a grace period and keep the client’s files in a suspended state for up to 90 days from the cancellation date should the client wish to re-activate their services. After 90 days have passed 421 Online reserves the right to remove all files from our servers. There is no guarantee a backup will be available after this grace period.
FORCE MAJEURE
421 Online shall not be deemed in breach of this Agreement if 421 Online is unable to complete the Services or any portion thereof by reason of fire, earthquake, labor dispute, the act of God, death, illness, or incapacity of 421 Online or any local, provincial, national or international law, governmental order or regulation or any other event beyond 421 Online’s control (collectively, “Force Majeure Event”). Upon the occurrence of any Force Majeure Event, 421 Online 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.
COMMUNICATION
All communication regarding service changes must be done in writing via email.
REFUSAL OF SERVICE
421 Online reserves the right to refuse, cancel, or suspend service at our sole discretion within human reason.
ACCIDENTAL PRICING OR HUMAN ERROR
Although every effort has been made to proofread and check all packages and information to be accurate errors do occur. 421 Online takes no responsibility for any mistakes or information that was accidentally provided inaccurately. 421 Online will endeavour our best efforts to correct any mistakes provided to the client.
LEGAL
421 Online reserves the right to contact legal assistance should there be any dispute over payments or services rendered. The client will be held liable for all legal charges and damages caused to 421 Online.
WEB HOSTING TERMS & CONDITIONS
421 Online make use of a 3rd party hosting company (xneelo) through which we rent server space. These servers are not hosted nor maintained by us and we are bound by their terms and conditions. Below is an outline of those terms.