Terms & Conditions
Here are all the terms of service between ECOMLI (Pty) Ltd and our clients. Upon quote and invoice acceptance, the client agrees to the following terms.
GENERAL WEBSITE TERMS & CONDITIONS
1.1 The charges for the services rendered by ECOMLI (Pty) Ltd and the payment terms applicable are as set out in the Job Contract, or as agreed to in writing between the parties.
- Full Payment is required before any project is handed over to client (admin access).
Annual price increase: ECOMLI (Pty) Ltd’s financial year runs from 1 March to 28 February of the following year and a standard annual price increase may occur on 1 March of every year. ECOMLI (Pty) Ltd will communicate the details of the increase to their clients from time to time.
Scope of Service: Our web design service encompasses the creation and development of website layouts, visual elements, and overall design aesthetics.
Client Collaboration: We highly encourage open communication and collaboration throughout the web design process. Clients are expected to provide clear guidelines, preferences, and any necessary materials to facilitate the design process.
Design Revisions: We offer one round of revision per page as part of our web design service. Clients may request modifications to the initial design, and we will make reasonable efforts to incorporate the feedback provided during this revision stage. Any additional change request after the round of revision is subject to charge.
Revision Requests: Clients must submit revision requests within 7 days of receiving the initial design draft. Any requests received after this timeframe may be subject to additional charges.
Additional Revisions: If clients require additional revisions beyond the initial round, additional charges may apply. The specifics of such charges will be communicated to the client before proceeding with the extra revisions.
Approval and Finalization: Once the client approves the final design, any further changes or revisions may incur additional charges. It is the responsibility of the client to thoroughly review and provide feedback during the revision stage.
Client Responsibilities: Clients are responsible for providing accurate and timely feedback during the revision process. Delays in feedback may impact project timelines, and the company will not be held responsible for such delays.
Intellectual Property: Upon finalization and full payment for the web design service, the client retains full ownership of the design for their website. The company reserves the right to showcase the completed work in its portfolio unless otherwise agreed upon in writing with the client.
Termination of Service: Either party may terminate the web design service if there is a breach of terms. In such cases, the client will be responsible for payment for services rendered up to the termination date.
Changes to Terms and Conditions: These terms and conditions are subject to change without prior notice. Clients will be notified of any changes, and continued use of our services implies acceptance of the updated terms.
By availing our web design services, clients acknowledge and agree to abide by these terms and conditions.
Website Design/ Job Contract
2.1 A Job Contract is a working document where the parties agree on the scope of work and specifications and other terms as well as payment terms between ECOMLI (Pty) Ltd and the client. A job contract will only be issued to projects that exceed R40 000 in value.
2.2 During the design process, it is expected that the client will work and cooperate with ECOMLI (Pty) Ltd to reach the results outlined and agreed to in the Job Contract.
2.3 In this regard, the client agrees that it is their responsibility to provide ECOMLI (Pty) Ltd with all the images and written content required to design and develop the website. It is recorded that it is not ECOMLI (Pty) Ltd’s responsibility to check the correctness of any supplied materials, spelling and content. ECOMLI (Pty) Ltd will not be held responsible for any loss of reputation or financial damage incurred by the client as a result of errors in the supplied material, spelling and content.
2.4 During the design process might it become necessary that additional materials may be utilised by ECOMLI (Pty) Ltd to finalise the design, for example, stock photos. In this regard, the client agrees that a price per photo will be charged additional to the final design fees and is payable in addition to the scope as set out in the Job Contract. ECOMLI (Pty) Ltd does have a supply of royalty-free imagery and stock elements, but if the client requires imagery or vector or graphics outside the available repository the client agrees that a price per picture will be applied to the final design fee, which will not necessarily be invoiced separately.
2.5 The client shall be invoiced separately for additional materials, and payment for the additional materials must be made within 30 days from the date of invoice.
3.1 Costing and timelines are based on deliverables as set out in the Job Contract or discussed with the client.
3.2 If ECOMLI (Pty) Ltd is chosen to provide this website design and or development service, ECOMLI (Pty) Ltd agrees that it shall use commercially reasonable efforts and standards to meet all project schedules and requested delivery time frames.
3.3 The client accepts that these delivery time frames are only estimated dates and will never be accepted either explicitly or implicitly as a guaranteed date of delivery.
3.5 The client agrees not to hold ECOMLI (Pty) Ltd liable for any losses or damages of whatever nature associated with project delays or delayed delivery dates.
4. Website Footer
The client hereby authorises ECOMLI (Pty) Ltd to add a link to their website as per the signed off designs.
5. Browser Testing
5.1 Browser testing ensures that a person’s experience of a design should be appropriate to the capabilities of a browser or device.
5.2 ECOMLI (Pty) Ltd will test all work in the current versions of major desktop browsers including those made by Apple (Safari), Google (Chrome), Microsoft (Edge), Mozilla Firefox and Opera.
5.3 ECOMLI (Pty) Ltd will not test in other older browsers unless agreed upon prior by both parties in writing. If the client requires an enhanced design for an older browser, ECOMLI (Pty) Ltd will provide a separate cost estimate for such an older browser, to be agreed upon by the parties in writing.
6. Mobile Browser Testing
6.1 Testing using popular smaller screen devices is essential in ensuring that a person’s experience of a design is appropriate to the capabilities of the device they’re using.
6.2 ECOMLI (Pty) Ltd tests their designs in:
iOS: Safari and Google Chrome
Android: Google Chrome
6.3 ECOMLI (Pty) Ltd will not test in Opera Mini/Mobile, specific Android devices, or other mobile browsers unless agreed upon prior by both parties in writing. If a client requires ECOMLI (Pty) Ltd to conduct testing using any of these operating systems, a separate quote for additional costs for services and a separate estimated timeline must be agreed upon by both parties in writing.
7. Additional Services
Should the client elect to take any additional services with ECOMLI (Pty) Ltd over and above the current project, for example, monthly maintenance of the website or website hosting service, the client will be required to sign a separate proposal document for these services.
8.1 The Job Contract and the quotation contain proprietary and confidential information. The client agrees not to use or disclose any information contained herein except in the context of its business dealings with ECOMLI (Pty) Ltd.
8.2 The client agrees to instruct each of its employees that they must not disclose any information concerning the Job Contract to others except to the extent that those matters are generally known to, and/or available for use by the public.
8.3 The client also agrees not to duplicate or distribute or permit others to duplicate or distribute any material contained herein without the written permission of ECOMLI (Pty) Ltd.
8.4 As used herein, the term “Proprietary Information” means any information, technical data, or know-how (including, but not limited to, information relating to products, software, services, development, inventions, processes, techniques, customers, pricing, internal procedures, business and marketing plans or strategies, finances, employees and business opportunities) disclosed by one Party (the “Disclosing Party”) to the other (the “Recipient Party”) either directly or indirectly in any form whatsoever, including, but not limited to, in writing, in machine-readable or other tangible forms, orally or visually.
8.5 Unless otherwise expressly authorized by the Disclosing Party, the Recipient Party agrees that it and any of its personnel or associates receiving such Proprietary Information under this Agreement shall treat such Proprietary Information in strict confidentiality with the same degree of care applied to its own Proprietary Information of like importance, which it does not wish to disclose, publish, or disseminate to third parties.
8.6 In no event will the Recipient Party divulge, in whole or in part, such information to any third party without the prior written consent of the Disclosing Party; provided, further, that any third party must also agree in writing to restrictions comparable to those provided in this paragraph. The Recipient Party may disclose the Proprietary Information to the extent required by a valid order by a court or other governmental body or by applicable law; provided, however, that the Recipient Party will use all reasonable efforts to notify Disclosing Party of the obligation to make such disclosure in advance of the disclosure so that Disclosing Party will have a reasonable opportunity to object to such disclosure.
8.7 Notwithstanding any other provisions of this Agreement, each party acknowledges that Proprietary Information shall not include any information that: (i) is already known to the Recipient Party at the time of disclosure or becomes publicly known through no wrongful act of the Recipient Party’s part; (ii) is rightfully received by the Recipient Party from a third party without breach of this Agreement; (iii) is independently developed by the Recipient Party without the benefit of information received under this Agreement; (iv) is furnished to a third party by the Disclosing Party without a restriction on the third party’s right to disclose it; or (v) is explicitly approved for release by written authorization by the Disclosing Party.
8.8 It is understood that all Proprietary Information disclosed under this Agreement, is, and shall remain, the property of the Disclosing Party. Upon completion of this Agreement, or written notice from the Disclosing Party, the Recipient Party agrees to return all Proprietary Information in its possession.
8.9 The Recipient Party acknowledges that the Disclosing Party, because of the unique nature of the Proprietary Information, would suffer irreparable harm in the event that the Recipient Party breaches its obligation under this Agreement and that monetary damages would be inadequate to compensate the Disclosing Party for such a breach. The Parties agree that, in such a circumstance, the Disclosing Party shall be entitled, in addition to such monetary relief as may be applicable, to injunctive relief as may be necessary to restrain any continuing or further breach by the Recipient Party, without showing or proving any actual damages sustained by the Disclosing Party.
8.10 The obligations of the Recipient Party under this Section shall survive termination or nonrenewal of this Agreement for a period of 5 years.
9. Non Circumvention
9.1 This agreement is entered into and between and among the parties signatory hereto, to provide for the representation and retention of the representation provide thereto and to protect the parties against circumventing or “going around” each other and to protect the representation each party possesses.
9.2 The parties agree that the agreement shall at all times be subject to and conform to the rules promulgated by the International Chamber of Commerce (ICC) from time to time as applicable hereto.
9.3 The parties will not in any manner, solicit, nor accept any business from sources not their affiliates, that are made available by the other party to this agreement, at any time, nor in any manner, without the express written permission of the party who made the sources available.
9.4 The parties maintain complete confidentiality regarding each other’s business sources and their affiliates and associates and will disclose only to named parties according to the express written permission of the party who made available such sources.
9.5 The parties will not in any way whatsoever, circumvent or attempt to circumvent each other, or any of the other parties that are desirous of entering into an agreement and to the best of their abilities assure one another that the original transaction codes will not be altered.
9.6 The parties will not disclose the names, addresses, telephone-, facsimile- or telex numbers of any contact revealed by any party to third parties and that they each recognize such contacts to be exclusive and valuable contents of the respective party, and that they will not enter into any direct negotiations or transaction with such contracts revealed by either party unless consented to by the other party.
9.7 That in the event of circumvention by any party, directly or indirectly, the circumvented party shall be entitled to a legal monetary equal to the maximum commission, service or profit it would be realized from such transaction plus any and all expenses, including legal, that would involve the recovery of said funds.
9.8 This agreement is valid, enforceable and effective for any and all transactions between and among the parties hereto and enforceable in any country and nation where any commence and business is conducted pursuant hereto. The duration of this agreement shall be for five (5) years from the date hereof.
10. Popi Act
10.1 By agreeing to the terms of this agreement, the client herewith authorises ECOMLI (Pty) Ltd to process their personal information.
10.2 Processing shall include the receipt, recording, organising, collation, storage, updating or modification, retrieval, alteration, consultation and use; the dissemination by means of transmission, distribution or making available in any other form, or the merging, linking as well as blocking, degradation, erasure or destruction of information.
10.3 This consent is effective immediately and will remain effective throughout the duration of this agreement.
10.4 The personal information may only be processed if it is adequate, relevant and not excessive, given the purpose for which it is processed, and if processing occurs per the relevant provisions of the POPI act.
10.5 ECOMLI (Pty) Ltd will not be held liable and is hereby indemnified by the client of any breach of the Popi Act, on any website so created by ECOMLI (Pty) Ltd.
The Job Contract can only be changed or modified by both parties if agreed to in writing. A new agreement will be made if both parties wish to change a significant amount of content in the Job Contract.
12. Work Standard and Statutory requirements
12.1 ECOMLI (Pty) Ltd will carry out all work in accordance with good industry standards.
12.2 ECOMLI (Pty) Ltd cannot guarantee that work will be error-free and cannot be held liable to any client or any third party for damages, including loss of profits, loss of savings or other incidental, consequential or special damages.
12.3 ECOMLI (Pty) Ltd will not be held liable for any lost profits, loss of savings or other incidental, consequential or special damages as a result of errors. It is the client’s responsibility to test the product and ensure that it runs to its specifications prior to accepting the product.
12.4 If any provision of the Job Contract shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any of the other remaining provisions of this agreement.
12.5 ECOMLI (Pty) Ltd will not be held liable for claims of whatsoever nature resulting from the operation of the products they create, and it is the client’s responsibility to ensure that their business model is fully legal and complies with any statutory requirements. If any legal claim or statutory breach takes place as a result of any product of ECOMLI (Pty) Ltd, created on the instruction of the client, the client agrees and takes full responsibility for such product, and indemnifies ECOMLI (Pty) Ltd of any criminal prosecution or civil claim.
12.6 If any part of this contract is unlawful, void, or for any reason is unenforceable, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of any remaining provisions in this agreement.
12.7 ECOMLI (Pty) Ltd will not be held liable whatsoever for the operation of the products (Websites, Mobile APPs, web APPs, Custom Software, Graphic Design) they create; it is the client’s responsibility to ensure that their business model and products created on their behalf is fully compliant with all statutory requirements and regulations in their specific business environment and that all the necessary licenses were obtained. If any legal claim or statutory breach is alleged resulting from any product made or produced by ECOMLI (Pty) Ltd on the instructions of the client, does the client agrees to take full responsibility for such product and indemnify ECOMLI (Pty) Ltd against any claim or prosecution of whatever nature?
13.5 Any of the parties may only terminate the project with reasonable proper written notice of at least three months, all terminations to be supplied in writing to email@example.com. Verbal terminations will not be accepted.
13.6 Upon termination, ECOMLI (Pty) Ltd will calculate the time spent on the project and will either reimburse the client accordingly or invoice for the time already spent.
14 Governing Law
The laws of the Republic of South Africa shall govern the terms of this agreement.
15 Website Payment Terms & Conditions
15.1 The client will receive the full invoice (100%), without the additional charges that will be invoiced separately, after the acceptance of the Job Contract.
15.2 A 50% deposit is required prior to commencement of the project, and within 14 days from acceptance of the Job Contract.
15.3 A 50% balance payment is due after the prototype presentation unless a monthly payment option is negotiated.
15.4 The parties can agree in writing on certain monthly payment options. The options are being chosen:
15.4.1 Re: Hosting
ECOMLI (Pty) Ltd will invoice you for the hosting once the domain registration occurs or when the domain transfer takes place.
15.4.2 Re: Website Development
184.108.40.206 ECOMLI (Pty) Ltd will start the billing cycle once the Job Contract is signed by both parties.
220.127.116.11 The duration of the cycle is stipulated on the quotation or invoice.
15.5 Re: Invoicing
Monthly invoices will be sent on or before the 25th of each month.
16 Billing & Accounts
Invoices are sent on the 25th of each month via the client’s provided email address. These invoices are due the 1st day of the following month.
16.2 Service Suspension
Failure to pay invoices by the 7th of each or any month will result in the temporary suspension of services by ECOMLI (Pty) Ltd without prior notice. This includes the deactivation of your email and or web hosting services or analytics dashboard access. Services will be activated again as soon as payment is received and the account is up to date. ECOMLI (Pty) Ltd will not be held liable for any loss of business or any form of financial or intellectual property damage that occurs during the time of service suspension.
17 Ownership & Intellectual Property Rights
ECOMLI (Pty) Ltd’s do domains registrations and websites with the client with whom ECOMLI (Pty) Ltd contracts with herewith, unless stated otherwise. Any dispute on the ownership of a domain and website is the client’s dispute and ECOMLI (Pty) Ltd will not be involved in such dispute. Any dispute will be dealt with internally by a client themselves and its representatives to determine rightful ownership.
17.2 Intellectual property
17.2.1 ECOMLI (Pty) Ltd does not take any responsibility with regards to the intellectual property of clients and the protection and ownership thereof is solely the client’s responsibility. ECOMLI (Pty) Ltd will take reasonable efforts to ensure the protection of intellectual property and will not share intellectual property with any company or individual. In the case of IP or information leakage or a breach, ECOMLI (Pty) Ltd will not be held liable for any losses incurred.
17.2.2 With regard to any product supplied by ECOMLI (Pty) Ltd, ECOMLI (Pty) Ltd reserves full rights of ownership unless all outstanding payments by the client have been made to ECOMLI (Pty) Ltd.
17.2.3 ECOMLI (Pty) Ltd reserves the right to use any code during development in other projects.
18 Disputes amongst client representatives
ECOMLI (Pty) Ltd will not become involved in disputes between representatives of the same organisation. It is the client’s responsibility to delegate intellectual property (website & domains) to the rightful owners upon company liquidation & insolvency or when the company becomes liquidated or deregistered.
19 Website Maintenance Terms & Conditions
19.1 Where the Website Maintenance option is selected ECOMLI (Pty) Ltd will do their best effort to keep the client’s website as safe and secure as possible by:
19.1.1 keeping the website security up to date
19.1.2 keeping the anti-spam of the online contact forms up to date
19.1.3 regularly testing all online contact forms
19.2 With ECOMLI (Pty) Ltd’s efforts to website security, we will not be held liable for any security breach whatsoever.
19.3 Should the client choose NOT to select the Website Maintenance option ECOMLI (Pty) Ltd will not be held liable for any hacking, spamming or any form of cyber-attack on the client’s website. ECOMLI (Pty) Ltd will, therefore, not be held responsible for any loss of clients, damage to reputation or loss of property or any other form of damage due to such occurrences.
19.4 ECOMLI (Pty) Ltd cannot be held responsible for the client’s website in the event that the client requires/demands or has access to the following details:
19.4.1 FTP connection details
19.4.2 MySQL Database details
19.4.3 Console or cPanel details
19.4.4 CMS (Content Management System) Admin details
19.4.5 WordPress Administrative Permission
20 Website Hosting Terms & Conditions
20.1 Hosting Fees & Support
20.1.1 The first 15 minutes of support will be free of charge.
20.1.2 Should the support time surpass 15 minutes, a fixed rate of R350 per hour or any other tariff agreed to from time to time, will be charged and due by the client to ECOMLI (Pty) Ltd.
20.1.3 All hosting fees are payable in advance.
20.1.4 Hosting setup fees and the first month’s hosting are to be paid in advance.
20.1.5 Domain, Website Hosting and Email will be suspended by the 7th of the month should no payment be received.
20.1.6 Hosting fees are not refundable should the client decide to move to another provider within the hosting term paid for.
20.1.7 Domain registration and renewal costs can by found on www.ecomli.co.za/domain-pricing
20.1.8 Prices may vary depending on the technology used for each hosting package.
20.1.9 In the event that ECOMLI (Pty) Ltd needs to back up and move email accounts for the clients, an additional support fee will be quoted and charged.
20.1.10 A small admin fee, is payable for switching the client to another hosting provider.
20.1.11 By selecting the “per year” hosting option the client agrees to a 12-month (minimum) contract period for hosting.
20.1.12 Hosting will renew on a “Month-to-Month” basis after the initial expiration of the twelve months and until cancellation has been received.
20.1.13 Domain names are renewed annually unless otherwise required.
20.1.14 Clients failing to pay their domain registration fees will be at risk of losing their domain.
20.1.15 ECOMLI (Pty) Ltd takes no responsibility for the loss of a domain name due to a lack of timeous payment.
20.1.16 Domain names will be suspended if annual hosting fees are not paid within the specified time limit.
20.2 Cancellation and Termination
20.2.1 ECOMLI (Pty) Ltd reserves the right to suspend or terminate hosting, email and other services should there be payment delays.
20.2.2 A calendar months’ notice is required for cancellation of hosting services, to be supplied in writing to firstname.lastname@example.org
20.2.3 Verbal cancellations will not be accepted.
20.2.4 The client agrees that unless they notify ECOMLI (Pty) Ltd of their desire to cancel any or all services received, those services will be billed on a recurring basis.
20.2.5 ECOMLI (Pty) Ltd does not guarantee that the website is fully compatible with all hosting provider’s server operating systems, especially any contact forms, Content Management Systems, database-driven websites, etc.
20.2.6 ECOMLI (Pty) Ltd takes no responsibility for downtime during server maintenance or updates.
20.2.7 ECOMLI (Pty) Ltd does not offer any technical support for any other website hosting company if the client elects not to host the website with ECOMLI (Pty) Ltd.
20.2.8 Hosting excludes any other services such as website updates, security maintenance etc.
20.3 Hosting Disclaimer
20.3.1 ECOMLI (Pty) Ltd uses professional world-class ISPs and their server uptime is at least 99%. ECOMLI (Pty) Ltd cannot be held responsible or legally accountable for the loss of email, loss of business or website downtime due to hosting problems or countrywide network problems.
20.3.2 Planned or unplanned server or network maintenance may be performed at any time without prior warning.
20.3.3 The sending of unsolicited commercial emails (SPAM) through our web servers promoting any website, or via third party web servers promoting a website hosted by us, can result in the suspension or termination of the client’s web hosting account, without refund. In such an event, the client may be liable for expenses incurred by ECOMLI (Pty) Ltd to rectify the damage caused to the server IP Address.
20.3.4 Mailing lists may be operated as long as individuals choose to subscribe to receive mailings via clear ‘opt in’ methods and a strict removal procedure is published in all mailings. ‘Safe lists’ and other advertising related mailing lists might not be operated. Any complaints received are taken seriously and will be investigated.
20.3.5 ECOMLI (Pty) Ltd cannot be held liable for any losses or damages suffered as a result of interruptions or unavailability of service.
21 Graphic Design
21.1 General Terms
21.1.1 During the design process, it is expected that the client will work with ECOMLI (Pty) Ltd to reach the results outlined and agreed to in the Graphic Design Proposal.
21.1.2 A Graphic Design Proposal is a working document where the parties agree on the scope of work and specifications and other terms as well as payment terms between ECOMLI (Pty) Ltd and the client.
21.1.3 In this regard, the client agrees that it is their own responsibility to provide ECOMLI (Pty) Ltd with all the content required on the website for ECOMLI (Pty) Ltd to complete the Website Design and Development as indicated in the Client Information Requirement sheet.
21.2 Payment Terms
21.2.1 The client will receive the full invoice (100%) after the acceptance of the Graphic Design Proposal.
21.2.2 Full payment is required upon commencement of the project unless the monthly payment option is chosen.
21.2.3 Price includes up to three (3) concepts, and three (3) proofs from concept approval.
21.2.4 The charges for the services and the payment terms applicable are set out in the Graphic Design Proposal.
21.2.5 Annual price increases will be communicated to the clients.
21.2.6 It is common during the design process that additional materials may become necessary i.e., stock photography or a requested commercial font is required. In this instance, the client agrees that a price per picture and per font will be applied to the final design fees and will be payable in addition to scope as set out above.
21.2.7 Should this be required and thereafter agreed upon, the client shall be invoiced separately, and payment must be made within 30-days from the date of invoice.
21.2.8 Additional costs above and beyond the cost estimate and/or the client’s specifications will be stated.
21.2.9 Copyrights, Ownership And Trademarks
21.2.10 By supplying text, images and other data to ECOMLI (Pty) Ltd for inclusion in the client’s brochure/website or another medium, the client declares that they hold the appropriate copyright and/or trademark permissions. The ownership of such materials will remain with the client, or rightful copyright or trademark owner.
21.2.11 By supplying images, text, or any other data to ECOMLI (Pty) Ltd, the client grants ECOMLI (Pty) Ltd permission to use this material freely in the pursuit of the design and to utilise the designs in ECOMLI (Pty) Ltd’s portfolio unless agreed otherwise.
21.2.12 Should ECOMLI (Pty) Ltd, or the client supply an image, text, audio clip or any other file for use in a website, multimedia presentation, print item, exhibition, advertisement or any other medium found to be copyright and royalty-free, which subsequently emerges to have such copyright or royalty usage limitations, the client will agree to allow ECOMLI (Pty) Ltd to remove and/or replace the file.
21.2.13 The client agrees to fully indemnify and hold ECOMLI (Pty) Ltd free from harm in any and all claims resulting from the client not having obtained all the required copyright, and/or any other necessary permissions.
21.2.14 ECOMLI (Pty) Ltd may use any artwork/design for its own promotion and portfolio use.
21.2.15 Copyright of all graphic design work is retained by ECOMLI (Pty) Ltd including copy, concepts, ideas, proofs and illustrations (unless specifically released in writing) until after all invoices have been settled.
21.3 Alterations, Revisions And Supply Of Content
21.3.1 The client agrees that changes required over and above the estimated work or required to be carried out after acceptance of the draft design will be liable to a separate charge.
21.3.2 The client agrees that ECOMLI (Pty) Ltd holds no responsibility for any amendments made by any third party, before or after a design is published.
21.3.3 Unless otherwise negotiated, or ECOMLI (Pty) Ltd’s copywriting services are used, the client must supply text for their project in text file format at the start of the project as well as graphics (logos, images, etc.) to be used. The text should be as close as reasonably possible to the final format, with the accuracy of content, spelling and grammar checked and little to no formatting (includes text from previous websites). ECOMLI (Pty) Ltd assumes all written content adheres to copyright laws.
21.3.4 Images are also expected to be supplied before work begins, unless by prior negotiation or if using ECOMLI (Pty) Ltd’s photography or stock image services. Images should be supplied in the highest resolution electronic format possible, i.e., logos/images in original Illustrator / Photoshop format, or hi-res JPEG files (300 dpi). ECOMLI (Pty) Ltd assumes that all correct permissions have been sought and/or royalties paid for images used.
21.3.5 Unless otherwise quoted or negotiated, projects include two rounds of minor changes or the author’s revisions of the chosen project only. Following two revisions per project, an additional hourly fee will be charged. We will advise you and seek your agreement before proceeding with any work that will incur additional charges.
21.4 Design Project Duration
Any indication given by ECOMLI (Pty) Ltd of a design project’s duration is to be considered by the client to be an estimation. ECOMLI (Pty) Ltd cannot be held responsible for any project over-runs, whatever the cause. Estimated project duration should be deemed from the date that the deposit has been cleared and is received by ECOMLI (Pty) Ltd.
21.5 Rights Of Refusal
21.5.1 ECOMLI (Pty) Ltd will not include in its designs, any text, images or other data that it deems to be immoral, offensive, obscene or illegal.
21.5.2 All advertising material must conform to all standards laid down by all relevant advertising standards authorities.
21.5.3 ECOMLI (Pty) Ltd also reserves the right to refuse to include submitted material without having to give a reason.
21.5.4 Any images and/or data that ECOMLI (Pty) Ltd does include in all good faith, and then finds out that it contravenes these Terms and Conditions, the client is obliged to allow ECOMLI (Pty) Ltd to remove the contravention without hindrance, or penalty.
21.5.5 ECOMLI (Pty) Ltd is to be held in no way responsible for any such data being included.
21.6.1 All cancellation requests to be sent to email@example.com
21.6.2 If a client cancels or alters any order or part order at any time after ECOMLI (Pty) Ltd has received the order, ECOMLI (Pty) Ltd reserves the right to render additional costs.
21.7.1 ECOMLI (Pty) Ltd makes no warranties of any kind, express or implied, for any and all products and/or services that it supplies.
21.7.2 ECOMLI (Pty) Ltd will not be held responsible for any and all damages resulting from products and/or services it supplies.
21.7.3 While ECOMLI (Pty) Ltd will take reasonable steps to investigate any unsatisfactory result and rectify issues where they can, they will accept no responsibility for any consequential loss after following a client brief.
21.7.4 The client agrees not to hold ECOMLI (Pty) Ltd responsible for any such loss or damage.
21.7.5 Any claim against ECOMLI (Pty) Ltd shall be limited to the relevant fee(s) paid by the client.
21.7.6 ECOMLI (Pty) Ltd reserves the right to use the services of sub-contractors, agents and suppliers and any work, content, services and usage is bound by their Terms and Conditions.
21.7.7 ECOMLI (Pty) Ltd will not knowingly perform any actions to contravene these and the client also agrees to be so bound.
22 Website Service Terms
22.1 The purpose of this document is to ensure the best possible results, within an optimal timeframe, by adhering to a set of rules to manage project expectations from each party.
22.2 By adhering to these Service Terms:
22.2.1 the project can run as smoothly as possible.
22.2.2 ECOMLI (Pty) Ltd can deliver the project on time.
22.2.3 additional project costs can be avoided
23 Point Of Contact
The responsible contact person representing your company will be determined in the project briefing. If for any reason this change (i.e. a new point of contact takes over), a new project briefing will be scheduled. Additional time will be billed at our standard hourly rate.
24.1 It is the client’s responsibility to provide all text content for the website in a
MS Word document or Google Form, except if the option is selected that ECOMLI (Pty) Ltd will create the website content.
24.2 In the event that the client opts to provide the content in an MS Word
The document, but refuse to do so, the client will be billed extra, by the hour, for the time required for ECOMLI (Pty) Ltd to copy the client’s content into an MS Word document.
24.3 It is the client’s responsibility to provide all images applicable and to be used on the website. If it is required from ECOMLI (Pty) Ltd to provide generic stock imagery such may be subject to billing and costs.
24.4 ECOMLI (Pty) Ltd requires feedback on the content within five (5) working days of
providing the client with the initial draft. If no feedback is received will the content be deemed to be accepted?
24.5 ECOMLI (Pty) Ltd will not start with the design process until all content (images and text) has been received and approved by both parties.
24.6 In the event that the client fails to provide feedback on the content within five (5) working days of receiving the initial draft of the content, ECOMLI (Pty) Ltd will accept the content as approved and move to the design phase, and the client will be invoiced for any further edits if required.
25 Design Feedback
25.1 When ECOMLI (Pty) Ltd provides website design concepts, feedback needs to be provided within five (5) working days.
25.2 Should ECOMLI (Pty) Ltd not receive feedback within this period, ECOMLI (Pty) Ltd will take this as your approval of the design and proceed to the next phase.
25.3 If the client provides feedback after this period, a new project kick-off meeting will be scheduled, and the client will be invoiced for the additional time.
25.4 The client acknowledges that his/her project will be moved to the back of the development schedule.
26 Once-Off Seo
No optimisation will take place on the test link. Only once the website is live will we perform checks on the page speed, etc.
27 Test Link
27.1 Once the test link has been provided, feedback needs to be provided within five (5) working days.
27.2 In the event that the client does not provide feedback within the required five (5) working days of receiving the test link, ECOMLI (Pty) Ltd will move on to another project and provide the client with future timelines in which ECOMLI (Pty) Ltd will be able to return to the clients’ project.
28 Website Bug Fixing
28.1 ECOMLI (Pty) Ltd provides a two-week testing period once the website goes live. During
this time any technical issues and bugs will be resolved at no cost.
28.2 After this period, ECOMLI (Pty) Ltd’s obligations under the contract will be deemed fulfilled and the contract concluded.
28.3 All feedback should be compiled and sent to ECOMLI (Pty) Ltd in one list.
29 Additional Site Changes / Out Of Scope
Any changes to the website following the website bug fixing stage will be charged separately.
30 Going Live
30.1 The client website will only go live once the balance payment was received.
30.2 The client website will NOT go live on a Friday as our technical support team needs to monitor your website for the first couple of days after going live.
31 Analytics Dashboard
31.1 ECOMLI (Pty) Ltd will not be held liable for any loss incurred to a third party due to any decisions made based on the content of the analytics dashboard supplied to the third party.
31.2 Ecomli will take reasonable measures to ensure metrics on the dashboards
are appropriately set up and that they portray data correctly, however, in the event that ECOMLI (Pty) Ltd has erroneously set up any element on a client’s dashboard, the client agrees not to hold ECOMLI (Pty) Ltd liable for any damage as a result of such error whatsoever.
31.3 Ecomli will not be held responsible for any form of loss of property or reputation or any other form of loss as a result of an ECOMLI (Pty) Ltd dashboard.
32.1 Clients are to give ECOMLI (Pty) Ltd one month’s written notice should they decide to cancel their dashboard subscription. The cancellation notice must be submitted in writing to firstname.lastname@example.org.
32.2 Verbal cancellation via a phone call will not be accepted. For security reasons, ECOMLI (Pty) Ltd must be able to identify that the cancellation claim is legitimate. This is an effort to protect our customers’ assets.
32.3 Should the client opt to cancel their contract in the middle of a month, the client will be liable to pay the full subscription amount for that month.
33.1 Requests for amendments on dashboards must be sent in writing
to email@example.com. Verbal conversations in isolation will not be accepted as confirmation of an amendment request.
33.2 ECOMLI (Pty) Ltd reserves a minimum time frame of 7 working days to implement changes to a client’s dashboard. Each amendment case will be assessed on an ad hoc basis. Should ECOMLI (Pty) Ltd find that the changes cannot be implemented in 7 workdays, ECOMLI (Pty) Ltd reserves the right to stipulate the needed timeframe?
33.3 Should ECOMLI (Pty) Ltd be unable to implement the changes to the dashboard within the specified time frame, the client agrees to not hold ECOMLI (Pty) Ltd liable for any damages incurred to the client regardless of the circumstances.
33.4 It is the client’s responsibility to ensure that the data flows correctly before accepting and closing off the amendment job.
33.5 ECOMLI (Pty) Ltd charges a flat development fee of R350 per hour, any escalation in tariff notified from time to time, or any other agreed on the tariff in writing, for any dashboard development. Chargeable in hour increments only. Should the work take less than a full hour, the client will be liable to pay for the full hour of labour.
34.1 Should a client not pay for their dashboard subscription, ECOMLI (Pty) Ltd reserves the right to terminate their access to the dashboard in question. Upon non-payment of an invoice, ECOMLI (Pty) Ltd will terminate the dashboard service on the 7th day of non-payment.
34.2 ECOMLI (Pty) Ltd reserves the right to terminate a dashboard service to the client with 7 days’ notice submitted to the client in writing. The client has no right to hold ECOMLI (Pty) Ltd liable for any damage that occurs as a result of the termination.
35 Data leaks
Should a client entrust ECOMLI (Pty) Ltd access to their data, ECOMLI (Pty) Ltd will take reasonable measures to ensure data security. However, in the event that a data breach, data loss, data theft or damage to the data occurs, the client agrees to not hold ECOMLI (Pty) Ltd liable regardless of the circumstances.
36 Server Maintenance, Downtime & Fault
36.1 ECOMLI (Pty) Ltd’s upstream server provider may perform server maintenance with or without prior notice. During this procedure, web and email hosting services may not be available. ECOMLI (Pty) Ltd will not be held liable for any business loss during such times.
36.2 In the unlikely event that ECOMLI (Pty) Ltd’s upstream server provider experiences minor or major faults with its server, content may be lost. ECOMLI (Pty) Ltd will not be held for any data loss in this regard, this includes website content and email stored might be lost.
37. Custom Development and Mobile/ Web Application Terms & Conditions
37.1 Quotations are made on an ad hoc basis and with limited information. On occasion, it is possible that the stated amount on the quotation may differ from the actual amount invoiced. In such cases, ECOMLI (Pty) Ltd reserves the right to charge the client the extra expenses incurred. Ecoml will take reasonable steps to ensure that all quotations are as accurate as possible and to keep the client informed of possible changes in cost estimates.
37.2 The scope of work is agreed upon prior to the issue of a quotation. In the event of “scope creep”, ECOMLI (Pty) Ltd reserves the right to charge the client for any work done out of the scope of the quotation.
37.3 Any timeline given is an estimate based on experience. Unforeseen circumstances may delay projects. ECOMLI (Pty) Ltd will not be held liable for any expenses incurred whatsoever as a result of work not timeously completed.
38. Acceptance of publication on the Google Play Store and IOS App Store
The Play Store or App store may take a certain time period to verify or reject an application. In such cases, ECOMLI (Pty) Ltd will not be held liable for such a verification period. ECOMLI (Pty) Ltd cannot guarantee that the aforementioned parties will accept an application and accepts no responsibility for how long it takes the said Play Store or App Store to verify projects.
39. Revisions & Feedback
For each project, there will be one opportunity to provide feedback for change requests. The client agrees to submit feedback in a clear, concise, and convenient format to make it easy for ECOMLI (Pty) Ltd to understand and implement any changes. The client also agrees to submit feedback timeously, as solicited on an ad hoc basis by ECOMLI (Pty) Ltd. Any additional feedback sessions and or other requests out of time will be for the clients’ account.
40. Payment Terms
Prior to the commencement of any work, a 50% deposit is required. Thereafter a functional prototype of the application will be presented to the client. There will be an opportunity for the client to provide feedback. Before the implementation of the change requests, the final 50% of the quoted amount is due.
The client will be liable to pay any recurring fees from paid plugins to keep their site running including annual fees for software such as Elementor Pro. If the client does not pay invoices for paid plugins timeously, Ecomli (Pty)Ltd reserves the right to terminate such services immediately and will not be held liable for the consequences of doing so. Any costs incurred as a result including loss of business will be liable to the client.
41. Force Majeure
Neither Party shall be held liable for any failure to perform that is due to any cause or circumstance beyond the reasonable control of such Party, including without limitation a demand for such Products and other products produced by ECOMLI (Pty) Ltd which exceeds ECOMLI (Pty) Ltd’s ability to supply them, earthquakes, fire, accidents, floods, storms, other Acts of God, riots, wars, rebellions, strikes, lockouts or other labour disturbances, national or international emergencies, failure to secure materials or equipment from usual sources of supply, failure of carriers to furnish transportation, government rules, regulations, acts, orders, restrictions or requirements or any other cause or circumstance beyond the reasonable control of such Party. No such inability to deliver or delay in delivery shall invalidate the remainder of this Agreement.
42. General Provisions
42.1 This Agreement may be amended only by a writing signed by each of the Parties, and any such amendment shall be effective only to the extent specifically set forth in such writing.
42.2 This Agreement is a contract under the laws of the Republic of South Africa.
42.3 Neither Party shall assign, pledge or otherwise transfer any of its rights, interest, or obligations hereunder, whether by operation of law or otherwise, without the prior express wrote consent of the other Party.
42.4 This Agreement may be executed in any number of counterparts, and by each of the Parties on separate counterparts, each of which, when so executed, shall be deemed an original, but all of which shall constitute but the same instrument. Delivery of an executed counterpart of this Agreement by telefacsimile shall be equally as effective as delivery of a manually executed counterpart of this Agreement. Any Party delivering an executed counterpart of this Agreement by telefacsimile shall also deliver a manually executed counterpart of this Agreement, but the failure to deliver a manually executed counterpart shall not affect the validity, enforceability, or binding effect of this Agreement.
42.5 The rights and remedies of the Parties hereunder are cumulative and not exclusive of any rights or remedies which the Parties would otherwise have. No single or partial exercise of any such right or remedy by a Party, and no discontinuance of steps to enforce any such right or remedy, shall preclude any further exercise thereof or of any other right or remedy of such Party.
42.6 This Agreement contains the entire agreement of the Parties concerning the transactions contemplated hereby and supersedes all prior written and oral agreements, and all contemporaneous oral agreements, relating to such transactions.
42.7 The exhibits or schedules attached hereto are an integral part hereof and all references herein to this Agreement shall include such exhibits and schedules.
42.8 Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in any other jurisdiction.
42.9 This Agreement shall be binding upon and shall inure to the benefit of each of the Parties and their respective successors and permitted assigns.
42.10 If ECOMLI (Pty) Ltd institutes legal action against the client resulting from this agreement, the client will be liable for the legal costs of ECOMLI (Pty) Ltd on an attorney and own client scale.