Terms

These are the Standard Terms and Conditions for Website Design and Development in the agreement between IDS WebDesign and all there Website Development  Clients.

All quotations are valid for 30 continuous days from date of quotation unless otherwise specified in official IDS WebDesign or IDS Hosting correspondence.

Fees Payable for Website Design and Development

• A 50% deposit of the total fee payable under the contract is due immediately upon the signing of the contract.
• The remaining 50% shall become due when the work is completed to the reasonable satisfaction of the Client but subject to the terms of the Approval of Work and Rejected Work clauses.
• IDS WebDesign reserves the right not to begin the Work until the said deposit has been paid in full.
• The 50% deposit is only be refundable if IDS WebDesign has not fulfilled its obligations to deliver the work in the promised time frame.
• The deposit is not refundable if the development work has been started and the client terminates the contract by no fault of IDS WebDesign.
• The fee quoted in this contract does not include the cost of domain registration, or web hosting, unless otherwise stated by IDS WebDesign in writing.

Supply of Materials

• The Client is to supply all materials and information required for IDS WebDesign to complete the Work in accordance with the agreed specification.
• Such materials may include, but are not limited to, photographs, written-copy, logos and other printed materials.
• Where the Client’s failure to supply such materials leads to a delay in completion of the work, IDS WebDesign has the right to extend previously agreed deadlines for the completion of the Work by a reasonable amount.
• Materials supplied for development, as a scope of work needs to be clear in totality with page by page instructions. Should the website development scope of work not comply or be unclear the developer can call for a new/updated detailed written scope of work before proceeding and completing the project.
• Where the Client’s failure to supply materials prevents progress on the Work for more than 21 days, IDS WebDesign has the right to invoice the Client for any part or parts of the work already completed.

Design & Development Variances

• During the Website Design phase the client is offered the opportunity to receive multiple proposals and revisions to the design.
• IDS WebDesign has the right to limit the number of design proposals to a ‘reasonable’ amount, and may charge for additional designs if the client makes a change to the original design specification.
• The Website Development phase will be flexible and allow certain variances to the original specification.
• However, any ‘major’ deviation from the specification above will be charged at the rate of R275 per hour.
• Any changes deemed to be ‘major’ will be identified and quoted before development proceeds.

Project Delays & Client Liability

• The proposed time frames are contingent upon full co-operation of the client, and complete & final content and photography for the web pages.
• During development there is a certain amount of feedback required in order to progress to subsequent phases.
• It is required that a single point of contact be appointed from the client side, and be made available on a daily basis in order to expedite the feedback process. Furthermore, incomplete content, or content requiring alteration during the development phase can add delay to the project.
• IDS WebDesign cannot be held to the agreed delivery date if the above conditions are not met.
• If the website development is delayed for more than 2 weeks by the client, or is halted indefinitely, IDS WebDesign can request full and final payment for the services specified in this proposal.
• If this occurs, additional costs may be imposed if the project is resumed at a later date.

Approval of Work

• On completion of the Work, the Client will be notified and have the opportunity to review it.
• The Client should notify IDS WebDesign, in writing, of any unsatisfactory points within 14 days of receipt of such notification.
• Any of the Work which has not been reported in writing to IDS WebDesign as unsatisfactory within the 14 day review period will be deemed to have been approved.
• Once approved, or deemed approved, work cannot subsequently be rejected, and the contract will be deemed to have been completed and the 50% balancing payment will become due.
• The Contract will remain in effect until all obligations have been completed in terms of this Clause.

Rejected Work

• If the Client rejects the Work within the 14 day review period, or will not approve subsequent Work performed by IDS WebDesign to remedy any points reported by the Client as unsatisfactory, and IDS WebDesign considers that the Client is unreasonable in his repeated rejection of the Work, the contract will be deemed to have expired and IDS WebDesign can take any legal measures to recover both payment for the completed Work and reasonable expenses incurred in recovering payment.

Payment

• Upon completion of 14 day review period, IDS WebDesign will invoice the Client for the 50% balancing payment in accordance with the clause Fees Payable for Website Design and Development. hereof, which, in the absence of agreement to the contrary, is to be paid by the Client on receipt of the invoice.

Remedies for Overdue Payment

• If payment has not been received by the due date, IDS WebDesign has the right to suspend ongoing work for Client, until such time that full payment of the outstanding balance has been received.
• If full payment has still not been received 30 days after the due date, IDS WebDesign has the right to replace, modify or remove the Web Site and revoke the client’s license of the Work until full payment has been received.
• By revoking the Client’s licence of the Work or removing the web site from the Internet, IDS WebDesign does not remove the Client’s obligation to pay any outstanding monies owing.

Intellectual Property

Website and Software Design

• Website, Software and Applications designed and created by IDS WebDesign for Clients should be treated as Trade Secrets and remain the property of IDS WebDesign.
• Such creative work or the information contained within them must not be passed to third parties or publicly disseminated without prior written authorisation from IDS WebDesign. This includes, but is not limited to technical features, functionality of the applications, graphic design, user interface, and pricing information.

Warranty by Client as to Ownership of Intellectual Property Rights

• The Client will obtain all the necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names and trademarks or any other material it supplies to IDS WebDesign and/or includes in the Client’s website or web applications.
• The conclusion of a contract between IDS WebDesign and the Client shall be regarded as a guarantee by the Client to IDS WebDesign that all such permissions and authorities have been obtained and that the inclusion of such material on the Website or in the software would not constitute a breach of contract.
• By agreeing to these terms and conditions, the Client removes the legal responsibility of IDS WebDesign and indemnifies the same from any claims or legal actions however related to the content of the Client’s website or software.

Licensing

• Once IDS WebDesign has received full payment of all outstanding invoices and the work has been approved by the Client in accordance with the Approval of Work clause.
• The Client will be granted a licence to use the website and its related software and contents for the life of the website.
• IDS WebDesign assumes all content supplied by the client is free of copyright, and IDS WebDesign takes no responsibility whatsoever for using copyrighted material on the site or in the software that has been supplied by the Client.
• The Licence of use can be transferred to another party if that party has bought or acquired the business from the Client.
• Written notification must be made to IDS WebDesign if the Licence is to be transferred.

Trade Secrets

• Any website code that is not freely accessible to third parties and not in the public domain, and to which IDS WebDesign or their suppliers owns the copyright, may not be copied, published, distributed or passed to any third parties in any form without prior written consent from IDS WebDesign.
• Unless previously agreed otherwise in writing, no modifications may be made by the Client or any third party to code to which IDS WebDesign or their suppliers owns the copyright.
• IDS WebDesign acknowledges the intellectual property rights of the Client.
• Information passed in written form to IDS WebDesign, and that the Client has indicated is confidential or a trade secret, will not be published or made available in any other way to third parties without the prior written consent of the Client.

General 

• 50% deposit is required for quoted websites, the difference payable before the site is handed over.
• Unless specified general quotes are approximate values until detailed information is obtained.
• Prices are inclusive, VAT registration is pending.
• Once the deposit has been paid, we accept the website development has started and terms & conditions have been read & accepted.
• Should website contents be requested (in order to complete and hand over the website) and not be received within 21 (twenty one) days we may invoice for all outstanding costs.
• Website design & development costs are based on time.
• Unless otherwise quoted, an entry level websites maximum development time is 10 hours.
• Should a websites time expire as per a quotation or standard time limit for a given website development package, the client will be consulted on which option to follow, (1) continue on an hourly basis, (2) supply a quotation to complete the site, or (3) stop all further website development.
• The required purchase of software, images etc not included in the original quotation, or as a result of client/s decision during the development process will require payment in full before said product/ additional services are purchased.
• No Open Source Software is sold by IDS.
• IDS recommends hosting websites it develops to guarantee software compatibility.
• Websites hosted by IDS Hosting will receive priority support.
• Websites developed by IDS and not hosted by IDS may incur additional costs due to compatibility and or uploading issues.
• All additional costs will be invoiced at the current hourly rate as advertised on the various web development websites owned &/or managed by IDS.
• Hand over of the website by means of releasing the access link/s & codes for admin access or any other access to the website will only be done once final payment has been received.
• Unless otherwise quoted in writing, IDS web development rates are: R275/hour. (2013 rates, updated Feb 2013)
• Payment of the final web design invoice confirms the acceptance and handover of the website in full.
• IDS reserves the right to update these terms & conditions at any time without consultation &/or notification.