WEBSITE TERMS & CONDITIONS for MARLE COETZER CC trading as MC Designs

WEBSITE DESIGN BRIEF

A successful website always starts with a good Design Brief. The more information you can give us, about your company, your market, your competition and your aims for your website, the better we can assess your project.

CONTENT

• You shall provide to us the content of the Web Site.
  
• We shall not make any additions or alterations to the content of the Web Site without first obtaining your prior approval.
  
• You hold all intellectual property rights in and to the content of the Web Site.
  
• You are solely responsible for the accuracy, legality and compliance with any laws of the Web Site.
  
• You are also solely responsible for false, misleading, inaccurate, infringing or dated material constituting the content of the Web Site.
  
• You must maintain confidentiality and are solely responsible therefore of any login and password in respect of the Web Site.
  
• You acknowledge that the Internet Service Provider, or the .za Domain Name Authority, or any other lawful authority may be required in law from time to time to monitor the content of the Web Site and user traffic and provide evidence of same to authorised officials.

WARRANTIES

You warrant as follows:

• You have all intellectual property rights in and to the content of the Web Site.
  
• The Web Site will not contain any material which is offensive or which will infringe or violate any applicable law or regulation in force from time to time.
  
• You agree that any intellectual property rights which are created or developed or used in or in connection with the Web Site or its content by us during the currency hereof, shall remain our property and you shall have no claim thereto, unless otherwise specified in the Proposal.
  
• We will not be held liable or accountable for providing access to or operating facilities for information systems or transmitting or re-routing information on your behalf whilst we host the Web Site.

INDEMNITY

You indemnify us against all liability arising from:

• Any infringement of the intellectual property rights of third parties arising out of the publication thereof on the Web Site.
  
• The publishing of any illegal or unlawful material on the Web Site.
  
• A breach of any of your warranties and of your negligence in respect of the content of the Web Site.
  
• Any negligence by us, any of our employees or agents acting on our behalf.
  
• The storage or publication of any data on the Web Site.
  
• Our removal of any material, or of any offensive material (determined at our sole discretion) from the Web Site either at our own election, or on the instruction of any lawful authority or pursuant to any take down notification in terms of the Electronic Communications and Transactions Act of 2002. We undertake, where we remove content from the Web Site, to notify you thereof in writing.

TERMS AND CONDITIONS

By accepting the Proposal, you have agreed, on behalf of the Client, to be bound by the Terms and Conditions, and confirm that you have read the contents hereof.

Definitions

The following words and phrases shall have the meanings set out alongside them:

• "MC Designs", represented herein by MARLE COETZER CC
• Client" the Client as identified in the Proposal;
• Proposal" the written document to which these terms and conditions are annexed outlining the scope of the work to be done by MC Designs and all associated costs;
• Authorisation" the written authorization annexed to the Proposal completed by the Client;
• Service Schedule" the service schedule annexed to the Proposal;
• Web Site" refers to an application developed by MC Designs for the Client for use on the World Wide Web (hereinafter referred to as www) comprising but not limited to script, code, databases and graphical content;
• Content" refers to material supplied by the Client for use on the www;

Appointment
The Client appoints MC Designs to develop and design the Web Site for use on and access via the www in accordance with the Terms and Conditions.

Duration
This agreement shall commence on the date of signature by the Client of the Authorisation and shall endure until terminated in terms of this agreement.

Client's Obligations
The Client shall be obliged to deliver to MC Designs the specifications, being the concept, design, functional layout and other specifications of the proposed web site (the "Specifications") in order for MC Designs to commence the development of the Web Site.

MC Design's Obligations
MC Designs undertake to:
develop the Web Site using competent and trained staff; andin respect of each Module of the Web Site, ensure that each Module is delivered to the Client on the due date thereof, and that each Module is error free, save for situations where conditions beyond the control of SA Web Design impact on service delivery.

Web Site Maintenance
In the event that the Client elects MC Designs to maintain or update the Web Site, the hourly rate will be R150.00

Variations
The Client shall, at any time within the duration of this agreement, be entitled to change any aspect of the Specifications, or with the consent of MC Designs of the Proposal, provided that:

MC Designs has been notified of such change in writing;
MC Designs has agreed to make the amendment subject to any additional charge which may be raised in respect of such change; and
The date of delivery of the module in respect of such variation shall be extended at the discretion of MC Designs

Development of Website

• The Client has developed the Specifications and compiled the Content of the Web Site in order to provide instruction and guidance to MC Designs to design, develop, and implement the Web Site.
  
• MC Designs accepts the Specifications and undertakes to develop the Web Site as set out in the Specifications and in the Proposal.
  
• MC Designs undertakes to deliver the Modules to the Client on due date as set out in the Proposal, save for situations where conditions beyond the control of SA Web Design impact on service delivery.
  
• If for any reason MC Designs is not able to deliver the Module/s on due date, it shall, immediately on becoming aware of such delay, notify the Client thereof in writing and advise the Client of the revised date on which delivery is due to occur.
  
• MC Designs develops web sites according to the latest standards in HTML and reserves the right to include non-standard mark-up in the Web Site provided there is, in its sole opinion, sufficient support amongst commercial browsers.
  
• The Client shall be responsible to specify browser types and versions that it may require to successfully operate the Web Site on, in the absence of which "browser type" specification is at the discretion of MC Designs.
  
• The Client acknowledges that MC Designs shall not be responsible for losses of any nature arising out of service delivery delays caused by circumstances beyond the control of SA Web Design,

Supply of Material

• The Client must supply all information on the Web Site to MC Designs (the "Content").
  
• The Content must be in digital format.
  
• In the event that the Content is not supplied in digital format, MC Designs may charge an administration fee for re-formatting the Content into digital format, which fee shall be set out in the Proposal.
  
• The Client warrants that the Content is provided free of any viruses to MC Designs and indemnifies MC Designs harmless against any loss or damage it may sustain as a result of breach by it of this warranty.

Site Registration

• Site registration of the Web Site at a selection of prominent local and international search engines is undertaken for the purpose of increasing the publicity of the site on the World Wide Web.
  
• MC Designs provides no warranties about the acceptance or effectiveness of the registration.
  
• Hidden 'meta tags' used by the search engines will be populated throughout the site with a selection of keywords and descriptions at the discretion of MC Designs, unless otherwise instructed by the Client.
  
• Should The Client require these services The Client shall be responsible to provide the necessary "keywords" for the effectiveness of the registration.

Hindering
Where any action or omission of the Client or its agent causes MC Designs not to submit the Web Site to the Client on due date, then the due date shall be extended by the same period as that delay, without any penalty to MC Designs.

Implementation
MC Designs undertakes to complete each Module within the due date for the completion of same as set out in the Proposal, unless such date is extended by the parties by consent.

Payment and Costs
The parties have, by the Client's written acceptance of the Authorisation, agreed on the fee payable.
The Client shall pay MC Designs the fees in the manner as set out in the Proposal.

Confidentiality

• The Parties shall hold in confidence all confidential information received from each other and not divulge the confidential information to any person.
  The Parties shall prevent disclosure of the confidential information, except as may be required by law.
• Within one month after the termination of this agreement, the recipient of confidential information shall return same or at the discretion of the original owner thereof, destroy such confidential information, and shall not retain copies, samples or excerpts thereof.
  It is recorded that the following information will, for the purpose of this agreement, not be considered to be confidential information:
  
• information known to either of the Parties prior to the date that it was received from the other party; or
  information known to the public or generally available to the public prior to the date that it was disclosed by either of the Parties to the other; or
• information which becomes known to the public or becomes generally available to the public subsequent to the date that it was disclosed by either of the Parties to the other, through no act or failure to act on the part of the recipient of such Information; or
  
• information, which either of the Parties, in writing, authorizes the other to disclose.

Copyright and Ownership

• Ownership of all rights including intellectual property rights in and to the software which facilitates the proper functioning of the Web Site, shall vest in MC Designs or in a third party software provider, unless otherwise specified in the Proposal.
  
• The Client acknowledges that MC Designs has conceptualized the design, and layout of the Web Site and that it accordingly owns all copyright in and to the Web Site save for Content that is provided to MC Designs by the Client for use and publication on the Web Site.
  
• The Client bears the responsibility of ensuring that all material used on the Web Site has been cleared for copyright and that its publication on the www is not prohibited by any law.
  
• The Client warrants that the Content of the Web Site in no way affects, limits or otherwise infringes on the rights of any third party.

Limitation of Liability
MC Designs shall not be liable in delict or in contract (or otherwise) for any consequential or direct damage suffered by the Client or any third party, which arises out of or is pursuant to any negligent act or omission of the Client or its consultants.

Warranties by MC Designs
MC Designs warrants that:

• the Web Site is virus free on the date of delivery thereof, or of any Module being a component thereof;
  
• the Web Site has been developed in accordance with the Specifications.

MC Designs do not warrant:

• nor will it be held liable, for any system failure of any third party hardware or software utilized in the development of the Web Site, or any Module in relation thereto;
  
• the success or any Module or feature of the Web Site in respect of any commercial success or viability.

Breach
Without prejudice to any other remedies which either of the Parties may otherwise have in terms of these Terms and Conditions or at law, either of the Parties shall be entitled to terminate this agreement where either of the Parties commits a breach hereof (or of any of the annexures to the Proposal) and fails to remedy such breach within 5 days after receiving written notice from the other party to do so.

Governing law
The validity and interpretation of this agreement will be governed by the laws of the Republic of South Africa.