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.
- You shall provide to us the content of the Web
- We shall not make any additions or alterations
to the content of the Web Site without first obtaining your
- 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.
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.
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.
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;
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.
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.
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
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
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 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.
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.
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.
- 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 known to either of the Parties
prior to the date that it was received from the other party;
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.
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.
The validity and interpretation of this agreement
will be governed by the laws of the Republic of South Africa.