TERMS & CONDITIONS
Terms expressly stated in an agreement take precedence over Standard Terms and Conditions contained below.
“World Wide Creative” shall mean World Wide Creative (Pty) Ltd, registration number 2013/076926/07 of 62 Sir Lowry Road, Woodstock, Cape Town.
“Services” shall mean any work, including project or professional services performed by World Wide Creative for the Customer.
“Completion” shall mean acceptance by the Customer (sign-off) of the services or go-live of the developed project or solution (if applicable) as the case may be.
“Customer” shall mean the natural or juristic person who has contracted with World Wide Creative for the performance of the Services.
Payment terms are strictly within 15 days from date of invoice, unless agreed otherwise in writing by World Wide Creative. World Wide Creative reserves the right to charge interest at the prime-lending rate for any monies owing after 30 days. All standard services are invoiced monthly in advance and our standard payment terms apply from the date of invoice unless agreed otherwise by both parties. Where a fixed cost is provided for services, the contract will outline the payment schedule. If a site is to be hosted on a server which is not owned and managed by World Wide Creative, World Wide Creative reserves the right to delay moving the site across to the external server until payment for the site in question is received in full.
We are able to accept the following methods of payment for any products or services provided:
– Company or personal cheques, made payable to “World Wide Creative”
– Direct deposits to our bank account
First National Bank
Rates and Other Charges
All rates and charges quoted by World Wide Creative exclude taxes (including value added tax, rates or levies which shall be payable at the then prevailing rates). VAT at the Standard Rate of 14% will be charged on all rates and charges payable by the Customer.
Unless clearly stated in the costs of the proposal/project outline the following costs are not included and will be billed for separately:
Third Party Plugins, Licensed Fonts, Ongoing Web Marketing Cost (inc. any SEO), Copywriting, Photography and Paid for Imagery.
For many of our projects, we use Google’s site search API. The cost of this for the first year is included in your overall project cost (up to 20,000 site queries), however, after the first year, the annual renewal will be billable. For more information please visit: http://www.google.com/enterprise/search/products/gss.html. If integration is required on a project, that was not identified prior to the project beginning, then World Wide Creative reserve the right to quote to scope that element of the project and then re-quote on the project. World Wide Creative will only purchase these or carry out the services once the client has approved the additional costs.
In the case of integration with payment gateways, the costs indicated govern integration on a light scale where all secure information is entered and managed in a 3rd party domain and once complete the user is simply redirected to the WWC built property with the payment status notification. For larger scale payment gateway integrations, a separate cost will need to be provided based on the extent of the integration. If you require the site to be hosted on a server other than World Wide Creative’s we will charge a fee equivalent to 1 days worth of developer time at the quoted hourly rate for linux based servers and a fee equivalent to 3 days worth of developer time at the quoted hourly rate for non linux-based servers as setting up on these servers require changes to the Webcan system.
World Wide Creative Obligations
World Wide Creative will ensure that all employees and/or contractors have the necessary levels of skill and qualification in order to deliver the Services. World Wide Creative expects to conduct business with you in a professional manner, and believes that maintaining a good relationship with you is one of our highest priorities. Both of us will act in good faith at all times when dealing with each other.
Unless otherwise agreed by World Wide Creative in writing, the Services shall be performed by World Wide Creative during its normal business hours from Mondays to Fridays, excluding public holidays. Unless otherwise agreed to by the parties, Services provided outside World Wide Creative’s normal business hours shall be subject to rate increases according to those prescribed by the government and agreed to between the parties in writing.
Scope and Specification of Work
Before we proceed with any work for you, it is necessary that we jointly agree on the general scope and boundaries of work that we will be expected to undertake for you. Following an agreement regarding the overall scope of the work required, we will proceed to establish a specification and produce a proposal that details your existing situation and our suggested course of action. We cannot be responsible for mistakes that occur as a result of World Wide Creative not being provided with complete and timely information from you. We expect that you will supply information regarding anything that may affect the work we are doing as soon as it is available to you. Should the scope of work to be performed extend beyond the ones as indicated in the proposal; an adjusted Services cost will be negotiated with the Customer.
Alterations to Existing Services
(project development and retainer services)
At your request we will alter your existing project outline or future retainer agreements during the contracted term, at a rate quoted on that date, provided that doing so does not cause a loss of revenue to World Wide Creative. Where we are providing a service that involves another party providing a substantial part of that service we reserve the right to pass on any cancellation costs we may incur as a result of your choosing to alter the terms of your service with us, provided we have informed you of this cancellation charge a reasonable period in advance.
Unless stated otherwise in the proposal or project specification the Customer will have one design iteration with initial designs and one design iteration with final designs, although any change requests in the final design iteration can not be related to the initial look and feel signed off in the initial designs.
Browser and Device Compatibility
For full information regarding our browser and device compatibility, please refer to the browser and device compatibility document attached to your proposal.
World Wide Creative warrants that the Services will be performed in accordance with generally accepted industry practices, will conform in all material respects to the agreed specification documentation and are free from willfully destructive code and errors. World Wide Creative will not be liable for a breach of any such warranty unless the breach is reported to World Wide Creative within 14 (fourteen) days after Completion of the Services or after the product has gone live (whichever is sooner) and, having been given reasonable opportunity by the Customer to rectify any such breach, World Wide Creative fails to do so within a reasonable time and without additional charges to the Customer. Any issues reported outside of 14 (fourteen) days after Completion of the Services will be
rectified at the Customer’s expense. This warranty excludes all other conditions or warranties, express or implied, statutory or otherwise
(including but not limited to fitness for any particular purpose). World Wide Creative shall not be liable for any services, products, or items provided by any third party. Support contracts are available to cover any issues that may arise outside of the warranty above. World Wide Creative will not be liable for any breach resulting from changes, modifications, or enhancements made in the Customers environment, to any World Wide Creative product or project or the environment itself, by a non-World Wide Creative employee or representative.
Delays may occur during a project of this nature and scale. When a stage of the project is running late, it is the duty of World Wide Creative to communicate the impact of the delay on the project live date. Feedback is expected at each of the project stages from the Customer. This is critical to the work running on time. Should the delay occur due to lack of communication from Customers side or a third party nominated by the Customer, the knock-on effect on the schedule must be factored into the timeline of the entire project. Should the project be delayed due to proven negligence from World Wide Creative, the Customer retains the right to cancel the project. Should this occur, World Wide Creative must hand over all work to date, with the proviso that payment in full should be made for work done to date.
Where we have agreed to provide you with ongoing services, we may not issue a formal quote for each activity that you request us to perform. In this case you will be billed on a time and materials basis at a rate we have both previously agreed or otherwise at the prevailing rate according to our published Price List. We may ask you to confirm each of your requirements in writing until we are satisfied that we have an understanding of your ongoing needs and how your organisation operates. Once we have been dealing with you for some time we will generally take instructions from you by any of the following methods:
If you do not wish us to accept instructions by any of these methods, or would prefer a different method of issuing instructions then please let us know. We may ask you to confirm complex or costly requirements in writing for our joint protection.
Dealing with problems that may arise
We classify problems into three demarcated levels:
a) Extreme – Problems which are crippling your website. In the main this relates to hosting and downtime of your website. Response time will be immediate and we promise to use all reasonable endeavours to resolve the problem. This includes resolution during non-working days.
b) Medium Status – Problems which substantially degrade the performance or functionality of the website. This includes e-commerce payment facilities. Response time will be within 24 hours on working days and we promise to use all reasonable endeavours to resolve the problem within 48 hours within working days. If we estimate the resolution to the problem to take longer than 48 hours we will inform you within 24 hours and agree a schedule to fix the problem.
c) Low Status – Minor problems. This includes cosmetic problems relating the “look and feel” of the site or copy changes. Initial response time will be within 24 hours on working days in which to liaise with you and schedule an agreed time within which to fix the problem.
All fix times stated in these terms and conditions are from the time you, the Customer, provide accurate notification of the problem. To ensure resolution you are obliged to assist us in the diagnosis of the problem and implementation of a solution, within reason, if requested by us.
Because your site availability is vital, our Hosting SLA is designed to protect Customers against unscheduled outages. We use Hetzner as our preferred partner and as such our service levels and liability mirror their guarantee. This is available to view on hetzner.co.za. Should Hetzner change their guarantee, we will be bound by their new agreement.
We reserve the right to carry out emergency repair or maintenance work, which can be defined as work required to ensure the continued uptime of the server and website, at any time without triggering any service credits or breach of these terms and conditions. We commit to providing you with as much notice as is reasonably possible.
We will both keep details of our business confidential, with the following exceptions:
a. Either of us may refer to the existence of our commercial relationship with others unless we have both previously agreed not to in writing. This referral is limited to statements of the existence of this commercial relationship and may include the use of any generally available logos and trademarks (with acknowledgements) and links to Internet web sites.
b. Where appropriate, we may agree to the terms of an additional Confidentiality Agreement (also known as a Non-Disclosure Agreement). These Terms and Conditions will take precedence over any additional agreement with regard to the specific prior terms in this section.
You retain all rights with regard to the ownership of copyrights, trademarks and all other intellectual property rights as a result of any work that we carry out for you unless otherwise previously agreed in writing. For work that involves extending or enhancing existing intellectual property that we do not own, you will retain intellectual property rights to our extensions and enhancements. Any work we carry out for you is on a non-exclusive basis unless otherwise previously agreed in writing. We may choose to re-use or publish anything we have developed for you, but we will not include any indicators that would link this re-used or published work with you, unless you give us written permission to do so.
Our liability for failing to meet the conditions laid out in this document are limited to any amount that we have invoiced you for the service within the contract period. We will not be liable for any direct, indirect or consequential loss that you may suffer as a result of a failure to deliver a service except as provided for within this agreement or agreed in writing by a director of World Wide Creative.
We must receive your request to cancel a service at least one month prior to the end of the existing term for that service. Your service will be cancelled not later than one month and one week after receipt of your notice. If you choose to cancel a service before the end of the term for that service you may incur a cancellation charge. We reserve the right to waive any cancellation charges solely at our discretion. The possible waiver of any charges does not imply any commitment by us to do so at any other time. The cancellation charges for the early termination of a service will be proportional to the length of the remaining term. These charges will be calculated based on the loss of revenue for us, but will never exceed the outstanding charges for that term.
World Wide Creative reserves the right to make a charge for any work done by World Wide Creative at the agreed or contracted rates where the work is attributable to the Customer’s failure to observe the Customer’s obligations or which is not covered by World Wide Creative’s warranty. If the provision of the Services is delayed other than through the fault of World Wide Creative, World Wide
Creative will be entitled to charge the Customer at the agreed or contracted rates for any idle time as a result of any delay and/or wasted time incurred due to the default by the Customer or by the provision by the Customer of incorrect or insufficient in formation. For purposes of this clause “idle time” shall mean time during working hours when World Wide Creative’s personnel are unable to perform the Services for the Customer, as a result of Customer’s actions or omissions or Customer’s failure to provide correct and accurate information, and such World Wide Creative personnel cannot reasonably be deployed elsewhere.
Solicitation of Personnel
Unless otherwise agreed to in writing, during the Services engagement period and for a period of one (1) year thereafter, neither World Wide Creative nor the Customer shall employ or solicit for employment any personnel or contractor of the other, or its subsidiaries, directly and substantively working under this agreement. Solution Source Code (including our proprietary Webcan platform) On the Customer’s written request, World Wide Creative will deliver a copy of source code relevant to the
Services, under the following terms and conditions:
The source code may only be used by the Customer for making modifications and updates and may not be used commercially for re-sale. Any modifications made to the source code will void the warranty on the solution during the warranty period. World Wide Creative reserves the right to re-use portions of the code for the delivery of other Services to other Customers.
By having the source code the Customer will obtain and will have access to the Webcan platform, the trade secrets, and confidential information relating to Webcan. The Client acknowledges that by gaining access, either through it’s own team or a third party, to the Webcan code, that the company can not be held liable for any problems that may arise within that code thereafter. World Wide Creative still retains all rights with regard to the ownership of copyrights, trademarks and all other intellectual property rights for the Webcan system. The Client, therefore, acknowledges that to copy the Webcan platform or parts of the Webcan platform for use by anyone other than the client or to create a new website is a breach of the companies copyright and will be subject to a cost of R250,000 per usage, payable by the client to the company with immediate effect.
Other Terms and Conditions
The Services do not include hardware and other hardware-related expenses except where explicitly stated. Travel and sustenance costs are not included unless explicitly stated and will be charged for when required and with the Customer’s prior written approval. Venue hire costs are excluded unless otherwise stated.
Unless otherwise stated, proposals for Services are valid for 30 days. All items remain the property of World Wide Creative until paid for in full. Or in the case of delays until payment has been made for work carried out up until that point. The project Sitestorm meeting will be scheduled to start within 14 days of receiving a signed proposal, or copy of purchase order from the Customer, as well as the deposit amount for the project. We reserve the right to cease provision of a standard service, with (1) months written notice, if you fail to
meet your obligations under these Terms and Conditions. The Customer may cancel or substitute attendees on a scheduled training event, subject to the following training cancellation charges:
• More than 30 days before the start of the training: No charge.
• 14 to 29 days before the course start date: 50% of the training cost for the scheduled event.
• Within 14 days of the course start date: 100% of the training cost for the scheduled event
The terms and conditions contained within these terms and conditions are subject to the laws of South Africa and both parties agree to submit to the exclusive jurisdiction of the South African courts.