1. INTRODUCTION

All services provided by Kreatif Code & Design CC (“Kreatif”) to you are subject to the terms and conditions contained in this agreement (“the terms”).

The terms have been:

• designed to promote ease of doing business with us;
• designed for your protection;
• designed to be read with the agreement as defined below; and
• designed for our protection.

2. INTERPRETATION

In this agreement – clause headings are for convenience and shall not be used in its interpretation; unless the context clearly indicates a contrary intention – an expression which denotes – any gender includes the other genders; a natural person includes an artificial person and vice versa; the singular includes the plural and vice versa; the following expressions shall bear the meanings assigned to them below and cognate expressions bear corresponding meanings –

• “the agreement” – means the retainer agreement or online marketing agreement which you have concluded with Kreatif and to which these terms apply;
• “business day” – any day other than a Saturday, Sunday or official public holiday in the Republic of South Africa;
• “domain name” – the domain name that is linked to the IP address in respect of your website;
• “effective date” – the date that the retainer agreement is signed;
• “parties” – you and Kreatif;
• “print and design services” – the print and design services detailed in the quotation or the proposal;
• “proposal” – the final proposal signed by Kreatif and detailing the scope of the services and the approximate cost in providing same to you;
• “quotation” – the final quotation prepared and signed by Kreatif and delivered to you in respect of the services;
• “services” – the website services or print and design services to be rendered by Kreatif to you from time to time in accordance with the terms and the agreement;
• “termination date” – the date of termination of this agreement for any reason whatsoever;
• “VAT” – Value Added Tax as levied in terms of the Value Added Tax Act No. 89 of 1991;
• “web hosting account” – the account through which Kreatif provides the storage, connectivity, and services necessary to serve files for a your website; and
• “website services” – the website services detailed in the quotation or the proposal.
• any reference to any statute, regulation or other legislation shall be a reference to that statute, regulation or other legislation as at the signature date, and as amended or substituted from time to time;

if any provision in a definition is a substantive provision conferring a right or imposing an obligation on any party then, notwithstanding that it is only in a definition, effect shall be given to that provision as if it were a substantive provision in the body of this agreement;

• where any term is defined within a particular clause other than this 1, that term shall bear the meaning ascribed to it in that clause wherever it is used in this agreement;
• where any number of days is to be calculated from a particular day, such number shall be calculated as excluding such particular day and commencing on the next day. If the last day of such number so calculated falls on a day which is not a business day, the last day shall be deemed to be the next succeeding day which is a business day;
• any reference to days (other than a reference to business days), months or years shall be a reference to calendar days, months or years, as the case may be;
• the use of the word “including” followed by a specific example/s shall not be construed as limiting the meaning of the general wording preceding it and the eiusdem generis rule shall not be applied in the interpretation of such general wording or such specific example/s.

3. Proposals AND Quotations

All proposals and quotations are valid for one month from the date of the proposal or quotation in question, unless agreed otherwise in writing by Kreatif. The services will be further detailed in Annexure A to the agreement. The services do not include on-site software installation or software setup and adjustment. If any additional support work is required, a separate proposal and quotation will be provided to you. Prior to the commencement of the services, you must:

• agree to the proposal and the quotation in writing; and
• sign the agreement / accept the quotation.

4. FEES AND Payment Terms: WEBSITE SERVICES

Unless otherwise stated, website services will commence when you have:

• approved the quotation and the proposal as provided for in clause 3.5.1; and
• paid a deposit equal to 50% of the total fee quoted on the signed quotation upfront (“the fee”).

You will be invoiced for the next 40% of the fee on completion of the services unless otherwise agreed between us in writing. The final 10% of the fee must be paid by you to Kreatif in full before a website will be published “live” on the internet. Should Kreatif be unable to complete the website within the agreed timeframe due to your inability to supply the necessary documentation or images, then Kreatif will issue an interim invoice for any work completed to date.

All invoices are payable within 7 (seven) days of presentation free from deduction, set off or bank charges. Any amounts not paid as provided for in paragraph 4.5 above shall bear interest at the rate of 5% per month. Without prejudice to any other rights or remedies of KREATIF hereunder, KREATIF shall be entitled to suspend the performance of any of its obligations under the terms for such period as any amounts due to it by you are overdue for payment.

5. Payment Terms: print AND design SERVICES

Unless otherwise stated, design services will commence when you have:

• approved the quotation and the proposal as provided for in clause 3.5.1; and
• paid the deposit (if any) stipulated on the quotation or the proposal.

Deposits are non refundable. All invoices are payable within 3 (three) days of presentation free from deduction, set off or bank charges. You will be required to make payment in full of any amount due to Kreatif in respect of the print and design services prior to or on delivery thereof. Kreatif reserves the right to levy a late payment fee of 5% per month.

7. Website Maintenance

Kreatif will perform regular website maintenance when requested at its standard hourly fees as amended from time to time. Any changes, additions or deletions to your website (for example relating to text, pages, photographs, graphics and tables) will be charged at Kreatif’s standard hourly rate with a minimum one (1) hour being charged. Should you require regular maintenance to your website, you can choose to establish an annual maintenance contract.  Such annual maintenance contracts are website specific and details will be negotiated with you on an individual basis.

8. Site Alterations

Kreatif will not accept any responsibility for any alterations performed by either you or a third party. Such alterations include, but are not limited to, additions, modifications and/or deletions to a website or other products arising out of or relating to the services. If Kreatif is required to correct any errors resulting from such alterations, you will be charged for such work at Kreatif’s standard hourly rate.

9. Website Content

This requirement applies to websites designed and constructed by Kreatif and/or websites hosted by Kreatif. Kreatif will comply with all requests from South African and State Government authorities to close down any site under its control. You are required to ensure that the content of your website meets all current South African legislation regarding publications. You hereby indemnify Kreatif in respect of any claims, costs and expenses that may arise from any material included on your website. Kreatif reserves the right not to include any material supplied by you if Kreatif deems it inappropriate or offensive or host any website that contains such inappropriate or offensive material. Any site hosted by Kreatif that is found to contain inappropriate or offensive material will be closed down. Once the inappropriate or offensive material has been removed the site will be re-established.

10. Data Copyright

You are required to obtain all necessary permissions and authorisations in respect of the use of all copy, graphics, registered company logos, names and trademarks or any other material supplied by you to be placed on your website by KREATIF. Supply of abovementioned material by you shall be regarded as a guarantee by you to Kreatif that all such permissions and authorisations have been obtained. No responsibility will be accepted by Kreatif for damages to or losses incurred by you from the use of material for which the required permission or authorisations has not been obtained. All original graphics designed and supplied by KREATIF, remain the property of Kreatif until all amounts owing to it arising out of the services are paid in full, at which time ownership and copyright of said graphics will reside with you. All JavaScript, Flash and database management algorithms not designed specifically for your website, will remain the property of KREATIF.

11. Data Errors & Liability

Kreatif will exercise all due care to ensure that sites worked on by Kreatif are free of errors. Kreatif will correct any errors made by their staff in the course of working on a client’s site. It is essential that you carry out a full review of the web-site prior to publishing to the final “live” host server. Testing will be carried out within a secure temporary test location where necessary. Once you “sign off” on the web-site (take responsibility for content and operation), and any final payments are complete, the website will be published on its designated final “live” host server. Kreatif does not accept any responsibility for losses or damage arising from errors within any site, or for losses or damage arising from a site that is not placed “live” on the Internet.

12. Domain Name & Hosting Renewal

Kreatif will advise customers of domain name and hosting account renewal via the issuing of a renewal invoice (“the renewal invoice”). If Kreatif has not received the invoice payment by the hosting account expiry date, your hosting account will be suspended for one week whereupon the account will be terminated and your domain name account will expire on that day. The recovery of these terminated or expired accounts will attract a setup fee and the recovery will proceed once the renewal invoice and the aforementioned set up fee has been paid. Kreatif will not be held responsible for the business loss associated with the termination or expiry of a hosting account or a domain name account through non payment of a renewal invoice.

13. Disclaimer

Kreatif will use all reasonable efforts to include accurate and up-to-date information on www.kreatif.co.za and all Kreatif customer web-sites, but Kreatif assumes no responsibility for the accuracy of such information and such information is subject to change at any time without notice. Kreatif makes no warranties or representations of any kind with respect to the information on www.kreatif.co.za and all customer web-sites, express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose. All users agree that all access to and use of www.kreatif.co.za and any linked web-site and the content thereof is at their own risk. Neither Kreatif nor any party involved in creating, producing or delivering www.kreatif.co.za and all Kreatif customer web-sites shall be liable to any person for any direct, incidental, special, consequential, indirect or punitive damages arising out of access to, use of, reliance on or inability to use www.kreatif.co.za and all Kreatif customer web-sites, or any errors or omissions in the content thereof.