Terms & Conditions

for Web Development Services

These Terms and Conditions (“Terms”) govern the provision of web development services by Wolf Digital Retail (Pty) Ltd (“we”, “us”, or “our”) to you (“Client” or “you”). By engaging our services, you agree to be bound by these Terms. These Terms form a legally binding agreement between us and you.

These Terms are tailored for our e-commerce web development services and incorporate standard South African legal compliance, including but not limited to the Protection of Personal Information Act 4 of 2013 (POPIA), the Electronic Communications and Transactions Act 25 of 2002 (ECT Act), and the Consumer Protection Act 68 of 2008 (CPA) where applicable. We are committed to protecting the privacy and confidentiality of your company information in accordance with POPIA.

1. Definitions

Agreement: These Terms, together with any proposal, quote, or service agreement provided by us.
Services: Web development services focused on e-commerce shops, including but not limited to website design, development, integration of e-commerce functionalities (e.g., payment gateways, shopping carts), basic search engine optimization (SEO), and related consulting.
Deliverables: Any websites, code, designs, graphics, documentation, or other outputs provided under the Services.
Intellectual Property: Copyrights, trademarks, patents, trade secrets, and other proprietary rights.
Personal Information: As defined in POPIA, any information relating to an identifiable, living natural person or identifiable existing juristic person.
Confidential Information: Any non-public information disclosed by one party to the other, including business strategies, client data, and proprietary materials.

2. Services

We will provide the Services as described in the agreed proposal or quote. Services may include:

Custom e-commerce website development using platforms such as Shopify, WooCommerce, or custom frameworks.
Integration of features like product catalogs, user accounts, payment processing, and shipping modules.
Basic SEO setup and compliance checks for e-commerce standards.
Testing for functionality, security, and cross-browser compatibility.

We reserve the right to subcontract portions of the Services without your prior consent, provided subcontractors are bound by similar confidentiality and quality standards.

3. Fees and Payment

A non-refundable deposit of 50% of the total fee is required before commencing work.
The remaining 50% is payable upon completion and your approval of the Deliverables, subject to the approval process below.
All fees are exclusive of VAT and any applicable taxes or duties.
Payments are due within 7 days of invoice issuance. Late payments incur interest at 10% per annum, compounded monthly.
Additional expenses (e.g., third-party licenses, stock images, domain registration) will be reimbursed by you upon presentation of receipts.
If you cancel the project after commencement, you will be liable for fees proportional to work completed, plus a cancellation fee of up to 20% of the total quote.

4. Client Obligations

Provide all necessary materials (e.g., content, images, logos, product data) in a timely manner and in suitable formats.
Warrant that all materials supplied do not infringe third-party rights and indemnify us against any claims arising from their use.
Responsible for obtaining necessary consents for any Personal Information shared with us.

Delays in providing materials may extend timelines and result in additional fees.

5. Variations and Changes

Minor revisions are included in the quote (up to 2 rounds unless specified otherwise).
Major changes or additions outside the original scope will be quoted separately and charged at our hourly rate of R495 (excl. VAT).
All variations must be agreed in writing.

6. Project Timeline and Delays

Timelines are estimates and depend on your timely cooperation.
We aim to complete projects within the agreed timeframe, but delays caused by you (e.g., late feedback) will adjust deadlines accordingly.
Force majeure events (e.g., acts of God, strikes, pandemics) excuse performance delays without liability.

7. Approval and Revisions

Upon completion, we will notify you and provide access for review.
You must provide written feedback within 7 days. Failure to respond deems the Deliverables approved.
If revisions are needed, we will address reasonable issues at no extra cost. Unreasonable rejections may lead to termination and full payment for work done.
Once approved, the final balance is due, and ownership transfers upon full payment.

8. Intellectual Property

We retain ownership of all Deliverables until full payment.
Upon full payment, we grant you a non-exclusive, perpetual license to use the Deliverables for your e-commerce business.
We may retain rights to underlying code, templates, or tools for our future use.
You grant us a license to use your trademarks and content solely for providing the Services.
We reserve the right to display your project in our portfolio for promotional purposes, unless otherwise agreed.

9. Confidentiality and Privacy

Both parties agree to treat Confidential Information as strictly confidential and not disclose it to third parties without consent, except as required by law.
We comply with POPIA in processing any Personal Information you provide. We will:
- Process Personal Information only for the purposes of providing the Services and in a lawful, reasonable manner that does not infringe your privacy.
- Implement appropriate technical and organizational measures to secure Personal Information against unauthorized access, loss, or damage.
- Not retain Personal Information longer than necessary, unless required by law.
- Notify you promptly of any data breaches affecting your information.
You consent to us processing your Personal Information (and that of your representatives) for the Agreement’s purposes, including sharing with subcontractors where necessary.
We are the “responsible party” under POPIA for any Personal Information we process on your behalf. You indemnify us against claims arising from inaccurate or unlawful data you provide.
For e-commerce sites, you are responsible for ensuring your website complies with POPIA (e.g., privacy policies, consent mechanisms). We can assist with implementation at additional cost but do not guarantee compliance.

10. Warranties and Disclaimers

We warrant that Services will be provided with reasonable skill and care, in line with industry standards.
Deliverables will function as specified for 30 days post-approval; we will fix bugs at no cost during this period.
No warranties on third-party software, SEO rankings, or e-commerce performance (e.g., sales volume).
To the extent permitted by law, we disclaim all implied warranties. We are not liable for consequential losses, including lost profits or data.

11. Limitation of Liability

Our total liability is limited to the fees paid under the Agreement.
We are not liable for indirect, special, or punitive damages, even if advised of their possibility.
You indemnify us against claims arising from your use of the Deliverables, including e-commerce transactions or data breaches on your site.

12. Termination

Either party may terminate for material breach with 30 days’ written notice if the breach is not cured.
Upon termination, you pay for all work completed.
We may suspend Services for non-payment.
Post-termination, confidentiality and IP clauses survive.

13. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the Republic of South Africa.
Disputes shall be resolved through negotiation, then mediation, and if necessary, arbitration in Durban under the Arbitration Foundation of Southern Africa rules.
You submit to the jurisdiction of South African courts.

14. General Provisions

This Agreement constitutes the entire understanding and supersedes prior agreements.
Amendments must be in writing.
If any provision is invalid, the remainder remains enforceable.
Notices must be in writing via email or registered mail.
We comply with the CPA for consumer clients; business clients waive certain protections where permissible.
These Terms may be updated; continued use constitutes acceptance.

For questions, contact us at info@wolfdigitalretail.com.