TERMS AND CONDITIONS
BLimitless (Pty) Ltd
Acceptance of Quotation by Client signature, Subscription or Payment implies that the below terms and conditions have been
read and understood and accepted by the Client.
The following terms and conditions document is a legal agreement between BLimitless (Pty) Ltd, hereafter “BLimitless” and
“Client” for the purposes of hosting services; website design and development, website maintenance or graphics and branding
design. BLimitless preferred website hosting supplier, eStart Computer Services, will be known as the “Internet Service
Provider” (ISP). These Terms and Conditions set forth the provisions under which the Client may use the services supplied.
BLimitless is an Internet web services, website design & maintenance provider offering the Client graphical and branding
development. BLimitless is an independent contractor for the specific purpose of developing and/or improving a website to be
installed on BLimitless web space or the Clients web space located on an Internet Service Providers (ISP) server elsewhere.
Standard Hosting Services
BLimitless will either secure an account with our preferred ISP on behalf of the Client, or the Client may secure the account
independently. If the Client is not an advanced user of the Internet, the Client is encouraged to use the services of BLimitless
to secure and maintain this account, this also ensures that BLimitless are able to upload the website and guarantee that the
hosting platform supports all functionality. Should the Client already host a website with another hosting company but wants to
move to BLimitless ISP Servers, the Clients domain/s will be transferred to and from ISP free of charge.
The Client hereby authorizes BLimitless to access this account, and authorizes the Web Hosting Service Provider to provide
BLimitless with “write permission” for the Clients web page directory, cgi-bin directory, and any other directories or programs
which need to be accessed for this project. The Client also authorizes BLimitless to publicize their completed website to Web
search engines, as well as other Web directories and indexes, should it so deem.
Domain Name Registration
BLimitless shall make every effort to ensure sites are designed to be viewed by the
majority of visitors. Sites are designed to work with the main browsers Internet Explorer, Google Chrome, Mozilla Firefox latest
releases. Client agrees that BLimitless cannot guarantee correct functionality with all browser software across different operating
Client agrees that after the handover of files, any updated software versions of the main browsers, domain name setup changes
or hosting setup changes thereafter, may affect the functionality and display of the website. As such, BLimitless reserves the
right to quote for any work involved in changing the website design or website code for it to work with updated browser software,
domain name or hosting changes.
Client is aware that some advanced techniques on the Internet may require a more recent browser version and
brand or plug-in. Client is also aware that, as new browser versions of Internet Explorer, Google Chrome, and
Firefox are developed, the new browser versions may not be compatible. In the absence of a Maintenance Agreement
time spent to re-code a site for compatibility due to the introduction of a new browser version will be separately
negotiated and in addition to the base price of our agreement.
Online Stores Only
The text and graphic content of the web pages will be supplied by the Client and executed as specified by the Client in the
“Web Page Planning Worksheet” and/or the “Store Planning Worksheet”. The quotation provided includes the quantities of
products, categories, photos, regular pages, etc. in the final store. Any variations to this will incur additional charges. Product
web pages, products, or photos added after the store is ready for advertising to the Web will be calculated for actual time spent
at the hourly rate specified below.
Client Amends / Changes
BLimitless prides itself in providing excellent customer service. That is the spirit of our agreement and the spirit of BLimitless
business. To that end, we encourage input from the Client during the design process. BLimitless understands, however, that
the Client may request significant design changes to pages that have already been built to the Clients specification. To that
end, please note that our agreement does not include a provision for “significant page modification” or creation of additional
pages in excess of our agreed page maximum. If significant page modification is requested after a page has been built to the
Clients specification, we must count it as an additional page. Some examples of significant page modification at the request of
the Client include:
• Developing a new table or layer structure to accommodate a substantial redesign at the Clients request.
• Recreating or significantly modifying the company logo or other graphics at the Clients request.
• Replacing more than 75% of the text to any given page at the Clients request.
• Creating a new navigation structure or changing the link graphics at the Clients request.
• Significantly re configuring the Clients shopping cart with new product, shipping or discount calculation if an e-commerce
enabled site has been selected by the Client.
If the Client requests significant page modification after the page maximum has been reached, a Change Request with estimated
costs will be submitted for Clients approval prior to changes being done. Moderate changes, however, will always be
covered during our development of the site and also covered by our maintenance agreements.
Maintenance Agreements are negotiated on a Client-by-Client basis as each Client will have differing needs. BLimitless offers
two types of Maintenance Agreements:
a.) The Monthly “Flat Rate” Maintenance Contract – The Client pays a fixed monthly rate for such things as changing the price
of an item, adding additional inventory to online store, addition of email addresses and making minor changes to a sentence or
paragraph, etc. “Flat Rate” Agreement is payable each month, whether the ‘design time’ is used or not. Please enquire for the
b.) The “Adhoc” Maintenance Contract – A monthly chargeable agreement, higher than the “Flat Rate”, yet offering cost savings
on websites with little to no changes. Charges are incurred when Client requests a change.
Changes requested by the Client beyond those limits will be billed at the hourly rate of R500.00 per hour. This rate
shall also apply toward additional work authorized beyond the maximums specified above for such services as:
general Internet orientation education, marketing consulting, web page design, editing, modifying product pages and
databases in an online store, artwork, photos, graphics services, and helping Clients learn how to use their own web
page editor. Programming charges are excluded from the maintenance agreements.
Maintenance Agreements exclude any additional functionality added to the website, for example galleries, calendars, forums,
polls etc. Any website or web page redesigns, graphic design, (banners, advertisements etc.) are also excluded from the
maintenance agreement. Should the Client or an agent, other than BLimitless, attempt to update the website and damage the
design or impair the ability for the web pages to display or function properly, time to repair the web pages will be assessed at
the hourly rate, and is not included as part of the updating time.
There is a one-hour minimum.
Provided that BLimitless may increase its hourly rate as provided for herein on 14 days written notice to Client.
BLimitless will provide both e-mail and telephonic support to the Clients designated representatives regarding management of
the Clients website for a period of 1 month (30 days) upon completion of the website development. Any further support required
will incur a charge.
Work Schedule & Payment Terms
An advance/deposit of 50% of the total cost of the project is required before work can commence, unless otherwise stated.
Only upon receipt of payment, will a project be opened for the services requested. Payment is accepted by Electronic Funds
Transfer (ETF) ONLY, or PayPal for International Clients, in US Dollars unless otherwise agreed. No Cheque deposits will be
accepted. Cash deposits will incur a 10% fee for bank charges. Once BLimitless receives the deposit, basic design concepts
The balance is due and payable on completion of the project or 30 days from commencement of the project, whichever comes
first, unless a contract had been signed, where both parties agree to a 12 month instalment term for the website.
BLimitless is to submit a ‘First Mock-up Draft’ of website no later than ten (10) days after BLimitless receives signed agreement,
along with down payment and initial direction from the Client (Website Design Brief). The Client is to provide BLimitless
with all the data needed to complete the website, including text, company logo, and images. Communication between BLimitless
and Client is crucial during this phase to ensure that the ultimate publication will match the Clients taste and requirements.
Upon completion of this stage, the Client will be asked to confirm acceptance for the basic site design via e-mail or by signing
a printed copy of the design and faxing back to BLimitless. Once acceptance is received from the Client, work will commence
to complete the project. Upon completion of the website, an approval form will be sent to the Client. Client will supply written
approval by printing and signing the approval form, which will be faxed or emailed back to BLimitless.
Final payment to be paid within 30 days of commencement of the project, or upon project completion – whichever comes first.
Any additional charges incurred will be due within seven (7) days after delivery of the project and invoice. All payments are
non-refundable and required even if deliverables are not used by client.
Should payment not be made within thirty (30) days of notification, a late payment penalty of R500 will be charged per month
that the fees remain outstanding. BLimitless reserves the right to remove all web content from the Internet if payment is not
made within thirty (30) days of completion notification. If case collection proves necessary, Client agrees to pay all fees incurred
in that process. Regardless of the place of signing this agreement, Client agrees that for the purposes of venue, this contract
was entered into in Rustenburg, South Africa, and any dispute will be litigated or arbitrated in Rustenburg, South Africa.
BLimitless and Client must work together to complete the website in a timely manner for both parties to remain profitable. We
agree to work expeditiously to complete this project no later than twenty (20) working days from date of cleared deposit and
receiving all relevant material from the Client. BLimitless, however, cannot be held liable for late completion should the Client
not revert with feedback in a timely manner.
Copyright & Trademarks
The Client represents to BLimitless and unconditionally guarantees that any elements of text, graphics, photos, designs,
trademarks, or other artwork furnished to BLimitless for inclusion in web pages are owned by the Client, or that the Client has
permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend BLimitless and
its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.
Client agrees that any material submitted for publication will not contain anything leading to an abusive or unethical use of the
Web Hosting Service, the Host Server or BLimitless. Abusive and unethical materials and uses include, but are not limited to,
pornography, obscenity, nudity, violations of privacy, computer viruses, harassment, any illegal activity, spamming, advocacy of
an illegal activity, and any infringement of privacy. BLimitless reserves the right to determine what is and is not pornography.
The Client hereby agrees to indemnify and hold harmless BLimitless from any claim resulting from the Clients publication of
material or use of those materials. It is also understood that BLimitless will not publish information over the Internet which may
be used by another party to harm another.
Client agrees that it shall defend, indemnify, save and hold BLimitless harmless from any and all demands, liabilities, losses,
costs and claims, including reasonable attorneys fees associated with BLimitless development of the Clients website. This
includes liabilities asserted against BLimitless, its subcontractors, agents, clients, servants, officers and employees, that may
arise or result from any service provided or performed or agreed to be performed or any product sold by the Client, its agents,
employees or assigns.
Client also agrees to defend, indemnify and hold harmless BLimitless against liabilities arising out of any injury to person or
property caused by any products or services sold or otherwise distributed over the Clients website. This includes infringing on
the proprietary rights of a third party, copyright infringement, and delivering any defective product or misinformation which is
detrimental to another person, organization or business.
Assignment of Project
BLimitless reserves the right to assign subcontractors to this project to ensure the right fit for the job as well as on-time completion.
BLimitless warrants all work completed by subcontractors for this project. When subcontracting is required, BLimitless will
only use industry recognized professionals.
Ownership to Web Pages and Graphics
Copyright to the finished assembled work of web pages produced by BLimitless and graphics shall be vested with the Client
upon final payment for the project. This ownership is to include design, photos, graphics, source code, work-up files, text and
any program(s) specifically designed or purchased on behalf of the Client for completion of this project. Stock Images provided
by BLimitless remain the property of BLimitless, unless purchased by the Client.
All materials developed under this contract and intended for publication to the web remain the property of BLimitless until such
time as Client has tendered final payment for the work described herein. At this time, all materials become the property of Client
and may be used by them as desired. Should Client use materials described in this contract on the web before the tender of
final payment, then this contract is breached and appropriate penalties will apply. BLimitless retains the right to display graphics
and other web design elements as examples of their work in their portfolios.
Laws Affecting Electronic Commerce
From time to time governments enact laws and levy taxes and tariffs affecting Internet electronic commerce. The Client agrees
that the Client is solely responsible for complying with such laws, taxes, and tariffs, and will hold harmless, protect and defend
BLimitless and its subcontractors from any claim, suit, penalty, tax, or tariff arising from the Clients exercise of Internet electronic
commerce. Client also understands that BLimitless cannot provide any legal advice.
The Client agrees that BLimitless may put a byline on the bottom of the web pages establishing design and development credit.
Client also agrees that the website created for the Client may be included in BLimitless portfolio.
BLimitless, its employees and subcontractors agree that, except as directed by the Client, it will not at any time during or after
the term of this agreement disclose any confidential information to any person whatsoever. Likewise, the Client agrees that it
will not convey any confidential information obtained about BLimitless to another party.
Rights Upon Termination of Agreement
BLimitless shall transfer, assign and make available to Client all property and materials in BLimitless possession or subject
to BLimitless control that are the property of Client, subject to payment in full of amounts due, pursuant to this agreement.
BLimitless also agrees to provide reasonable co-operation in arranging for the transfer or approval of third parties interest in
all contracts, agreements and other arrangements with advertising media, suppliers, talent and others not then utilized, and all
rights and claims thereto and therein, following appropriate release from the obligations therein.
Cancellation of the project at the request of the Client must be made by registered letter. In the event that work is postponed
or cancelled at the request of the Client by registered letter, BLimmitless shall have the right to retain the original deposit. In
the event this amount is not sufficient to cover BLimitless for the time and expense already invested in the project, the Client
shall be liable to pay for all work completed at the hourly rate. If additional payment is due, this will be billed to the Client within
seven (7) days of notification via registered letter to stop work. Final payment will be expected under the same terms as listed
in point 11 above.
Cancellation of project must be submitted by registered letter to BLimitless, P.O. Box 1078, Waterfall Mall, Rustenburg, North
West, 0299. The cancellation clause of your contract may further specify:
• All materials delivered to the client to date (in connection with that specific project) must be returned.
• Use of work done in connection with the project without your consent could result in additional fees or legal action.
• You will keep all artwork, digital files, disks or CDs prepared in connection with the project, except original created artworks
whichremain the property of BLimitless and can be bought at an additional charge.
An account shall be considered default if it remains unpaid for 30 days from the date of invoice. BLimitless shall be considered
entitled to remove BLimitless and/or the clients material from any and all computer systems, until the amount due has been
fully paid. This includes any and all unpaid monies due for services, including, but not limited to, hosting, domain registration,
design and maintenance, sub-contractors, printers, photographers and photography libraries.
Removal of such materials does not relieve the client of its obligation to pay the due amount. Clients whose accounts become
default agree to pay BLimitless reasonable legal expenses and third party collection agency fees in the enforcement of these
Terms and Conditions.
Any disputes arising from this contract will be litigated or arbitrated in Rustenburg, South Africa. This agreement shall be governed
and construed in accordance with the laws of the Republic of South Africa. Client hereby agree to the terms, conditions
and stipulations of this agreement on behalf of his/her organization or business. This Agreement constitutes the entire understanding
of both parties. Any changes or modifications thereto must be in writing and signed by both parties.
Any disputes in excess of R7000.00 (or the maximum limit for small claims court) arising out of this agreement shall be submitted
to binding arbitration before a mutually agreed upon Arbitrator suitor pursuant to the rules of the South African Arbitration
Association. The Arbitrator’s award shall be final, and judgment may be entered in any court having jurisdiction thereof. The
Client shall pay all arbitration costs, reasonable attorneys fees and legal interest on any award or judgment in favour
In the event that an Arbitrator cannot be mutually agreed upon, that an Arbitrator shall be appointed by the South African Arbitration
The provision of this Arbitration clause shall not preclude either party from approaching a Court of competent jurisdiction on
an urgency basis for any necessary interdictory and/or ancillary relief pending determination of the dispute by Arbitration as
provided for in terms of this clause.
Terms and Conditions
BLimitless does not warrant that the functions contained in these web pages or the Internet website will meet the Clients
requirements or that the operation of the web pages will be uninterrupted or error-free. The entire risk as to the quality and
performance of the web pages and website is with the Client. In no event will BLimitless be liable to the client of any third party
for any damages, including any lost profits, lost savings or other incidental, consequential or special damages arising out of
the operation or inability to operate these web pages or website, even if BLimitless has been advised of the possibility of such
damages. If any provision of this agreement shall be unlawful, void, or for any reason unenforceable, then that provision shall
be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.
The agreement contained in this “Website Design Contract” constitutes the sole agreement between BLimitless and the Client
regarding this website. Any additional work not specified in this contract must be authorized by a written change order. All
prices specified in the quotation will be honoured for fourteen (14) days. Continued services after that time will require a new
This agreement constitutes the entire understanding of BLimitless and Client.
Both parties warrant that they have read and understand the terms set forth in this agreement. This agreement terminates and
supersedes all prior understanding or agreements on the subject matter hereof. Any changes or modification thereto must be
in writing and signed by both parties. The Client agrees to the terms of this agreement on behalf of his or her organization or
Domicilium Citandi et Executandi and Notices:
The parties choose as their domicilium citandi et executandi, their addresses mentioned in the attached invoice, but such
domicilium may be changed by either party by written notice from such party to the other with effect from the date of receipt or
deemed receipt by the latter of such notice.
Any notice, demand or other communication addressed by either party to the other at the latter’s domicilium in terms herewith,
for the time being, and sent by prepaid registered post, will be deemed to be have been received by the latter on the 7th
business day following the date of posting. This provision will not be construed as precluding the utilisation of other means and
methods (including telefacsimile and email) for the transmission or delivery of notices, demands and other communications, but
no presumption and delivery will arise if any such other means or method is used.