Welcome to Digitel Africa. These Terms and Conditions (“Terms”) govern your use of our services, including web development, app development, cloud computing, and related digital services provided by Digitel Africa (“Company,” “we,” “us,” or “our”).
By engaging our services, signing a service agreement, making a payment, or otherwise indicating your acceptance, you (“Client,” “you,” or “your”) agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.
If you do not agree to these Terms, please do not engage our services.
2. Definitions
In these Terms, unless the context otherwise requires:
“Agreement” means these Terms and Conditions together with any Service Agreement, proposal, or statement of work accepted by the Client.
“Deliverables” means the websites, applications, software, designs, documentation, or other work product created by the Company for the Client.
“Project” means a defined scope of work with specified deliverables, timeline, and pricing.
“Subscription Services” means ongoing development, support, or maintenance services provided on a recurring monthly or annual basis.
“Service Agreement” means the specific proposal, quote, or contract detailing the scope, pricing, and timeline for services.
“Long-Term Project” means a project with a duration exceeding three (3) months.
“Milestone” means a defined stage of project completion associated with a deliverable and payment.
“Working Days” means Monday to Friday, excluding public holidays in South Africa.
3. Services
3.1 Service Categories
Digitel Africa provides the following categories of digital services:
Web Development: Website design, development, WordPress solutions, e-commerce platforms, and web applications.
App Development: Mobile and web application development, UI/UX design, custom integrations, and AI automation solutions.
Cloud Computing: Server maintenance, cloud infrastructure, security services, automated backups, load balancing, and disaster recovery solutions.
Additional Services: Single page development, landing pages, maintenance, and custom solutions.
3.2 Service Tiers
Services are offered in three tiers:
Starter: Essential features for businesses beginning their digital journey.
Business: Comprehensive solutions for growing businesses with expanded functionality.
Business+: Enterprise-grade solutions with advanced features, AI integration, and continuous support.
3.3 Scope of Work
The specific scope of services will be defined in a Service Agreement provided to the Client. Any work outside the agreed scope will require a separate agreement and may incur additional charges.
4. Payment Terms
4.1 Payment Structure Overview
Digitel Africa offers three primary payment structures:
Project-Based Payments: Once-off payments for defined projects with milestone-based installments.
Subscription Services: Recurring monthly payments for ongoing development and support.
Long-Term Project Arrangements: Annual payments with deposit requirements for extended engagements.
4.2 Currency
All prices are quoted in South African Rand (ZAR) unless otherwise specified in writing. Clients outside South Africa may be invoiced in USD, EUR or GBP at the prevailing exchange rate at the time of invoicing.
4.3 Taxes
All prices are exclusive of Value Added Tax (VAT) and any other applicable taxes unless explicitly stated otherwise. The Client is responsible for any applicable taxes in their jurisdiction.
5. Project-Based Payments
5.1 Payment Schedule
Project-based payments are structured according to project value and complexity:
5.1.1 Small Projects
50% deposit required before work commences
50% balance due upon project completion and before final delivery
5.1.2 Medium Projects
40% deposit required before work commences
30% due at mid-project milestone (as defined in Service Agreement)
30% balance due upon project completion and before final delivery
5.1.3 Large Projects
30% deposit required before work commences
Remaining 70% divided across defined milestones as per Service Agreement
Final payment due before handover of completed deliverables
5.2 Project Commencement
Work on any project will only commence upon:
Receipt of signed Service Agreement or written acceptance
Receipt of the required deposit payment
Receipt of all necessary materials, content, and access credentials from the Client
5.3 Milestone Payments
For projects with milestone-based payments:
The Company will notify the Client upon completion of each milestone
The Client has five (5) working days to review and approve the milestone or provide specific feedback
Payment for each milestone is due within seven (7) days of milestone approval
Work on subsequent milestones may be paused until payment is received
5.4 Project Completion
A project is considered complete when:
All deliverables specified in the Service Agreement have been provided
The Client has approved the final deliverables or has not provided feedback within ten (5) working days of delivery
Final payment has been received
6. Subscription Services
6.1 Monthly Subscription Services
Monthly subscription services are available for ongoing development, support, and maintenance:
6.1.1 Service Inclusions
Monthly subscriptions may include, as specified in the Service Agreement:
Ongoing development and feature enhancements
Bug fixes and technical support
Security updates and patches
Performance monitoring and optimisation
Content updates and modifications
Server maintenance and backups
Priority response times for support requests
6.1.2 Billing Cycle
Monthly subscriptions are billed in advance on the same date each month
The billing date is determined by the date of initial subscription activation
Invoices are issued five (5) days before the billing date
Payment is due on the billing date
6.1.3 Subscription Commencement
Monthly subscriptions commence upon receipt of the first month’s payment
For new projects, subscription services commence upon project completion
6.2 Annual Subscription Services
Clients may opt for annual subscription payments with the following terms:
6.2.1 Annual Payment Benefits
Discounted rate equivalent to receiving two (2) months free (10 months charged for 12 months service) where applicable
Price lock for the subscription period
Priority support and response times
6.2.2 Annual Billing
Annual subscriptions are billed in advance for the full year
Payment is due within fourteen (14) days of invoice date
Renewal invoices are issued thirty (30) days before the subscription end date
6.3 Subscription Modifications
Upgrades to a higher tier take effect immediately upon payment of the difference
Downgrades take effect at the start of the next billing cycle
No refunds are provided for mid-cycle downgrades
Requests for modifications must be submitted in writing at least fourteen (14) days before the next billing cycle
6.4 Subscription Cancellation
Monthly subscriptions may be cancelled with thirty (30) days written notice
Annual subscriptions may be cancelled at the end of the subscription period with sixty (60) days written notice
Early termination of annual subscriptions may be subject to an early termination fee equal to three (3) months of service fees
Upon cancellation, the Client will receive all work completed to date
7. Long-Term Project Arrangements
7.1 Definition and Qualification
Long-term projects are defined as engagements that:
Have a projected duration exceeding three (3) months; or
Have a total project value exceeding R250,000; or
Involve ongoing development phases with annual payment arrangements
7.2 Annual Payment Structure
Long-term projects with annual payment arrangements follow this structure:
7.2.1 Initial Deposit
A deposit of twenty percent (20%) to fifty percent (50%) of the total annual project value is required before project commencement
The exact deposit percentage will be specified in the Service Agreement based on project scope and complexity
The deposit is non-refundable except as provided in Section 10 (Refunds and Cancellations)
7.2.2 Deposit Percentage Guidelines
Project Size
Typical Deposit
Rationale
Small
50%
Higher deposit for moderate-value projects to secure commitment
Medium
35% – 40%
Balanced deposit reflecting project scale
Medium to Large
25% – 35%
Reduced percentage for larger commitments
Large Enterprise
20% – 30%
Negotiable based on project specifics and client relationship
7.2.3 Balance Payments
The remaining balance (50% to 80%) is payable according to a milestone schedule defined in the Service Agreement
Final payment of no less than twenty percent (20%) is due before project conclusion and final handover
All outstanding amounts must be settled before transfer of intellectual property rights and final deliverables
7.3 Annual Renewal
For multi-year long-term projects:
Annual project scope and pricing will be reviewed sixty (60) days before each anniversary
Price adjustments may be made to reflect changes in scope, market conditions, or cost of service delivery
The Client will be provided with a renewal proposal at least forty-five (45) days before the anniversary date
Continued service is contingent upon acceptance of renewal terms and payment of the annual deposit
7.4 Project Phases
Long-term projects may be divided into phases:
Each phase will have defined deliverables, timeline, and payment requirements
Phase completion requires Client approval before proceeding to the next phase
The Client may elect not to proceed with subsequent phases, subject to payment for completed work
8. Invoicing and Payment Methods
8.1 Invoicing
Invoices will be sent electronically to the email address provided by the Client
Each invoice will detail the services provided, amounts due, payment terms, and payment methods
The Client must notify us of any invoice disputes within seven (7) days of receipt
8.2 Payment Methods
We accept the following payment methods:
Electronic Funds Transfer (EFT) to our designated bank account
Credit or debit card payments (subject to a processing fee of 2.5% – 4.2%)
PayPal or other approved payment platforms (subject to platform fees)
For international clients: Wire/Swift transfer in USD, EUR or GBP
8.3 Payment Terms
Deposits: Due immediately upon acceptance of Service Agreement
Milestone payments: Due within seven (7) days of milestone approval
Final payments: Due before final delivery of deliverables
Subscription payments: Due on the billing date
All other invoices: Due within fourteen (14) days of invoice date unless otherwise specified
8.4 Payment Confirmation
The Client must provide proof of payment for EFT and wire transfers. Payment is considered received when funds are cleared in our account.
9. Late Payments and Consequences
9.1 Late Payment Interest
Invoices not paid by the due date will incur interest at a rate of two percent (2%) per month on the outstanding balance, calculated from the due date until payment is received in full.
9.2 Suspension of Services
We reserve the right to suspend services if:
Any invoice remains unpaid for more than fourteen (14) days past the due date
The Client fails to pay a required deposit or milestone payment
The Client’s account has a pattern of late payments
9.3 Notice of Suspension
Before suspending services, we will:
Send a payment reminder seven (7) days after the due date
Send a final notice of intended suspension seven (7) days before suspension
Suspension will be lifted within two (2) working days of receipt of full payment
9.4 Consequences of Suspension
Project timelines will be extended by the duration of the suspension
We are not liable for any losses or damages resulting from suspension due to non-payment
A reactivation fee may be charged to resume suspended services
9.5 Debt Collection
If payment remains outstanding for more than sixty (60) days, we may:
Refer the debt to a collection agency
Take legal action to recover the debt
The Client will be liable for all collection costs, legal fees, and associated expenses
10. Refunds and Cancellations
10.1 Deposit Refunds
Deposits are generally non-refundable as they secure resources and scheduling
If the Company is unable to commence work within thirty (30) days of the agreed start date due to reasons within our control, the Client may request a full deposit refund
If the Client cancels before work commences, an administration fee of fifteen percent (15%) of the deposit may be retained
10.2 Project Cancellation by Client
If the Client cancels a project after work has commenced:
The Client is liable for payment of all work completed to date
Any unused deposit will be applied to outstanding amounts
If work completed exceeds payments made, the Client must pay the difference within fourteen (14) days
If payments exceed work completed, a refund will be issued minus an administration fee of ten percent (10%)
10.3 Project Cancellation by Company
The Company may cancel a project if:
The Client fails to provide required materials or feedback for more than thirty (30) days
The Client breaches these Terms or the Service Agreement
Continuation becomes impractical due to circumstances beyond our control
In such cases, the Client will be invoiced for work completed, and any excess payments will be refunded.
10.4 Subscription Refunds
Monthly subscriptions: No refunds for partial months
Annual subscriptions cancelled early: Refund calculated at monthly rate for unused full months, minus early termination fee
No refunds for services already rendered
10.5 Refund Processing
Approved refunds will be processed within fourteen (14) working days via the original payment method where possible.
11. Client Obligations
11.1 Cooperation
The Client agrees to:
Provide all necessary materials, content, and information in a timely manner
Designate a primary contact person with authority to make decisions
Respond to requests for feedback or approval within five (5) working days
Provide access to existing systems, hosting accounts, or third-party services as required
Ensure all provided content does not infringe third-party intellectual property rights
11.2 Content and Materials
The Client is responsible for providing all text, images, logos, and other content required for the project
Content must be provided in appropriate formats as specified by the Company
Delays in providing content may result in project timeline extensions
11.3 Approvals
The Client must review and approve deliverables within the timeframes specified
Failure to respond within ten (10) working days will be deemed approval
Changes requested after approval may incur additional charges
11.4 Accurate Information
The Client warrants that all information provided is accurate and complete. The Company is not liable for issues arising from inaccurate or incomplete information provided by the Client.
12. Intellectual Property Rights
12.1 Client Materials
The Client retains all intellectual property rights in materials provided to the Company, including logos, content, and branding materials.
12.2 Company Materials
The Company retains all intellectual property rights in:
Pre-existing tools, code libraries, frameworks, and methodologies
Generic components that may be reused across projects
Proprietary systems and processes
12.3 Transfer of Rights
Upon full payment of all amounts due:
The Client receives ownership of custom deliverables specifically created for the project
The Client receives a perpetual, non-exclusive licence to use any Company materials incorporated into the deliverables
Source code and editable files will be provided as specified in the Service Agreement
12.4 Retention of Rights
Until full payment is received, the Company retains all intellectual property rights in the deliverables. The Client may not use, modify, or distribute incomplete or unpaid deliverables.
12.5 Portfolio Rights
The Company reserves the right to display completed work in our portfolio and marketing materials unless the Client requests confidentiality in writing.
13. Confidentiality
13.1 Confidential Information
Both parties agree to keep confidential any proprietary or sensitive information disclosed during the engagement, including:
Business strategies, plans, and financial information
Technical specifications and source code
Customer data and personal information
Trade secrets and proprietary processes
13.2 Exceptions
Confidentiality obligations do not apply to information that:
Is publicly available through no fault of the receiving party
Was known to the receiving party before disclosure
Is independently developed without use of confidential information
Is required to be disclosed by law or court order
13.3 Duration
Confidentiality obligations survive termination of the Agreement for a period of three (3) years.
14. Warranties and Disclaimers
14.1 Company Warranties
The Company warrants that:
Services will be performed with reasonable skill and care
Deliverables will substantially conform to the specifications in the Service Agreement
We have the right to provide the services and grant the licences described herein
14.2 Warranty Period
A warranty period of thirty (30) days applies from project completion, during which we will fix any bugs or defects at no additional charge, provided they relate to work within the original scope.
14.3 Disclaimers
Except as expressly stated, all warranties, conditions, and representations, whether express or implied, are excluded to the fullest extent permitted by law. Specifically, we do not warrant that:
Services will be uninterrupted or error-free
Deliverables will achieve any particular results or business outcomes
Third-party services or integrations will perform as expected
14.4 Third-Party Components
Deliverables may incorporate third-party components (themes, plugins, libraries) which are provided “as is” under their respective licences. We are not responsible for issues arising from third-party components.
15. Limitation of Liability
15.1 Liability Cap
To the maximum extent permitted by law, the Company’s total liability for any claims arising from or related to the Agreement shall not exceed the total fees paid by the Client in the twelve (12) months preceding the claim.
15.2 Exclusion of Damages
The Company shall not be liable for any:
Indirect, incidental, special, or consequential damages
Loss of profits, revenue, data, or business opportunities
Costs of substitute services
Damages arising from Client’s misuse of deliverables
15.3 Exceptions
Nothing in these Terms limits liability for fraud, gross negligence, or any liability that cannot be excluded by law.
16. Indemnification
16.1 Client Indemnification
The Client agrees to indemnify, defend, and hold harmless the Company from any claims, damages, losses, and expenses (including legal fees) arising from:
Client’s breach of these Terms
Content or materials provided by the Client that infringe third-party rights
Client’s use of deliverables in violation of applicable laws
Client’s negligence or misconduct
16.2 Company Indemnification
The Company agrees to indemnify the Client from claims that deliverables created solely by the Company infringe third-party intellectual property rights, provided the Client promptly notifies us and allows us to control the defence.
17. Termination
17.1 Termination for Convenience
Either party may terminate the Agreement:
For project-based work: With thirty (30) days written notice, subject to payment for work completed
For subscriptions: As specified in Section 6.4
17.2 Termination for Cause
Either party may terminate immediately upon written notice if:
The other party materially breaches the Agreement and fails to cure within fourteen (14) days of notice
The other party becomes insolvent, bankrupt, or enters liquidation
The other party engages in illegal or unethical conduct
17.3 Effect of Termination
Upon termination:
All outstanding payments become immediately due
Each party must return or destroy confidential information of the other
Sections on intellectual property, confidentiality, limitation of liability, and indemnification survive termination
Upon full payment, the Client receives all completed work
18. Force Majeure
Neither party shall be liable for delays or failure to perform due to circumstances beyond reasonable control, including but not limited to:
Natural disasters, pandemics, or epidemics
War, terrorism, or civil unrest
Government actions or regulations
Internet or telecommunications failures
Power outages or infrastructure failures
The affected party must notify the other promptly and take reasonable steps to mitigate the impact. If the force majeure event continues for more than sixty (60) days, either party may terminate the Agreement without penalty.
19. Dispute Resolution
19.1 Negotiation
The parties agree to attempt to resolve any disputes through good-faith negotiation before pursuing other remedies.
19.2 Mediation
If negotiation fails, the parties agree to attempt mediation through a mutually agreed mediator before initiating legal proceedings.
19.3 Legal Proceedings
If mediation fails, either party may pursue legal remedies in accordance with the governing law specified in Section 20.
20. Governing Law
These Terms and any disputes arising from them shall be governed by and construed in accordance with the laws of the Republic of South Africa. The parties submit to the exclusive jurisdiction of the courts of South Africa.
21. Amendments
We reserve the right to modify these Terms at any time. Changes will be effective upon posting to our website. For existing agreements, material changes will be communicated in writing, and continued use of services constitutes acceptance of modified Terms.
22. Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.
23. Entire Agreement
These Terms, together with any Service Agreement, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior agreements, representations, and understandings.
No waiver of any provision shall be deemed a waiver of any other provision or of the same provision on another occasion.
24. Contact Information
For questions about these Terms and Conditions or our services, please contact us:
