WHEREAS, the Service Provider agrees to deliver digital services/products to the Customer under the terms set out in this Agreement, which shall be governed by and construed in accordance with the laws of the Republic of Mauritius.

1. Interpretations and Definitions

1.1 “Project” refers to any continuous or once-off digital service/product provided by the Service Provider to the Customer.

2. Terms of Service

2.1 The Service Provider will deliver the digital services/products as described in detailed quotations and correspondence, which upon acceptance by the Customer, will form a binding contract.

3. Variations from Quotations

3.1 Due to the evolving nature of digital services, quoted prices are subject to changes based on project adjustments mutually agreed upon by both parties.
3.2 Written communications, including emails and messages, may alter project specifications and affect pricing.
3.3 The Service Provider will provide written estimates for project variations when requested.

4. Invoicing and Payment

4.1 The frequency of invoicing will be outlined in service estimates.

4.2 Subscription or service fees are payable monthly or annually in advance to ensure service continuity.

4.3 The first invoice for a monthly subscription covers two months to prevent service interruptions due to payment delays.

4.4 Consultancy fees are billed in arrears upon completion of work.

4.5 Payments are due within the terms specified on the invoice. Late payments may result in suspension of work and services without notice.

4.6 Up to 4% may be charged additionally to any billed service due to exchange rate fluctuation, and an additional 4% may be added to cover bank charges and card fees. These charges will be reflected on the invoice without prior notice, depending on the currency exchange rate at the time of invoicing.

4.7 For ad-hoc billing of advertising or usage-based services, the Service Provider may retain up to 30% of the agreed budget for management purposes, including but not limited to bank charges, advertising overspend, and other unforeseen costs that may be incurred during the billing process.

5. Discounts

5.1 Discounts received from third-party suppliers may be passed on to the Customer at the Service Provider’s discretion.

5.2 Terms of any discounts will be specified and are subject to changes based on supplier policies.

5.3 In the event that the client defaults on signing the annual contract or if the business downscales during the contract period, the Service Provider remains committed to the agreement. The client is still obligated to pay for all licences as originally agreed, regardless of any reduction in the number of active users. While reductions in the number of licences are not permitted, clients may increase the number of licences as needed, subject to the Service Provider’s approval and the applicable pricing.

6. Hourly Rate Charges / IT Support

6.1 Standard hourly rates apply unless a support package on retainer is agreed upon.

6.2 Support services will continue until terminated in writing by the Customer.

7. Performance

7.1 The Service Provider aims to ensure reliable service but is not liable for disruptions caused by third-party services or factors beyond its control.

7.2 Performance issues caused directly by the Service Provider will be resolved at no additional cost to the Customer.

8. Information and Content Supplied by the Customer

8.1 The Customer is responsible for providing accurate information necessary for project completion.

8.2 The Service Provider is not liable for issues arising from incorrect information provided by the Customer.

9. Delays

9.1 The Service Provider is not liable for delays caused by the Customer, such as delayed feedback or data provision.

10. Pre-Existing Services

10.1 No liability is assumed for services not set up or developed by the Service Provider.

11. Backups

11.1 Customers are responsible for data backups unless a specific backup service is part of the subscription.

12. Termination or Suspension of Work and Breach of Contract

12.1 Contracts may be terminated if obligations are not met, with appropriate notice given based on the severity of non-compliance.

12.2 Cancellation of recurring services requires a minimum of 30 days’ notice from the date of the final billing cycle.

13. Project Completion

13.1 Projects are considered complete upon Customer sign-off or if no objections are raised within 7 days of project delivery.

14. Indulgence

14.1 No indulgence granted by either party shall constitute a waiver of that party’s rights under this Agreement.