These Terms of Service ("Terms") govern your access to and use of the XYZ Development website, services, and any related products provided by XYZ Development ("XYZ", "we", "us" or "our"), a sole proprietorship operating from Johannesburg, Gauteng, South Africa. By accessing this website, creating an account, or engaging us for services, you ("you", "the client") agree to be bound by these Terms. If you do not agree, please do not use the site or our services.
1. Acceptance of these terms
By using the XYZ Development website (xyzdevelopment.co.za), creating an account, signing a quote, or otherwise engaging our services, you confirm that you have read, understood, and accepted these Terms together with our Privacy Policy. These documents form a binding agreement between you and XYZ Development.
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 that entity to these Terms.
2. Definitions
- "Services" means any web development, AI integration, e-commerce, automation, brand or digital service offered by XYZ Development.
- "Deliverables" means the websites, web applications, code, designs, brand assets, documentation or other items produced for you under a Project Engagement.
- "Project Engagement" means a specific project with an agreed scope, timeline and fee, set out in a quote, statement of work, or written communication accepted by you.
- "Client Content" means any text, images, logos, data or material you provide to us for use in your project.
- "Account" means the registered account you create on our platform to access your dashboard, projects and tools.
3. Accounts and registration
Some areas of our site (including the client dashboard and internal tools) require an account. You agree to provide accurate, current and complete information during registration and to keep that information up to date.
You are responsible for keeping your password confidential and for all activity that occurs under your account. Notify us immediately at business@xyzdevelopment.co.za if you suspect unauthorised access. We are not liable for any loss caused by your failure to safeguard your credentials.
You must be at least 18 years old (or the age of majority in your jurisdiction) to create an account or engage our paid services.
4. Services we provide
XYZ Development provides custom digital services including but not limited to:
- Custom websites, web apps and progressive web applications
- AI integrations, internal AI tools and automation
- E-commerce store builds and platform integrations
- Workflow automation and operational tooling
- Brand identity and digital launch services
We reserve the right to modify, add to, or discontinue any service at any time, with reasonable notice where this affects an active Project Engagement.
5. Project engagements and quotes
Each Project Engagement is governed by a quote, proposal, or statement of work that sets out the scope, deliverables, timeline, and fees. The quote, when accepted in writing (including by email), forms part of these Terms.
Work outside the agreed scope ("change requests") will be quoted separately and require your written approval before commencement. Reasonable revisions are included as set out in your quote; further revisions may be billed at our hourly rate.
Timelines are estimates given in good faith. Delays caused by late client feedback, missing assets, or third-party services are not the responsibility of XYZ Development.
6. Fees, invoicing and payment
Unless otherwise agreed in writing, our standard payment terms are:
- Deposit: 50% of the project fee on acceptance of the quote, before work commences.
- Balance: the remaining balance is due on completion and before final hand-over of deliverables.
- Smaller projects: may be invoiced in full upfront at our discretion.
- Recurring services (hosting, retainers, subscriptions) are billed monthly in advance.
All fees are quoted in South African Rand (ZAR) and are exclusive of VAT (where applicable) and any third-party costs (domains, hosting, plugins, payment gateway fees, stock assets) which are billed at cost.
Late payments may attract interest at the prime lending rate of South Africa plus 2%. We reserve the right to suspend services or withhold final deliverables until all outstanding amounts are settled.
7. Intellectual property
On full payment of all fees due under a Project Engagement, you receive a worldwide, perpetual licence to use the Deliverables for your own business purposes. Custom-developed code, designs, and brand assets are transferred to you on full payment, except for:
- Our pre-existing tools, frameworks, components and libraries, which remain our property and are licensed to you for use within your Deliverables.
- Any third-party software, fonts, plugins or APIs, which remain governed by their own licences.
XYZ Development retains the right to display non-confidential portions of the work in our portfolio, case studies and marketing material, unless you request otherwise in writing.
8. Client content and warranties
You warrant that any Client Content you provide:
- is owned by you or properly licensed for the use intended;
- does not infringe any third-party rights, including copyright, trademark, or privacy rights;
- is accurate, lawful, and not misleading;
- complies with all applicable laws, including the Protection of Personal Information Act ("POPIA") if it contains personal data of others.
You grant XYZ Development a non-exclusive licence to use Client Content as necessary to deliver the Services.
9. Acceptable use
You may not use the website, your account, or our services to:
- Violate any law or regulation, including South African law;
- Infringe the rights of any other party;
- Distribute malware, conduct phishing, or attempt to gain unauthorised access to systems;
- Send spam or unsolicited bulk communications;
- Reverse engineer, scrape, or interfere with the operation of our platform;
- Misrepresent your identity, role, or affiliation.
We may suspend or terminate accounts that breach this section without notice.
10. Third-party services and integrations
Our work may rely on third-party services such as hosting providers, payment gateways, AI APIs, analytics platforms, and other software-as-a-service tools. Their availability, pricing and terms are outside our control. We will recommend reputable providers but cannot guarantee their performance, security, or continued operation.
11. Suspension and termination
Either party may terminate a Project Engagement on written notice if the other party commits a material breach that is not remedied within 14 days of notice.
On termination, you remain liable for all work completed up to the date of termination, plus any non-recoverable third-party costs already incurred. Deliverables produced up to that point will be released to you only on settlement of all outstanding fees.
We may suspend or close your account at any time if we have reasonable grounds to believe you have breached these Terms or applicable law.
12. Warranties and disclaimers
We warrant that the Services will be performed with reasonable skill and care, in line with industry standards. To the maximum extent permitted by law, all other warranties — express, implied, statutory, or otherwise — are excluded.
The website and any free tools are provided "as is" and "as available" without any warranty of uninterrupted operation, fitness for a particular purpose, or compatibility with your specific systems.
13. Limitation of liability
To the maximum extent permitted by law, XYZ Development's total liability arising from or in connection with these Terms or any Project Engagement is limited to the total fees paid by you for the specific Project Engagement giving rise to the claim, in the 12 months preceding the event in question.
We are not liable for indirect, incidental, special, consequential or punitive damages, including loss of profit, revenue, data, business opportunity, goodwill, or anticipated savings, even if we have been advised of the possibility of such damages.
Nothing in these Terms excludes or limits liability that cannot be excluded under applicable South African law, including liability for fraud, gross negligence, or wilful misconduct.
14. Indemnity
You agree to indemnify and hold XYZ Development harmless from any claims, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of:
- Your breach of these Terms;
- Client Content you provided to us;
- Your unlawful or unauthorised use of the Services or Deliverables;
- Any third-party claim relating to your business operations.
15. Confidentiality
Both parties agree to keep confidential any non-public information disclosed during a Project Engagement, including business strategies, technical details, pricing, and personal data. This obligation continues for 3 years after the engagement ends.
We may disclose confidential information if required by law, court order, or regulatory authority.
16. Changes to these terms
We may update these Terms from time to time to reflect changes in our services, the law, or industry practice. The "Last updated" date at the top of this page reflects the most recent revision. Material changes will be communicated to active clients by email or through your account dashboard. Continued use of the Services after a change constitutes acceptance of the updated Terms.
17. Governing law and disputes
These Terms are governed by the laws of the Republic of South Africa. The parties consent to the non-exclusive jurisdiction of the High Court of South Africa, Gauteng Local Division (Johannesburg) in respect of any dispute that cannot be resolved amicably.
Before initiating formal proceedings, both parties agree to attempt to resolve any dispute in good faith through direct discussion within 30 days of written notice.
18. Contact us
For questions about these Terms or any Project Engagement, contact us at:
- Email: business@xyzdevelopment.co.za
- Phone / WhatsApp: +27 81 230 7634
- Location: Johannesburg, Gauteng, South Africa