3. Terms and Conditions

Effective Date: January 27, 2025( Last Updated)

1. Definitions

• Services: Software development, web design, IT consulting, hosting, equipment procurement.

• Project: Agreed scope of work.

• Deliverables: Outputs from Services (e.g., software, reports).

2. Scope of Services

Services are provided as per the Project proposal. Changes require written agreement.

3. Fees and Payment

• Fees are as quoted in the proposal.

• Payment is due within 30 days of invoice.

• Late payments incur 1.5% monthly interest.

4. Intellectual Property

• Client owns Deliverables’ intellectual property upon full payment, except our pre-existing IP.

• We grant a non-exclusive license for pre-existing IP use in Deliverables.

5. Warranties and Disclaimers

• Services are performed professionally.

• No implied warranties (e.g., merchantability) unless stated.

6. Limitation of Liability

• Liability is limited to fees paid for Services.

• No liability for indirect or consequential damages.

7. Termination

• Either party may terminate with 30 days’ notice.

• Client pays for Services rendered up to termination.

8. Confidentiality

Both parties protect proprietary information disclosed during the Agreement.

9. Force Majeure

Neither party is liable for delays due to uncontrollable events (e.g., natural disasters, war).

10. Indemnification

• Client indemnifies us against claims from their use of Services, except for our negligence.

• We indemnify Client for our breaches or negligence.

11. Dispute Resolution

• Disputes are first negotiated in good faith.

• Unresolved disputes go to mediation or arbitration per Malawi laws.

12. Governing Law

This Agreement is governed by Malawi laws.

13. Entire Agreement

This Agreement supersedes prior agreements.

14. Amendments

Amendments require written, signed agreement.