Limited Liability
In no event shall IT&T Worx or its suppliers be liable for any accidental, consequential, incidental or indirect damages of any kind (including without limitation, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss) arising out of the use or of the inability to use the software. In no event shall IT&T Worx's liability for any claims whether in contract, tort or other theory of liability exceed the purchase price of the subject products or services, unless such limitation of liability is otherwise prohibited by law.
Copyright
The intellectual property rights, copyright and company trade secrets of IT&T Worx (conceived December 2004) vested in all software products, upgrades, dual-media software, hard-copy or electronic manuals and documentation are vested in IT&T Worx, which reserves the right to use the software or material, or any part of it in other applications and for its own use. The software or material or any part of it shall not be used, reproduced, or disclosed to any person except in accordance with either an authorisation or a licence, both in writing, first obtained from IT&T Worx. No part of any software, or publication may be reproduced, stored in a retrieval system, or transmitted, in any form or by any means, electronic, mechanical photocopying, recording or otherwise, without the prior written permission of IT&T Worx.
Hourly Work
IT&T Worx may agree to undertake work on an hourly rate basis and may provide an estimated time to complete this work. Such estimates are not binding and all hours designated as performed will be charged at the agreed rate. If during the course of such work IT&T Worx determines that the job will require substantially more hours than estimated IT&T Worx may advise the customer who may then choose not to complete the task. In this case, all hours spent will be charged to the customer. The minimum time chargeable for on-site work is 2 (two) hours per person per visit. The minimum time chargeable for off-site work is 1 (one) hour per person per request.
Fixed Price Work
IT&T Worx may agree to perform certain work or provide a software product for a fixed price in accordance with an agreed specification. In this case, the specification is binding and additional or previously unspecified work will be to the customer's account. IT&T Worx conducts all development and testing in an environment with a default configuration. Delays resulting in any deployment problems caused by custom software, hardware or settings on the client’s servers are not covered in a fixed-price contract.
Warranty
A 30 day warranty begins upon delivery of any fixed price job. No warranty applies to work done on an hourly basis, this includes bug fixing. IT&T Worx and its suppliers disclaim all other warranties, either express or implied, including, but not limited to implied warranties or merchantability and fitness for a particular purpose, with regard to the software, the accompanying written materials, and any accompanying hardware. Any unspecified feature or modification is not a bug, and will be reviewed for addition to a future release at the developer's discretion.
Source Code Ownership
In conjunction with the Copyright clause, IT&T Worx reserves the right to retain and reuse all source code developed, however it shall also be supplied upon request in its current development state. Some projects contain IT&T Worx Middleware/Framework code that is common to other projects. This source code will not be provided, but the use of such code libraries is included in these terms and cannot be resold without an agreement from IT&T Worx.
Services of all Notices
Services of all notices shall be sufficient if delivered or sent by facsimile, standard, certified or registered post to the party's business address, or any form of electronic mail.
Documentation
Documentation, if required, is at additional cost. If documentation has not been specifically estimated or quoted, it will not be supplied. All custom documentation, including additions, deletions, and amendments is to the customer's account.
Support
Software will be supported either under an Hourly Basis, Maintenance Support Agreement or on a Per Issue basis.
Cancellations by Client
If any job is cancelled by the client after commencement, IT&T Worx will charge for all hours up to that point in time.
Cancellations by IT&T Worx
IT&T Worx reserves the right to terminate any previously agreed project specification for fixed price work without prior notice. IT&T Worx reserves the right to terminate any ongoing service contract including, but not limited to hosting and database updates, with fourteen days notice. In this case, any paid unexecuted services will be refunded as proportion of the charged price based on percentage of specified project completed.
Credit Terms
Unless otherwise agreed, credit terms are strictly 7 days. IT&T Worx reserves the right to take legal action to recover debt. IT&T Worx reserves the right to withhold source code until invoices are paid in full. The customer has 7 (seven) days from date of receipt of an invoice to query invoice or timesheet. The customer abrogates forfeits any right of reply after this time.
Interest
IT&T Worx reserves the right to charge interest on all overdue accounts (including fees and disbursements) at a rate of ten percent (10%) per month overdue. Overdue accounts are deemed to be those accounts that remain unpaid after the credit terms from the date of invoice for services or products provided by IT&T Worx.
Deadlines
IT&T Worx will endeavour to meet agreed deadlines, however, these are not guaranteed and are estimates only.
Equipment
IT&T Worx is not liable for any equipment failures be it IT&T Worx's equipment or equipment on the client site.
Changes to Terms & Conditions
IT&T Worx may change the Terms & Conditions by obtaining your consent or giving notice to you. The period of notice we will give you depends on the type of change. If the change will benefit you, we can make the change immediately and are not required to notify you prior to the change. If the change has a detrimental impact on you but is:
- Required by law
- Necessary for security reasons
- For technical or infrastructure reasons
We will try to give you 3 days prior notice of the change. Sometimes, due to the nature of the change, we may not be able to give you 3 days prior notice but we will give you as much notice as we reasonably can. If we reasonably consider that the change will have a significant detrimental impact on the majority of our customers or on a specific class of customers who use IT&T Worx in a particular way (and you are one of this class), and the change is not of a type described previously, we will give you at least 14 days' prior notice of the change. We will give you at least 7 days' prior notice of the change. Any use of IT&T Worx and it's services after a change of the Terms & Conditions takes effect will be governed by the newest Terms & Conditions.