1. DEFINITIONS AND INTERPRETATIONS
1.1 Words importing any one gender shall include the other two and words importing the singular shall include the plural and vice versa and references to natural persons will include legal entities and vice versa. 1.2 The following terms shall have the meanings assigned to them hereunder: 1.2.1 “Druff” means Druff Interactive cc, registration number 2002/004090/23. 1.2.2 “the client” means the person or entity contracting with Druff. 1.2.3 “parties” means Druff and the client. 1.3 Any reference to days shall be construed as calendar days. If any number of days falls on a Saturday, Sunday, or Public Holiday, the last day shall be the next succeeding business day.

2. TERMS AND CONDITIONS
2.1 This document sets out the terms and conditions of the working relationship between Druff and the client. All projects or services provided by Druff will be subject to these terms. 2.2 The client agrees to be bound by these terms and conditions upon providing written acceptance of a quotation via email as set out in Clause 3.7.

3. QUOTATIONS
3.1 All quotations remain valid for a period of 30 days from the date of issue. 3.2 All quotations are submitted on the condition that content, text, and images are supplied by the client unless otherwise agreed upon. 3.3 All quotes are subject to the specific technical requirements provided; Druff reserves the right to amend a quote should project specifications change or be communicated incorrectly by the client. 3.4 If a client cannot provide detailed specifications, Druff reserves the right to bill for research and planning at the standard hourly rate. 3.5 Druff reserves the right to quote and bill for project management at the standard hourly rate. 3.7 Acceptance of a quote must be provided via written confirmation in an email, which shall constitute a formal agreement and confirm acceptance of these Terms and Conditions in full. No project will commence unless a formal acceptance, in writing via email, is received by Druff within the correct time period. 3.8 If a project has been left dormant for longer than 30 days, Druff reserves the right to bill for time spent on the project and continuation of the project could mean a change in the project price. 3.9 Upfront payments are non-refundable once Druff has commenced the strategy, menu structure, project documentation, or design.

4. UPFRONT PAYMENT AND CONFIRMATION OF ORDER
4.1 Upon accepting a quote, the client is responsible for a 50% upfront payment of the total amount quoted. Payment is to be made strictly via Electronic Fund Transfer (EFT). No payment by cheque or cash will be accepted. 4.2 No project will commence until the 50% upfront payment has reflected as cleared in Druff’s bank account. Druff shall not be held responsible for missed deadlines caused by delayed payments. 4.3 The final 50% payment is required upon completion of the project and full testing/sign-off by both parties. This payment must be received in full before the website is loaded onto hosting, or before final print-ready graphic design files and assets are released to the client.

5. PROJECT PHASES
5.1 Each phase requires written acknowledgement of completion via email before Druff proceeds to the next phase. 5.2 Druff reserves the right to quote and bill for any alterations or additions that fall outside the original project scope. 5.3 The responsibility for providing an accurate project brief remains with the client. 5.4 Once a design has been chosen, three rounds of consolidated revisions are included. Any additional reverts thereafter will be charged at Druff’s standard hourly rate. 5.5 All copy provided by the client must be final. Changes to copy after it has been coded will be charged at the standard hourly rate. 5.6 Websites are tested and optimised for modern versions of Firefox and Chrome. We do not support IE9 or lower. 5.7 Digital designs may render slightly differently in HTML than in a static graphic; the final coded product may have minor variations in styling and font weight.

6. DISCLAIMER FOR LIABILITY
6.1 The client indemnifies Druff against any loss or damage arising from circumstances beyond Druff’s control, including network outages, third-party security breaches, or data corruption. 6.2 Druff is not liable for any loss suffered due to the non-performance of external communication networks or hosting providers. 6.3 The client is advised to maintain their own backups of all data.

7. MAINTENANCE AND REPAIR
7.1 Druff reserves the right to temporarily suspend services for maintenance or upgrades. 7.2 Website Maintenance is charged at R 600 excl. VAT per hour for graphical/static HTML changes and R 650 excl. VAT per hour for development changes.

8. INTELLECTUAL PROPERTY
8.1 All work produced remains the exclusive property of Druff and shall remain on Druff’s infrastructure until the account is paid in full. 8.2 Upon final payment, Druff will cede and assign the copyright of the final work to the client. 8.3 The client must ensure that any imagery or text supplied is either owned by the client or appropriately licensed. Druff Interactive cannot be held liable for copyright issues or infringements arising from client-supplied assets. 8.4 The client agrees to indemnify Druff against any claims for infringement of intellectual property rights related to items provided by the client.

9. CONFIDENTIALITY
9.1 Both parties shall maintain strict confidentiality regarding proprietary technical and business information received during the course of the project.

10. TERM AND CANCELLATION
10.1 The agreement commences upon acceptance of the quote and remains effective until the project is delivered or cancelled. 10.2 The project may be terminated by either party on 14 days written notice. 10.3 In the event of cancellation, Druff is entitled to receive payment for all work completed to date based on actual hours spent. This pro-rata billing applies in addition to the non-refundable upfront payment if hours spent exceed the initial 50% value.

11. GOVERNING LAW
11.1 These terms and conditions shall be governed by and interpreted in accordance with the laws of the Republic of South Africa.