WHEREAS Growth Point Solutions (hereby referred to as THE CONSULTANT) agrees to provide the CUSTOMER with certain digital service products, as set out below in return for an agreed fee. This agreement forms part of our commitment to transparency and openness that we believe is vital to any business relationship.

 

  1. INTERPRETATION AND DEFINITIONS
  • this agreement shall be governed by, construed and interpreted in accordance with the laws of Zimbabwe.
  • “HOSTING PROVIDER COMPANY” refers to the specialist companies, from whom THE CONSULTANT contract their Dedicated Web Servers.
  • A “PROJECT” can be any digital based service provided by THE CONSULTANT to the Customer.
  • The following Abbreviations apply:
    1. SLA stands for Service Level Agreement.
    2. ISP stands for Internet CONSULTANT.
    3. HPC stands for Hosting Provider Company.
    4. CSS stands for Custom Style Sheet.

 

  1. SERVICES PROVIDED BY THE CONSULTANT
  • The CONSULTANT agrees to provide THE CUSTOMER with certain services which shall be agreed upon by the parties. The details of the services shall be set out in correspondence and quotations supplied by THE CONSULTANT and agreed upon by the CUSTOMER. The said correspondence and quotations shall be incorporated under this contract and shall form the object and price and be binding on the parties.

 

  1. PERIOD
  • Due to the nature of the services offered and the fact that its effects are often felt by THE CUSTOMER after a period of time, this contract shall operate for a minimum period of 3 (three) months from the date of signature of this agreement.
  • This contract shall remain in force until it is terminated by either party upon giving the other party 30 (thirty) days written notice.

 

  1. QUOTATIONS
  • THE CONSULTANT will provide CUSTOMERS with an initial quote for a PROJECT upon request. The final project price may vary from the quote as it depends on actual work carried out and various other considerations.
  • Should a quotation be provided to the CUSTOMER, it shall form part of this contract and shall determine the price of the contract subject to price variations set out in clause 5 below.
  • In certain instances the price quoted on a quotation may include a commission to the CONSULTANT for services rendered.

 

  1. VARIATIONS FROM QUOTATIONS
  • Due to the nature of our services, price variations often occur as the PROJECT evolves. For this reason, any quotations given may change depending on project changes agreed upon by both parties.
  • Any written correspondence between the parties, including letters; emails; Skype and Whatsapp text may vary the project parameters and accordingly vary the project price. Such correspondence is deemed to vary this SLA provided that should the customer wish to discontinue a service/ project, the provisions in clause 3.2 relating to notice shall apply.
  • Prices of hosting subscriptions and other services may change from time to time without notice, as THE CONSULTANT is an intermediary and may not be given forewarning of any pricing changes. In addition currency exchange and inflation may necessitate price changes.
  • THE CONSULTANT will supply the CUSTOMER with written estimates for variations to projects if requested to do so by the CUSTOMER. However, price variations shall apply when projects are varied whether or not prices have been quoted.

 

  1. HOURLY RATE CHARGES
  • THE CONSULTANT will charge a standard hourly rate for all work carried out, unless otherwise agreed in writing.
  • THE CONSULTANT will review and may increase their standard hourly rate from time to time without notifying the CUSTOMER. The hourly rate will be provided to the CUSTOMER upon request
  • There will be a minimum charge of the value attributed to 15 minutes of work carried out on every occasion that THE CONSULTANT spends time on a CUSTOMER’S project.

 

  1. INFORMATION SUPPLIED BY THE CUSTOMER
  • THE CUSTOMER is responsible for supplying THE CONSULTANT with certain data in order for the CONSULTANT to fulfil his contract obligations.
  • The CUSTOMER is responsible for providing accurate and up to date information. Such data may include, but is not limited to the following:
    1. Company details and contacts;
    2. Suppliers;
    3. Customers;
    4. Products;
    5. Stock;
    6. Sales orders;
    7. Purchase orders;
    8. Bill of materials;
    9. Keywords
    10. Images
  • The CUSTOMER is solely responsible for supplying the correct data to THE CONSULTANT as this data will be used in the services deployed. The CONSULTANT will not be held responsible for any incorrect data used.
  • THE CUSTOMER is solely responsible for the quality of images and data supplied to the CONSULTANT.

 

  1. DELAYS
  • THE CONSULTANT does not accept liability where delays in reaching a deadline or launch date are caused by the CUSTOMER. Examples include, but are not limited to:
    1. Supplying necessary data;
    2. Accepting and signing-off on work carried out;
    3. Obtaining the necessary infrastructure to enable toe services to function.

 

  1. IT SUPPORT
  • The customer may elect to utilize IT support packages offered by THE CONSULTANT. Should the CUSTOMER agree to utilise IT support, the service will continue until such time as the CUSTOMER discontinues the service in writing, provided that clause 2 relating to notice applies.
  • Should the CUSTOMER engage any of the “cloud solutions services”, he shall also utilise THE CONSULTANTS technical support period for a minimum period of 3 (three) months.

 

  1. INVOICING AND PAYMENT
  • THE CONSULTANT will specify in its estimate, how often the CUSTOMER will be invoiced depending on the complexity of the PROJECT.
  • THE CONSULTANT will endeavor to invoice THE CUSTOMER for services on or before the 5th of the month and payment shall be due on or before the 25th of that month.Subscription fees will be charged monthly or annually in advance, as the case may be, to secure the CUSTOMER’S connection. Consultancy fees will be charged in arrears, after such work has been completed.
  • Should the CUSTOMER fail to pay an invoice before the 25th of the month in which it is presented, then THE CONSULTANT may suspend all further work for that CUSTOMER and turn off services until such time as payment is made in full.

 

  1. PERFORMANCE
  • THE CONSULTANT will at all times try to ensure that the services it provides, function correctly, however it will not be responsible for any poor performance; disruption; cancellation; virus or malware damage, loss of data; or other problems that may occur with the service/s. Should such problems occur, THE CONSULTANT will endeavor to the best of its ability within its responsibility to minimise the effect and/or duration of any such instances, and restore the services to their correct functions.
  • If the problem is due to an error caused by THE CONSULTANT then THE CUSTOMER will not be charged for its repair.
  • If the problem is not due to an error caused by THE CONSULTANT then the CUSTOMER will be invoiced accordingly, unless the technical support offered by THE CONSULTANT falls within the scope of and existing technical support agreement.
  • THE CONSULTANT may carry out market research to create projections for service performance, however, it cannot guarantee the performance of any service as they depend on variables out of the CONSULTANTS control.

 

  1. PRE-EXISTING SERVICES
  • THE CONSULTANT does not accept any liability for the performance of a website, database or any other entity/service developed/setup for the CUSTOMER by anyone other than THE CONSULTANT.

 

  1. TERMINATION OR SUSPENSION OF WORK AND BREACH
  • In the event that the CUSTOMER frustrates the progress of a PROJECT by failing to fulfil its obligations correctly/timeously then THE CONSULTANT may give 14 days’ written notice to the CUSTOMER to fulfil his obligations, failing which the contract will be terminated and the CUSTOMER will be charged for work already carried out.
  • Should a CUSTOMER have paid for a PROJECT and work has been suspended due to the customer failing to fulfil his obligations for a period exceeding 12 months, then this contract shall be automatically cancelled and any amounts paid shall be forfeited.
  • Should either party commit any other breach of this agreement and fail to remedy the breach within 7 (seven) days after receiving written notice to do so, then the other party will be entitled, without prejudice to any other right he may have, to cancel the agreement or claim specific performance by giving notice to that effect to the other party.

 

  1. BACKUPS
  • In the case of Service Provider facilities, backup services may be utilized in certain instances:
  • If the loss of data on any of the Service Providers facilities is caused by problems with their services, they may restore the lost data free of charge.
  • If the loss of data is as a result of the Customers misuse of the service or mistake, the CONSULTANT may restore the data for a fee; however they are under no obligation to do so.
  • In the case of hosting and ancillary services, it is the responsibility of the CUSTOMER to back up their data, unless they utilise a maintenance subscription where the CONSULTANT creates backups on a schedule agreed between the parties, in which case the CONSULTANAT will restore the data backed-up.

 

  1. VARIATION

The parties hereby acknowledge that this Agreement constitutes the entire contract between them, and that no other conditions, stipulations, warranties or representations whatsoever have been made by either party or their agents other than such as may be included herein and signed by the parties hereto; alternatively, insofar as any statement has been made, they shall not be binding upon any party unless specifically incorporated herein, provided that the scope of work and fees may vary over time, should the parties agree in their written correspondence that the project’s parameters will change.

 

  1. INDULGENCE
  • No indulgence which any party may give to the other party shall constitute a waiver by the former of any of its rights under this Agreement, accordingly, that party shall not be precluded, as a consequence of its having granted such indulgence, from exercising any right against the other which may have arising in the past or which may arise in the future, and in particular any indulgence granted or any failure by the Seller to require strict compliance by the Purchaser to provide guarantees in respect of or pay the purchase price shall not be regarded as a waiver by the Seller of his accrued rights to cancel the Agreement.