1. Definitions
- “Company” refers to Nexus Forge Africa.
- “Client” refers to any individual, company, or organization engaging the services of Nexus Forge Africa.
- “Services” refers to all branding, IT, technology, and related services provided by Nexus Forge Africa.
- “Agreement” refers to these Trading Terms and Conditions and any other contractual agreements between the Company and the Client.
2. General
- Scope of Services: The Company agrees to provide the Services as specified in the project proposal, quotation, or service agreement.
- Acceptance of Terms: By engaging the Services of the Company, the Client agrees to these terms and conditions.
- Modifications: Any modifications to these terms and conditions must be agreed upon in writing by both parties.
3. Quotations and Proposals
- Validity: Quotations and proposals provided by the Company are valid for 30 days from the date issued.
- Acceptance: The Client must accept the quotation or proposal in writing for the project to commence.
4. Payments
- Pricing: All prices are quoted in Kenyan Shillings (Ksh) and USD unless otherwise stated.
- Payment Terms: Payment terms will be specified in the service agreement. Standard payment terms are as follows:
- Initial Deposit: 50% of the total project cost upon acceptance of the quotation.
- Progress Payments: As specified in the project milestones.
- Final Payment: Remaining balance upon project completion and before the delivery of final deliverables.
- Late Payments: Late payments may incur interest charges at a rate of 2% per month.
- Non-Payment: The Company reserves the right to suspend or terminate services in the event of non-payment.
5. Project Timelines
- Project Duration: Estimated project timelines will be provided in the service agreement.
- Delays: The Company is not responsible for delays caused by the Client, third parties, or unforeseen circumstances.
6. Client Responsibilities
- Information and Materials: The Client must provide all necessary information, materials, and approvals in a timely manner.
- Access: The Client must provide access to necessary resources and personnel to facilitate the completion of the project.
7. Confidentiality
- Confidential Information: Both parties agree to keep confidential all information disclosed during the project.
- Non-Disclosure: Neither party will disclose confidential information to third parties without prior written consent.
8. Intellectual Property
- Ownership: All intellectual property created by the Company during the project will remain the property of the Company until full payment is received.
- Usage Rights: Upon full payment, the Client will receive usage rights as specified in the service agreement.
9. Warranties and Liability
- Service Warranty: The Company warrants that the services will be performed in a professional manner consistent with industry standards.
- Limitation of Liability: The Company’s liability for any claims arising out of this agreement will be limited to the amount paid by the Client for the services.
10. Termination
- Termination by Client: The Client may terminate the agreement with 30 days written notice. The Client will be responsible for payment of all work completed up to the date of termination.
- Termination by Company: The Company may terminate the agreement if the Client breaches any terms and fails to remedy the breach within 14 days of notice.
11. Governing Law
This agreement will be governed by and construed in accordance with the laws of the Republic of Kenya.
12. Dispute Resolution
- Negotiation: Both parties agree to attempt to resolve any disputes through negotiation.
- Mediation/Arbitration: If negotiation fails, disputes will be resolved through mediation or arbitration in Nairobi, Kenya.
13. Force Majeure
The Company will not be liable for any failure to perform its obligations due to circumstances beyond its reasonable control, including natural disasters, war, or other acts of God.
14. Miscellaneous
- Entire Agreement: This document constitutes the entire agreement between the parties and supersedes all prior agreements and understandings.
- Amendments: Any amendments to this agreement must be made in writing and signed by both parties.