These Service & Project Terms explain how we deliver digital and professional services. They complement our Terms of Service and do not replace any signed engagement agreement, which will govern the specific commercial terms of your project.
1. Scope and how these terms apply
These terms describe our general approach to projects and services. The specific scope, price, timeline and deliverables of each engagement are agreed separately in writing. Where a signed agreement conflicts with these terms, the signed agreement prevails.
2. Project scope, requirements and specifications
Each project begins with an agreed scope based on the requirements and specifications confirmed during discovery. Work that falls outside the agreed scope is handled as a change request. Clear, timely and accurate requirements from the client help us deliver on scope and on time.
3. Client responsibilities
Successful delivery depends on client cooperation. Clients are responsible for:
- Providing accurate information, content, access and assets when needed
- Nominating a decision-maker empowered to give approvals
- Reviewing work and providing consolidated feedback within agreed timeframes
- Ensuring they hold the rights to any materials they supply to us
- Meeting agreed payment terms
4. Deliverables and milestones
Deliverables and milestones are defined per project. Milestones may be linked to approvals and to invoicing. A milestone is treated as met once the associated deliverable has been provided in accordance with the agreed scope.
5. Approvals, feedback and revisions
We work collaboratively and share work for review at agreed points. A reasonable number of revision rounds is included within scope for each stage. Approvals should be given in writing. Extensive changes after approval, or additional revision rounds beyond those agreed, are handled as change requests.
6. Change requests and scope changes
Requests that materially change the agreed scope, features or effort (“scope creep”) are documented as change requests, with any impact on price and timeline agreed before the additional work begins.
7. Project timelines and delays
Timelines are estimates based on the agreed scope and on the client meeting their responsibilities. Delays caused by late feedback, outstanding approvals, missing content or access, or third-party dependencies may shift delivery dates, and we will communicate revised timelines where this occurs.
8. Third-party platforms and integrations
Projects may rely on third-party platforms, APIs and integrations that we do not control. We are not responsible for changes, downtime, deprecations, pricing or policy changes made by those third parties, and any licences or subscriptions they require are the client's responsibility unless otherwise agreed.
10. Maintenance, support and post-launch
Unless a maintenance or support plan is agreed, our responsibility for a deliverable ends at handover. Where a support plan is in place, its scope, response expectations and fees are set out separately. A reasonable post-launch period for reporting defects in the delivered work may be agreed per project.
11. Handover of completed work
On completion and once all amounts due have been settled, we hand over the agreed final deliverables and any access required for the client to operate them. Transfer of the relevant intellectual property occurs as described in our Intellectual Property & Copyright notice and the engagement agreement.
12. Payment and invoicing
Fees, payment schedules and invoicing terms are agreed per engagement and may be linked to milestones. Invoices are payable by the agreed date. We may pause work on overdue accounts, and final deliverables and handover may be withheld until outstanding amounts are settled.
13. Cancellation and suspension
Either party may end an engagement in the circumstances set out in the engagement agreement. On cancellation, the client remains liable for work performed and costs committed up to the effective date. We may suspend services where payment is overdue, where continuing would breach law or our policies, or where required by circumstances beyond our reasonable control.
14. Intellectual property ownership
Ownership of deliverables, client materials, our proprietary methods and third-party components is governed by our Intellectual Property & Copyright notice, read together with the engagement agreement.
15. Warranties and limitations
We deliver our services with reasonable skill and care. Except as expressly agreed in writing, we give no other warranties, and to the fullest extent permitted by South African law our liability in connection with a project is limited as set out in the engagement agreement. Nothing excludes liability that cannot lawfully be excluded.
This document should be read together with our Terms of Service and our Privacy Policy & POPIA. Where a signed engagement agreement exists between you and us, that agreement takes precedence over the general terms published on this website.
Ubuntu Digital Systems (Pty) Ltd · Reg. No. 2026/508712/07 · Johannesburg, Gauteng, South Africa · enquiries@udsystems.co.za