Fees, Invoicing & Payment Terms

1. All pricing is subject to change without notice. 

2. Final pricing will be confirmed in a formal quotation or Proposal. 

3. All prices are exclusive of VAT, which will be added where applicable in accordance with South African law. 

4. Payment Terms

   1. Fixed Cost Projects

      • 50% deposit upon acceptance of the Proposal 

      • 30% progress payment upon first delivery 

   2. 20% final payment upon final delivery 

   3. Time & Materials Services

      • Invoiced monthly in arrears 

   4. Physical Element Orders (e.g. printing, merchandise)

      • Full payment for physical items upon order placement 

      • 50% deposit on design/services upon order placement 

   5. 50% balance payable on delivery (strict cash on delivery) 

5. Late Payments

   1. Any overdue amounts may attract interest at prime rate + 2% per annum, calculated from due date until payment.

   2. FeatherWorx reserves the right to suspend services until all outstanding amounts are settled.

Revisions & Change Requests

1. Unless otherwise stated in the Proposal:

   1. Fees include a maximum of two (2) revision rounds per deliverable 

   2. Additional revisions will be billed at standard hourly rates 

2. The Client must provide consolidated feedback within a reasonable timeframe. Delays may impact delivery timelines.

Client Responsibilities

1. The Client agrees to:

   1. Provide all required content, materials, and approvals timeously 

   2. Ensure that all supplied content does not infringe any third-party rights 

   3. Appoint a single point of contact for approvals and communication 

Intellectual Property

1. Ownership of final deliverables transfers to the Client only upon full and final payment 

2. FeatherWorx retains ownership of all preliminary concepts, drafts, and unused designs 

3. FeatherWorx reserves the right to display completed work in its portfolio and marketing materials unless otherwise agreed in writing 

Third-Party Costs

1. Any third-party costs (including stock images, fonts, printing, media spend, or external services) are excluded unless explicitly stated and will be billed separately.

Term and Termination (Recurring Services)

1. Effective Date: The agreement becomes effective on the date the Proposal is accepted.

2. Initial Term: The initial term is six (6) months, commencing on the effective date.

3. Continuation: After the initial term, services continue on a month-to-month basis, terminable by either party with one (1) calendar month written notice.

4. Performance Concerns: If the Client is dissatisfied:

   1. The Client must notify FeatherWorx in writing 

   2. FeatherWorx will have 14 days to address the issue 

   3. If unresolved, the Client may terminate with one calendar month’s written notice.

5. Breach

   1. If either party breaches the agreement and fails to remedy such breach within 14 days of written notice, the other party may terminate the agreement with one calendar month’s written notice.

6. Cancellation (Project-Based Work)

   1. In the event of cancellation by the Client:

   2. Deposits are non-refundable 

   3. Work completed up to cancellation will be invoiced 

   4. A reasonable cancellation fee may apply based on work reserved or committed 

Confidentiality

1. FeatherWorx shall treat all Client information as confidential and process personal information in accordance with the Protection of Personal Information Act (POPIA), Act 4 of 2013.

2. FeatherWorx undertakes to:

   1. Protect Client information from unauthorised disclosure 

   2. Use information only for purposes of delivering the Services 

   3. Limit access to authorised personnel only 

   4. Notify the Client of any unauthorised disclosure 

3. FeatherWorx will take reasonable technical and operational measures to safeguard information but shall not be liable for breaches beyond its reasonable control.

Service Delivery & Availability

1. FeatherWorx will use reasonable commercial efforts to deliver services as agreed.

2. However, FeatherWorx shall not be liable for delays or failures caused by:

   1. Delayed Client input or approvals 

   2. Third-party dependencies 

   3. Events beyond its reasonable control 

3. The Client agrees not to (Except in cases of gross negligence):

   1. Withhold payment 

   2. Deduct fees 

   3. Claim breach 

Limitation of Liability

1. FeatherWorx shall not be liable for any indirect, incidental, or consequential damages.

2. FeatherWorx’s total liability shall be limited to the total fees paid by the Client in the preceding 12 months under the relevant agreement.

Force Majeure

1. Neither party shall be liable for failure to perform due to events beyond reasonable control, including but not limited to acts of nature, government actions, strikes, or supplier failures.

Dispute Resolution & Governing Law

1. Any dispute shall be finally resolved by arbitration in accordance with the rules of the Arbitration Foundation of Southern Africa (AFSA):

   • Venue: Johannesburg 

   • Language: English 

   • Arbitrator: Single arbitrator appointed by AFSA 

   • Decision: Final and binding 

2. This agreement shall be governed by the laws of the Republic of South Africa.

Miscellaneous

1. Failure to enforce any provision shall not constitute a waiver 

2. Invalid provisions shall not affect the remainder of the agreement 

3. The Client may not assign rights without written consent 

4. Any amendments must be in writing and signed by both parties 

5. Notices via email shall be deemed received on delivery