Terms
& Conditions

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

• “Africquest” or “Company” or “We/Us/Our” means Africquest Information Systems, a technology service provider specializing in web development, hosting, and maintenance services.
• “Client” or “You/Your” means the individual, company, organization, or entity that engages Africquest for Services, including any authorized representatives or agents.
• “Services” means collectively the Web Development Services, Hosting Services, Maintenance Services, and any Additional Services provided by Africquest as described in a Service Agreement or Statement of Work (SOW).
• “Service Agreement” or “SOW” means the written or electronic document, proposal, or contract specifying the scope, timeline, deliverables, and fees for specific Services.
• “Web Development Services” means the design, development, coding, testing, and deployment of websites, web applications, mobile applications, e-commerce platforms, content management systems, and related digital solutions.
• “Hosting Services” means the provision of server infrastructure, cloud hosting, shared hosting, dedicated hosting, virtual private servers (VPS), domain registration, DNS management, email hosting, SSL certificate provisioning, and related infrastructure services.
• “Maintenance Services” means ongoing support, updates, security patches, bug fixes, performance optimization, content updates, backup management, monitoring, and technical support provided on a recurring basis.
• “Deliverables” means all work product, code, designs, documentation, files, and materials created or provided by Africquest in the course of providing Services.
• “Project” means a specific engagement for Web Development Services as defined in a Service Agreement.
• “Subscription Period” means the recurring billing cycle for Hosting and/or Maintenance Services (monthly, quarterly, or annually).
• “Intellectual Property” means all patents, copyrights, trademarks, trade secrets, know-how, designs, code, databases, and other proprietary rights.
• “Confidential Information” means all non-public, proprietary, or confidential information disclosed by either party, whether orally, visually, or in writing.
• “Force Majeure” means events beyond the reasonable control of a party, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation, facilities, fuel, energy, labor, or materials, pandemics, epidemics, or government restrictions.
• “Business Day” means any day other than Saturday, Sunday, or a public holiday in the jurisdiction where Africquest operates.
• “SLA” or “Service Level Agreement” means the specific performance standards, uptime guarantees, and response time commitments applicable to Hosting and Maintenance Services.

1.2 Interpretation

• References to “writing” or “written” include electronic communications.
• Headings are for convenience only and do not affect interpretation.
• “Including” and “includes” mean “including without limitation.”
• The singular includes the plural and vice versa.

2. SCOPE OF SERVICES

2.1 Web Development Services

• Website design and responsive front-end development
• Back-end development and database architecture
• Content Management System (CMS) development and customization
• E-commerce platform development and integration
• Web application and API development
• Mobile-responsive and progressive web application development
• Third-party integrations (payment gateways, CRM, ERP, marketing tools)
• Search Engine Optimization (SEO) foundational setup
• Performance optimization and speed tuning
• Cross-browser and cross-device compatibility testing
• User experience (UX) and user interface (UI) design

• Project scope, objectives, and technical requirements
• Deliverables and acceptance criteria
• Project timeline, milestones, and deadlines
• Fees, payment schedule, and billing terms
• Client responsibilities and required materials
• Revision rounds and change request procedures

2.2 Hosting Services

• Shared hosting, Virtual Private Server (VPS) hosting, and dedicated server hosting
• Cloud hosting solutions (AWS, Azure, Google Cloud, or proprietary infrastructure)
• Domain name registration, transfer, and DNS management
• SSL/TLS certificate provisioning and management
• Email hosting and webmail services
• Database hosting (MySQL, PostgreSQL, MongoDB, etc.)
• CDN (Content Delivery Network) integration
• Server monitoring and uptime management
• Regular security patching of hosting infrastructure
• Backup storage and disaster recovery infrastructure

2.3 Maintenance Services

• Security monitoring and vulnerability scanning
• Security patch application for CMS, plugins, frameworks, and server software
• Software updates for core platforms, themes, and plugins
• Bug fixes and error resolution
• Performance monitoring and optimization
• Regular backups (frequency as specified in Service Agreement)
• Content updates and minor modifications (within defined scope)
• Technical support via email, ticketing system, or phone
• Monthly or quarterly performance and security reports
• Emergency response and incident management

2.4 Additional Services

• Digital marketing and SEO ongoing campaigns
• Content creation and copywriting
• Graphic design and branding services
• Training and documentation
• Consulting and technical advisory services
• Emergency recovery and forensic services

3. ENGAGEMENT AND ACCEPTANCE

3.1 Proposal and Agreement

• Africquest will provide a written proposal, quote, or Service Agreement detailing the scope, timeline, and cost of requested Services.
• The Client accepts these Terms and Conditions and the specific Service Agreement by: (a) signing and returning the Service Agreement, (b) clicking “Accept” or similar electronic acceptance, (c) issuing a purchase order referencing the proposal, or (d) making the initial payment or deposit.

3.2 Term

• Project-Based Services: The term begins upon acceptance and continues until project completion and final payment, unless terminated earlier in accordance with these Terms.
• Subscription Services (Hosting/Maintenance): The term begins upon acceptance and continues for the initial Subscription Period, automatically renewing for successive periods unless terminated by either party in accordance with Section 13.

3.3 Dependencies and Client Responsibilities

• Prompt provision of content, images, logos, brand guidelines, and other required materials
• Timely feedback, review, and approval of deliverables
• Provision of necessary access credentials (hosting, domain, third-party services)
• Clear communication of requirements, changes, and concerns
• Payment of fees in accordance with the agreed schedule

4. FEES, PAYMENT, AND BILLING

4.1 Fees and Pricing

• All fees are specified in the Service Agreement, proposal, or applicable pricing schedule.
• Fees are quoted in the currency specified and are exclusive of applicable taxes, duties, and government charges unless otherwise stated.
• Africquest reserves the right to adjust pricing for Subscription Services with thirty (30) days’ prior written notice.

4.2 Payment Terms

• Web Development Projects: Typically require a deposit (30-50%) before work commences, with milestone payments or balance due upon completion, as specified in the Service Agreement.
• Hosting and Maintenance Services: Billed in advance for each Subscription Period (monthly, quarterly, or annually).
• Additional Services: Billed as incurred or as specified in a separate agreement.

4.3 Invoicing and Due Dates

• Invoices are issued electronically and are due within fourteen (14) days of the invoice date unless otherwise agreed in writing.
• Late payments may incur interest at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) on the outstanding balance.
• The Client is responsible for all bank charges, transfer fees, and currency conversion costs.

4.4 Suspension for Non-Payment

• Africquest reserves the right to suspend Hosting and Maintenance Services, remove websites from servers, or pause ongoing project work if payment is overdue by more than thirty (30) days.
• Suspension does not relieve the Client of payment obligations, and fees continue to accrue during suspension.
• Africquest is not liable for any data loss, business interruption, or damages resulting from service suspension due to non-payment.
• Services will be reinstated within two (2) Business Days of receipt of full payment of outstanding amounts plus any reinstatement fees.

4.5 Deposits and Refunds

• Deposits for Web Development Projects are non-refundable once work has commenced, except at Africquest’s sole discretion.
• Prepaid Subscription fees are non-refundable except where required by law.
• No refunds will be issued for partial months of Hosting or Maintenance Services.

5. INTELLECTUAL PROPERTY RIGHTS

5.1 Client Content and Materials

• The Client retains all ownership rights to content, images, logos, trademarks, text, and other materials provided to Africquest (“Client Materials”).
• The Client grants Africquest a limited, non-exclusive license to use Client Materials solely for the purpose of providing the Services.

5.2 Deliverables and Work Product

• Upon full payment of all fees, the Client is granted ownership of the final Deliverables specifically created for the Client under a Service Agreement, excluding:
  • Pre-existing Africquest IP, proprietary frameworks, code libraries, and tools
  • Third-party software, plugins, themes, or components licensed under their respective terms
  • Open-source components governed by their original licenses
  • Generic methodologies, processes, and know-how developed or used by Africquest

5.3 Third-Party Components

• The Client acknowledges that Deliverables may incorporate third-party software, plugins, themes, APIs, or services subject to their own license terms.
• Africquest is not responsible for changes, discontinuation, or licensing changes of third-party components.
• The Client is responsible for obtaining and maintaining appropriate licenses for third-party components where required.

5.4 Portfolio and Marketing Rights

• Africquest reserves the right to display completed Projects, including screenshots, descriptions, and case studies, in its portfolio, marketing materials, and professional profiles, unless the Client requests confidentiality in writing and such request is accepted by Africquest in the Service Agreement.

6. HOSTING SERVICE TERMS

6.1 Service Level Agreement (SLA)

• Africquest commits to maintaining Hosting Services availability as specified in the applicable Hosting Plan or SLA document.
• Standard uptime commitment is 99.9% measured monthly, excluding scheduled maintenance windows and Force Majeure events.
• Downtime credits, if applicable, are calculated and applied as specified in the SLA and are the sole remedy for uptime failures.

6.2 Resource Usage and Fair Use

• Hosting plans include defined resource allocations (storage space, bandwidth, CPU usage, memory, database connections, email accounts).
• The Client agrees not to exceed allocated resources or engage in activities that degrade server performance for other users.
• Africquest may throttle, limit, or suspend services that exceed fair use thresholds or negatively impact infrastructure stability.
• Unlimited or unmetered offerings are subject to reasonable use policies as defined in the specific plan terms.

6.3 Content and Acceptable Use

• Illegal activities, fraud, or violation of any applicable laws
• Distribution of malware, viruses, spyware, or malicious code
• Spam, bulk unsolicited email, or phishing activities
• Content that infringes intellectual property rights of third parties
• Adult, pornographic, or obscene content (unless explicitly permitted in writing)
• Hate speech, harassment, or discriminatory content
• Activities that compromise server security or network integrity
• Cryptocurrency mining without explicit written authorization
• Any activity that could expose Africquest to civil or criminal liability

6.4 Data Backup

• Africquest performs regular backups of Hosting Services as specified in the Hosting Plan or Service Agreement.
• Backup frequency, retention periods, and storage locations are defined in the applicable plan.
• The Client is strongly encouraged to maintain independent backups of all critical data.
• Africquest is not liable for data loss due to backup failures, provided that reasonable backup procedures were followed.

6.5 Domain Services

• Domain registration is subject to the terms and policies of the applicable domain registrar and ICANN.
• The Client is responsible for maintaining accurate WHOIS information and responding to verification requests.
• Africquest is not liable for domain loss due to Client failure to renew, respond to registrar notices, or maintain accurate contact information.
• Domain transfer requests require Client authorization and may be subject to transfer lock periods.

6.6 SSL Certificates

• Africquest may provide, install, and manage SSL certificates as part of Hosting Services.
• The Client is responsible for ensuring all website resources load over HTTPS once SSL is installed.
• Africquest is not liable for browser security warnings caused by mixed content or Client misconfiguration.

6.7 Migration Services

• Africquest may offer website migration services subject to additional fees and a separate Service Agreement.
• The Client is responsible for providing accurate access credentials and backing up existing data before migration.
• Africquest is not liable for data loss or service disruption during migrations, though commercially reasonable efforts will be made to minimize risk.

7. MAINTENANCE SERVICE TERMS

7.1 Service Scope and Limits

• Maintenance Services cover the specific website, application, or infrastructure identified in the Service Agreement.
• Services are limited to the hours, tasks, and frequency defined in the selected maintenance tier.
• Work exceeding plan limits will be quoted separately or billed at the applicable hourly rate.

7.2 Response and Resolution Times

• Response times (initial acknowledgment) and target resolution times are defined in the maintenance tier SLA.
• Response times are measured from receipt of a properly submitted support request during Business Hours.
• Resolution times are estimates and not guarantees, as complexity and dependencies vary.
• Emergency/critical issues (site down, security breach, data loss) receive priority response.

7.3 Support Request Submission

• Support requests must be submitted through Africquest’s designated ticketing system, email, or phone as specified in the Service Agreement.
• Requests must include clear descriptions, screenshots, URLs, and reproduction steps where applicable.
• Phone support may be limited to critical issues or clients on Premium maintenance tiers.

7.4 Excluded Maintenance Work

• Major redesigns, rebranding, or template changes
• New feature development or functionality additions
• Content creation beyond minor text updates
• Platform or CMS migrations
• Third-party plugin or theme development
• SEO campaigns or ongoing digital marketing
• Training or documentation creation
• Recovery from Client-caused errors or unauthorized modifications
• Cleanup after security incidents caused by Client negligence

7.5 Client Access Restrictions

• The Client agrees not to make unauthorized code changes, install unapproved plugins/themes, or modify server configurations that could compromise maintenance agreements.
• Africquest reserves the right to void maintenance obligations or charge additional fees for issues caused by Client modifications or unauthorized third-party interventions.

8. SECURITY AND DATA PROTECTION

8.1 Security Measures

• Africquest implements industry-standard security measures to protect Client websites, applications, and data, including firewalls, intrusion detection, malware scanning, and access controls.
• Security measures are appropriate to the service tier and hosting environment but do not constitute an absolute guarantee against all security threats.

8.2 Client Security Responsibilities

• Maintaining strong, unique passwords for all accounts
• Enabling two-factor authentication where available
• Securing administrative access and limiting user privileges
• Keeping local devices free of malware that could compromise credentials
• Promptly reporting suspected security incidents or unauthorized access
• Ensuring third-party integrations and plugins are from reputable sources

8.3 Data Protection and Privacy

• Africquest processes Client data in accordance with applicable data protection laws and its Privacy Policy.
• The Client warrants that it has obtained all necessary consents and permissions for the collection, processing, and storage of personal data through its websites and applications.
• The Client indemnifies Africquest against claims arising from the Client’s failure to comply with data protection obligations.

8.4 Data Breach Notification

• In the event of a confirmed security breach affecting Client data, Africquest will notify the Client without undue delay and cooperate in remediation efforts as required by applicable law.
• Notification methods and timelines will comply with applicable data breach notification laws.

9. CONFIDENTIALITY

9.1 Confidential Information

• Hold all Confidential Information in strict confidence
• Use Confidential Information solely for the purpose of fulfilling obligations under these Terms
• Not disclose Confidential Information to third parties without prior written consent
• Protect Confidential Information with at least the same degree of care used to protect its own confidential information, but no less than reasonable care

9.2 Exceptions

• Is or becomes publicly available through no breach of these Terms
• Was rightfully known prior to disclosure
• Is rightfully received from a third party without restriction
• Is independently developed without use of Confidential Information
• Is required to be disclosed by law, regulation, or court order (with prompt notice to the other party)

9.3 Duration

10. WARRANTIES AND DISCLAIMERS

10.1 Africquest Warranties

• Services will be performed in a professional and workmanlike manner consistent with industry standards
• Deliverables will materially conform to the specifications in the Service Agreement
• It has the right and authority to enter into these Terms and provide the Services
• It will comply with applicable laws in the performance of Services

10.2 Client Warranties

• It has the right to use all Client Materials provided to Africquest
• Client Materials do not infringe third-party intellectual property rights
• It will comply with all applicable laws in its use of the Services and Deliverables
• It has the authority to enter into these Terms and bind the entity it represents

10.3 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED IN SECTION 10.1, ALL SERVICES AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THOSE ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

• SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE
• THE RESULTS OBTAINED FROM USE OF SERVICES WILL BE ACCURATE OR RELIABLE
• ANY ERRORS IN THE SERVICES WILL BE CORRECTED
• SERVICES WILL MEET THE CLIENT’S SPECIFIC REQUIREMENTS OR EXPECTATIONS

10.4 Third-Party Services Disclaimer

11. LIMITATION OF LIABILITY

11.1 Limitation on Direct Damages

11.2 Exclusion of Consequential Damages

11.3 Exceptions

• Africquest’s indemnification obligations under Section 12
• Claims for breach of confidentiality under Section 9
• Fraud, willful misconduct, or gross negligence
• Liability that cannot be excluded or limited under applicable law

11.4 Basis of the Bargain

12. INDEMNIFICATION

12.1 Client Indemnification

• The Client’s breach of these Terms or any Service Agreement
• The Client’s negligence, misconduct, or violation of applicable laws
• Client Materials or content that infringe third-party intellectual property rights
• The Client’s use of Services in violation of acceptable use policies
• The Client’s failure to comply with data protection or privacy obligations

12.2 Africquest Indemnification

• The Client promptly notifies Africquest in writing of the claim
• The Client cooperates fully in the defense
• Africquest has sole control of the defense and settlement

13. TERM, TERMINATION, AND SUSPENSION

13.1 Term

• Project Services: Term continues until project completion, final acceptance, and full payment.
• Subscription Services: Initial term as specified in the Service Agreement, automatically renewing for successive periods of equal length unless terminated.

13.2 Termination for Convenience

• By Client: Subscription Services may be terminated by the Client with thirty (30) days’ prior written notice. No refunds for prepaid periods except where required by law.
• By Africquest: Africquest may terminate Subscription Services with sixty (60) days’ prior written notice, refunding any prepaid fees for periods after termination.

13.3 Termination for Cause

• Materially breaches these Terms and fails to cure within thirty (30) days of written notice
• Becomes insolvent, files for bankruptcy, or ceases business operations
• Violates applicable laws in connection with the Services

13.4 Effect of Termination

• All licenses granted by Africquest to the Client terminate immediately
• The Client must cease all use of Africquest proprietary tools and frameworks
• Africquest may delete or archive Client data in accordance with data retention policies
• Outstanding fees for Services rendered through termination date become immediately due
• Sections 5 (Intellectual Property), 9 (Confidentiality), 10.3-10.4 (Disclaimer), 11 (Limitation of Liability), 12 (Indemnification), and 14 (Dispute Resolution) survive termination

13.5 Data Retrieval Post-Termination

• Upon request within thirty (30) days of termination, Africquest will provide the Client with copies of Client-owned data and Deliverables in a standard format, subject to payment of any outstanding fees.
• Africquest may charge a reasonable fee for data extraction and transfer services.
• After thirty (30) days, Africquest may delete all Client data without further notice.

13.6 Suspension Rights

• For non-payment as described in Section 4.4
• For violations of acceptable use policies as described in Section 6.3
• To prevent harm to Africquest’s infrastructure or other clients
• As required by law or court order

14. DISPUTE RESOLUTION

14.1 Negotiation

14.2 Mediation

14.3 Arbitration or Litigation

• For disputes under $25,000: Binding arbitration under the rules of the applicable local arbitration association, with the arbitrator’s decision final and enforceable in any court of competent jurisdiction.
• For disputes exceeding $25,000: Either party may pursue litigation in the courts of the jurisdiction specified in Section 15.3.

14.4 Injunctive Relief

14.5 Class Action Waiver

15. GENERAL PROVISIONS

15.1 Entire Agreement

15.2 Amendments

15.3 Governing Law and Jurisdiction

15.4 Severability

15.5 Waiver

15.6 Assignment

• Africquest may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets with notice to the Client.
• The Client may not assign these Terms without Africquest’s prior written consent.

15.7 Force Majeure

15.8 Notices

15.9 Independent Contractors

15.10 Export Compliance

16. SERVICE-SPECIFIC ADDENDA

16.1 Web Development Addendum

• Revisions: Standard projects include up to two (2) rounds of revisions per major deliverable. Additional revisions are billed at the applicable hourly rate.
• Browser Support: Deliverables are tested and supported on current versions of Chrome, Firefox, Safari, and Edge. Legacy browser support requires explicit agreement.
• Content Population: Unless specified, Africquest is not responsible for populating the website with final content. Content migration may be quoted separately.
• Training: Up to two (2) hours of CMS training is included for standard projects. Additional training is available at the applicable rate.

16.2 Hosting Addendum

• IP Addresses: Dedicated IP addresses may be available for additional fees.
• Email Limits: Shared hosting email accounts are subject to sending limits to prevent abuse.
• Resource Scaling: Clients may upgrade or downgrade hosting plans with notice. Downgrades may require data migration.
• IP Reputation: Africquest is not responsible for blacklisting or IP reputation issues caused by Client email practices.

16.3 Maintenance Addendum

• Emergency Support: After-hours emergency support is available for Premium tier clients or at emergency rates for other tiers.
• Update Scheduling: Security updates are applied as soon as commercially feasible. Feature updates are scheduled during maintenance windows.
• Reporting: Monthly maintenance reports include updates applied, security scan results, performance metrics, and recommendations.

17. CONTACT INFORMATION

Notes for Implementation

1. Jurisdiction Placeholders: Replace bracketed [JURISDICTION] and [SPECIFIC CITY/COUNTRY] with Africquest’s actual operating jurisdiction before use.
2. Legal Review: This document should be reviewed by qualified legal counsel in your jurisdiction before deployment.
3. Customization: Adjust service tiers, SLA percentages, payment terms, and specific technical details to match your actual service offerings.
4. Accessibility: Publish these Terms prominently on your website and require explicit acceptance before service engagement.
5. Updates: Maintain version control and notify clients of material changes as specified in Section 15.2.