Terms of Service

Welcome to Imran Shiundu ("we", "our", "us"). These Terms of Service ("Terms") govern your use of our website imranisdev.top and our software development and consulting services. By engaging our services, you ("Client") agree to these Terms. A separate Master Services Agreement may supplement these Terms for specific projects.

1. Services & Scope

We provide website development, e-commerce solutions, custom software, API integration, UI/UX design, technical consulting, and related digital services. The specific scope, features, deliverables, pricing, and timeline for each engagement will be defined in a written proposal, quotation, or Master Services Agreement signed by both parties.

Any work performed outside the agreed scope — including additional features, design revisions beyond the allocated rounds, integrations, content creation, or third-party services — will require a separate change order and may incur additional fees at our standard hourly or project rate.

2. Payment Terms

• Deposit: A deposit of 35% of the total project fee is due before work begins. This deposit is non-refundable once work has commenced, as it reserves dedicated time and resources for the project.
• Milestone Payments: For larger projects, payments may be structured in milestones as specified in the proposal. Each milestone is due upon delivery and approval of that phase.
• Final Balance: The remaining balance is payable immediately upon completion and delivery of the project. Payment is due within 14 days of the invoice date.
• Late Payment: Overdue amounts shall accrue interest at 10% per month, compounded monthly, until paid in full. We reserve the right to suspend all work and services — including hosting, domain management, and access to deliverables — until all outstanding amounts are cleared.
• Invoicing: Invoices will be issued for each payment stage. All fees are exclusive of applicable taxes, which shall be borne by the Client.

3. Domain, Hosting & Third-Party Services

• Clients are responsible for purchasing and maintaining their own domain names and hosting plans, unless otherwise agreed in writing.
• Our fees do not include domain registration, hosting, SSL certificates, or third-party service subscriptions unless explicitly stated in the proposal.
• We may recommend and assist with third-party providers (e.g., Vercel, Netlify, Supabase, Stripe, AWS), but we are not responsible for their performance, uptime, security, or pricing changes.
• We are not liable for data loss, downtime, or service interruptions caused by third-party providers.

4. Client Responsibilities

• Provide all required content, text, images, logos, brand assets, credentials, and API keys in a timely manner.
• Ensure all materials provided are legally owned or licensed, and do not infringe on any third-party rights.
• Provide prompt feedback, reviews, and approvals — ideally within 3–5 business days. Repeated delays may impact the project timeline.
• Designate a single point of contact with decision-making authority to streamline communication.
• Provide access to existing systems, codebases, or platforms that need to be integrated or migrated.

5. Intellectual Property

• Final Deliverables: Ownership of the final design and custom-developed source code transfers to the Client only after full payment of all amounts due has been received.
• Pre-existing Materials: Any pre-existing reusable code, libraries, frameworks, tools, design systems, and components owned by the Developer before the project remain our intellectual property. We grant the Client a perpetual, royalty-free license to use these materials as part of the delivered project.
• Portfolio Rights: We retain the irrevocable, perpetual right to display the project in our portfolio, case studies, and marketing materials unless a separate NDA explicitly prohibits this in writing.
• Third-Party Code: Any open-source or third-party code used remains under its original license. The Client must comply with those license terms.

6. Revisions & Change Orders

The project fee includes a reasonable number of revision rounds as specified in the proposal (typically 2–3 rounds of design revisions and 1–2 rounds of development revisions). Additional revisions, feature additions, or scope changes will be handled through a formal change order process and billed at our agreed-upon hourly rate or as a fixed-price addendum.

7. Post-Delivery Support & Maintenance

Unless a separate support or retainer agreement is in place, our obligation to provide technical support, bug fixes, or updates ends upon final delivery and acceptance of the project. Post-delivery support, maintenance, and hosting management are available under a separate support agreement. We are not responsible for issues arising from modifications made by the Client or third parties after delivery.

8. Warranties & Disclaimers

• We provide all services with reasonable professional skill and care, consistent with industry standards.
• We do not guarantee that websites or software will be completely free of bugs, errors, or vulnerabilities, or that they will achieve specific business outcomes such as sales, traffic rankings, or revenue targets.
• All deliverables are provided "as is" without any express or implied warranty, including merchantability or fitness for a particular purpose, except as required by applicable law.
• We are not responsible for failures, data loss, or downtime caused by third-party services, hosting providers, payment gateways, or API providers.

9. Limitation of Liability

To the maximum extent permitted by law, our total aggregate liability for any claim arising out of or relating to these Terms or any project — whether in contract, tort, or otherwise — shall not exceed the total fees actually paid by the Client for the specific project giving rise to the claim.

In no event shall we be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost revenue, loss of data, loss of business opportunity, or cost of substitute services, even if we have been advised of the possibility of such damages.

10. Termination

• Either party may terminate the agreement with 7 days written notice.
• Upon termination for any reason, the Client shall pay for all work completed up to the termination date, including the non-refundable deposit.
• We reserve the right to terminate immediately if the Client fails to fulfill payment obligations or breaches these Terms.
• Upon termination and full payment, we will deliver all completed work products. Partial work may be delivered if full payment for that portion is made.

11. Confidentiality

Both parties agree to keep confidential all proprietary information, trade secrets, business processes, and technical data shared during the engagement. Neither party shall disclose such information to third parties without prior written consent, except as required by law. This obligation survives termination of the agreement for a period of 3 years.

12. Data Protection & Privacy

We comply with the Kenya Data Protection Act, 2019. Any personal data shared with us during the engagement will be processed in accordance with our Privacy Policy. Both parties agree to handle any end-user data collected through the project in compliance with applicable data protection laws.

13. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, civil unrest, strikes, pandemics, internet outages, or government actions.

14. Governing Law & Dispute Resolution

These Terms are governed by the laws of the Republic of Kenya. Any disputes arising from these Terms shall first be attempted to be resolved through informal negotiation. If unresolved, disputes shall be referred to binding arbitration in Nairobi, Kenya, in accordance with the rules of the Chartered Institute of Arbitrators (Kenya Branch). The decision of the arbitrator shall be final and binding.

15. Updates to These Terms

We may update these Terms at any time. The latest version will always be available on this page, with the effective date noted at the top. Continued engagement after changes constitutes acceptance of the updated Terms.

Contact

For questions regarding these Terms, please contact us at imranshiundu@gmail.com or submit a contact form.