Agreement Terms

Change Orders

A change is defined as: 1) work requested by the client beyond the scope of this proposal, 2) or additional work or change requested on deliverables that have previously been reviewed and accepted by Customer.

No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.

A change will be documented in a Change Order and will be submitted to the customer for signatory approval prior to beginning the work requested. The cost and/or schedule impact of the change request shall be document in the Change Order.

A change with no cost or schedule impact will be stated as such in the Change Order, but for quality control reasons and to ensure mutual understanding, still requires customer signatory approval. Once approved, the Change Order will become an attachment to this proposal.

Additional Billable

Unplanned components, ideas, revisions, and project scope happen when there is an unexpected event that will incur a cost. We will notify you ahead of time and will not produce unless we receive clear approval for increased budget and timeline.

Hourly rate: N$ 550 / hour, billed to the quarter of an hour through our online billing and desktop hour tracking software, Fresh books. However, most additional projects and/or project modifications will be scoped and bid on fix- price basis.

Payment Schedule

Payments will be made within a few days of your anniversary date each month. Unless otherwise requested by the client. Should a payment not be received, additional work tasks will not be performed until payment has been received.

Payment Schedule

Payments will be made within a few days of your anniversary date each month. Unless otherwise requested by the client. Should a payment not be received, additional work tasks will not be performed until payment has been received.

Termination of Contract

This agreement will automatically renew and extend on a month to month basis after the initial agreed upon contract term.  If the customer wishes to cancel services, they will be billed one last full month on the next anniversary date following the notice of termination, Essential will perform services for that last month, and then services and billing will terminate.  All terminations notices must be made in writing, verbal terminations will not be accepted.  Date of termination will be the date Essential receives the termination notice in writing.

Confidential Information

Customer agrees to keep this agreement confidential, including the pricing and terms stated within.  Additionally, Confidential Information shall mean any and all information, whether written or oral, regarding the Essential’s customers, prospective customers, policies and procedures, operations, and systems. This information includes but is not limited to technical, developmental, marketing, sales, operating, performance, cost, know-how, computer, software and database programming techniques, and any record bearing, containing or disclosing such information and techniques, which is disclosed pursuant to this Agreement.

Payment Obligation

Client understands that this contract is on a month to month basis and that this contract obligates the client to provide payment for all services rendered by Essential. The client agrees that the payment for services can’t be re-tracked or refunded once the services have been provided by Essential.

Legal Notice

Notwithstanding anything to the contrary contained in this contract, neither Essential nor any of its employees, owners or agents, warrants that the functions contained in the Website will be uninterrupted or error-free.  The entire risk as to the quality and performance of the Website is with the Client.  In no event will Essential, its owners or agents be liable

to the Client or any third party for any damage, including but not limited to, service interruptions caused by acts of god, hackers, the hosting service or any other circumstances beyond Essential reasonable control, any profits lost, lost savings or other incidental, consequential, punitive, or special damages arising out of the operation or inability to operate this Website, failure of any service provider, of any telecommunications carrier, of the Internet Backbone, of any Internet Servers, you or your site visitor’s computer or Internet Software, even if Essential has been advised of the possibility of such damages.

 Laws Governing this Agreement

The Laws of the Republic of Namibia shall govern this Agreement.  Furthermore, it is agreed that Windhoek is the proper venue and jurisdiction of any claims resulting from this agreement.

 Limitation of Liability

Notwithstanding any provision to the contrary, the total liability of Essential and its employees and consultants, for all losses, damages, costs, and expenses, including attorney’s fees, shall not exceed the aggregate amount paid to Essential under this Agreement, regardless of the legal theory under which such liability is imposed.

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