Over 10 years we have helped companies streamline their ICT infrastructure. We are here to provide you with the right tools to stay ahead of the competition.

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Wood Avenue Plaza, P.O. Box 32031 - 00600 Nairobi

+254-737-863-083

  1. GENERAL

1.1 These terms and conditions form the entire agreement between Prasams ICT Solutions also referred to as (“Prasams or Prasams Technologies”) and the Customer (“the Customer”) whose name appears on the Application for Credit, relating to the sale and purchase of goods or services appearing on the invoice (“the Goods”). Where a prior written agreement, credit application, surety agreement (but not a software license agreement), exists between PRASAMS ICT SOLUTIONS and the Customer, concerning goods, the provisions of that agreement shall in all cases prevail over these terms and conditions, except in the instance where such prior written agreement would result in the External Loans And Credits Act having an application.

1.2 In the event that the Customer enters into a license to use any software and/or data comprised in the goods or services appearing on any invoice, these terms and conditions shall continue to have an effect but the terms of such license shall be read together with these terms and conditions and in the event of a conflict then such license terms shall in so far as the conflict exists, prevail over these terms and conditions in relation to such conflict.

1.3 Orders are accepted by Prasams ICT Solutions subject to availability of stock. Prasams ICT Solutions reserves the right to deliver the goods in two or more installments.

1.4 Prasams ICT Solutions reserves the right to withhold further supplies in the event of any breach of any of these terms and conditions or for any other reason which Prasams ICT Solutions consider warrants such actions, in which event the customer agrees that Prasams ICT Solutions shall not be liable for any consequential damages suffered by the customer as a result of such withholding of supplies for whatsoever reason. The Customer hereby indemnifies Prasams ICT Solutions in this regard in respect of all or any such claims made by third parties as a result of such withholding of supplies for whatsoever reason.

  1. PAYMENT

2.1 The purchase price of the goods shall be paid by the customer to Prasams ICT Solutions without any deduction or set-off within the period stipulated on the invoice.

2.2 If more than one delivery is made, then each delivery will be invoiced and shall be paid for separately in accordance with

2.3 Prasams ICT Solutions does not extend credit to any Customer in terms of the External Loans And Credits Act, and all accounts due are payable within 30 days of the date of invoice.

2.4 In the event of a dispute with regard to part of any amount owing in respect of any invoice, the Customer shall nevertheless forthwith pay the undisputed amount of such indebtedness according to the agreed terms of payment.

2.5 All goods supplied by Prasams ICT Solutions to the Customer shall remain the property of Prasams ICT Solutions until the purchase price in respect thereof has been paid in full.

  1. DISCOUNTS

3.1 The price of the goods sold to the Customer is strictly net and not subject to any discounts or set-offs unless otherwise agreed to in writing by Prasams ICT Solutions.

3.2 If any discount is agreed to in writing it shall only apply to the actual price of the goods themselves and not to the value-added tax, transport costs, insurance, storage charges, or other duties or taxes. Discounts will not be allowed on overdue payments.

  1. DELIVERY

4.1 Delivery shall be completed when the goods are off-loaded at the destination stated by the Customer if the goods are to be transported by means of Prasams ICT Solutions’ vehicle, or delivery shall be completed when the goods are loaded if they are to be transported by the Customer or delivery shall be completed when the goods are loaded into a carrier engaged (whether by Prasams ICT Solutions or the Customer) to transport the goods to the Customer, provided, however, that if the goods are forwarded to the Customer by means of a normal post, it will be assumed that the goods were delivered to the Customer unless the Customer notifies Prasams ICT Solutions in writing within a period of 30 (thirty)days from the date of the invoice that it did not receive the goods. It would further be assumed that the consumer had inspected the goods and accepted the quality of the goods.

4.2 Should Prasams ICT Solutions, at the Customer’s request, agree to engage a carrier to transport the goods to the Customer, then (a) Prasams ICT Solutions is authorized to engage a carrier on such terms and conditions as it deems fit (b) the Customer indemnifies Prasams ICT Solutionsagainst all demands and claims which may be made against it by the carrier so engaged and all liability which Prasams ICT Solutions may incur to the carrier arising out of the transportation of the goods.

4.3 The risk in the goods shall pass to the Customer on delivery of the goods as provided above. It is furthermore agreed that the Transport Agent acts as Agent for and on behalf of the Customer. Delivery to the Transport Agent will constitute delivery to the Customer and the Agent must inspect the goods on behalf of the Customer.

4.4 Prasams ICT Solutions shall not be liable under any circumstances for any complaint or claim for any alleged shortage in delivery or defect in the goods after delivery to the Customer or the Customer’s agent.

4.5 The signature of the employee or agent of the Customer which appears on Prasams ICT Solutionsofficial delivery note or waybill or delivery note of any authorized independent carrier, shall constitute conclusive evidence of delivery of the goods purchased.

4.6 If more than one delivery is to be made then the provisions of this clause 4 shall apply to each delivery.

4.7 Time of the delivery shall not be of the essence, although all reasonable steps will be taken to ensure timely performance and the Customer will receive notice of any unreasonable delay.

  1. SET OFF

5.1 In the event of Prasams ICT Solutions or any holding or subsidiary or fellow subsidiary or other division of Prasams ICT Solutions, becoming indebted to the Customer, Prasams ICT Solutions may set off such indebtedness against any monies which may be or become owing by the Customer to Prasams ICT Solutions.

  1. EXCLUSIONS

6.1 Prasams ICT Solutions’ liability to the Customer for any damages sustained by the Customer from any cause whatsoever including any damages arising out of Prasams ICT Solutions’ negligence or that of the servants, agents, or sub-contractors shall in any event and under all circumstances, be limited to the replacement at Prasams ICT Solutions’ premises of the goods which, at the date of delivery thereof, are subject to a patent defect arising from defective materials.

6.2 Except as provided in 6.1 above, Prasams ICT Solutions shall in no circumstances whatsoever be liable for any loss of profit or any damage direct or indirect, consequential or otherwise sustained by the Customer whether or not caused by the negligence of Prasams ICT Solutions, its agents, or employees.

6.3 Insofar as any of Prasams ICT Solutions’ obligations under the contract are carried out by any of the servants, agents, subcontractors, associates, or subsidiaries, the provision of 6.1 and 6.2 above are stipulated for their benefit as well as for Prasams ICT Solutions and each of them are hereby indemnified and exempted by the Customer from any such liability.

6.4 The Customer shall not have any claim of any nature whatsoever against Prasams ICT Solutions for any failure by Prasams ICT Solutions to carry out any of its obligations under its contract with the Customer as a result of causes beyond Prasams ICT Solutions’ control, including, but without being limited to, any strike, lockout, shortage of labor or materials, delays in transport, accidents of any kind, any default or delay by any sub-contractor or supplier of Prasams ICT Solutions, riot, political or civil disturbances, the elements, any act of any State or Government, any delay in securing any permit consent or approval required by Prasams ICT Solutions for the supply of goods under the contract or any other authority of any other cause whatsoever beyond Prasams ICT Solutions’S absolute and direct control.

  1. WARRANTY

7.1 Same as provided for in clause 6.1 all the goods are in good working order are of good quality and without defects.

  1. DEFAULT

8.1 Should the Customer default in paying his account strictly on due date or commit a breach of any of the terms or conditions of his contract with Prasams ICT Solutionsor, being an individual, die or be provisionally or finally sequestrated or surrender or make application to surrender his estate or commit any act of insolvency; or being a partnership, the partnership is terminated or commits any act of insolvency; or being a company or close corporation is placed under a provisional or final order of liquidation or judicial management; or is placed under business rescue; or has a judgment recorded against it which remains unsatisfied for seven days, or compromises or attempts to compromise generally with any of the Customer’s creditors; or enters into any transaction which has the effect of changing the beneficial ownership of the customer’s business; or if the Customer is a company or close corporation enters into a transaction which has the effect of a change in the effective control of the company or close corporation; then, without prejudice to any other right may have; (a) Prasams ICT Solutions shall be entitled, but not compelled, forthwith to demand that the whole amount outstanding by the Customer from whatsoever cause arising, be paid immediately; and (b) Prasams ICT Solutionsshall furthermore be entitled to cancel any agreement which exists between it and the Customer suspend the carrying out of any of its then uncompleted obligations, in which event the Customer shall have no claim or claims whatsoever nature against Prasams ICT Solutionsarising out of. Initial such cancellation or the suspension by Prasams ICT Solutions to carry out any obligations.

8.2 Prasams ICT Solutions’ rights in terms of 8.1 above shall not be exhaustive and shall be in addition to its common law rights.

8.3 No relaxation which Prasams ICT Solutions may have permitted on any one or more occasion in regard to the carrying out of the Customer’s obligations shall prejudice or be regarded as a waiver of Prasams ICT Solutions’S rights to enforce its obligations on any subsequent occasion.

8.4 Upon the cancellation of the contract between Prasams ICT Solutions and the Customer for any reason whatsoever: (a) All amounts then owed by the Customer to Prasams ICT Solutions from any cause whatsoever shall become due and payable forthwith; and (b) Prasams ICT Solutions may retake possession of all the goods in respect of which ownership has not yet passed.

  1. JURISDICTION

9.1 The Customer agrees that Prasams ICT Solutions shall be entitled but not obliged to institute any proceedings against the customer arising out of its contract with the Customer for the full balance outstanding in any Magistrate’s Court having jurisdiction over the Customer from time to time notwithstanding that the claim or the value of the matter in dispute may exceed the jurisdiction of the Magistrate’s Court. Further, the Customer agrees to be liable for all legal costs including costs on the scale as between attorney and his own client and collection charges and tracing fees.

9.2 A certificate by any director or manager of Prasams ICT Solutions showing the amount due and owing by the Customer to Prasams ICT Solutions at any given time shall be prima facie evidence of the amount due by the Customer and such certificate shall be sufficient for purposes of judgment, summary judgment or provisional sentence or other legal proceedings.

  1. DOMICILIUM

10.1 The Customer nominates its physical address as reflected on the face of the Application to Credit to which these Terms and Conditions are annexed, as its domicilium citandi et executandi for service upon it of all notices and processes whether in connection with any claim or any sum due to Prasams ICT Solutions or otherwise.

  1. NEGOTIABLE INSTRUMENTS

11.1 Any promissory note, bill of exchange, or other negotiable instrument received by Prasams ICT Solutions from the Customer shall not constitute a novation of the debt for which it is given to Prasams ICT Solutions.

  1. RETURN OF THE GOODS

12.1 If, in the exercise of its discretion, Prasams ICT Solutions shall agree, at the written request of the Customer, to accept the return of any of the goods, which goods were correctly supplied by Prasams ICT Solutions and are not faulty or subject to any claim. In such event, Prasams ICT Solutions shall be entitled to claim from the Customer a handling charge of 10% (ten per centum) of the invoice price of the goods so returned. Nothing in this clause detracts from any customer his rights in terms of the Consumer Protection Act No. 46 of 2012.

  1. INSURANCE

13.1 With effect from the date of delivery of the goods to the Customer, or its agent (as defined in this agreement), the Customer shall at all times keep the goods sold to it adequately insured against all forms of loss.

13.2 Pending payment to Prasams ICT Solutions for the goods purchased, all benefits in terms of the insurance policy relating to the insurance of such goods are hereby ceded to Prasams ICT Solutions.

  1. LAW APPLICABLE

14.1 The Laws of the Republic of Kenya are the laws applicable to this agreement.

  1. CESSION OF DEBTORS

15.1 The Customer does hereby irrevocably and in rem suam cede, pledge, assign transfer and make over unto and in favor of Prasams ICT Solutions all its right, title, interest, claim and demand in and to all claims of whatsoever nature and description and however arising which the Customer may now or at any time hereafter have against all and any person, companies, corporations, firms, partnerships, association, syndicates, and other legal personae whomsoever (“debtor’s debtors”) without exception as continuing covering security for the due payment of every sum of money which may now or at any time hereafter be or become owing by the Customer to Prasams ICT Solutions from whatsoever cause arising and for the due performance of every other obligation howsoever arising which the Customer may be or become bound to perform in favor of Prasams ICT Solutions.

15.2 Should it transpire that the Customer entered into prior deeds of cession or otherwise disposed of any of the right, title, and interest in and to any of the debt which will from time to time be subject to this cession, then this cession shall operate as a cession of all the Customer’s reversionary rights.  Initial

15.3 The Customer hereby undertakes that, if and whenever Prasams ICT Solutions will so require, the Customer will, not later than the 7th day of every month, deliver to Prasams ICT Solutions a schedule supplied by a director of all amounts which will have been owing to the Customer by its debtors on the last day of the preceding month reflecting thereon the amounts so owing by each debtor and the name and last known address of such debtor.

15.4 Whether or not the Customer’s debtors will have been notified of the cession of all sums of money which the Customer will collect from its debtors or any of them shall be collected and received by the Customer as agents on Prasams ICT Solutions’ behalf provided that Prasams ICT Solutions shall be entitled at any time to terminate the Customer’s payments on account of the debts in respect of which the Customer’s mandate has been terminated.

15.5 The Customers agrees that Prasams ICT Solutions shall be entitled at any time or times hereafter to give notice of its cession to all or any of the Customer’s debtors and to take such steps as they may deem for to recover the amounts respectively owing by the Customer’s debtors to the Customer from time to time and for the time being provided that Prasams ICT Solutions shall be obliged to refund any amounts to the Customer which is in excess of the amount to which the Customer will at that stage be indebted to Prasams ICT Solutions.

15.6 The Customer warrants that Prasams ICT Solutions will at all times, while this cession remains in force, be entitled through its duly authorized representatives to inspect all or any of the Customer’s records relating to any of the debts covered by the cession.

  1. NON VARIATION

16.1 No variation, alteration, amendment, or consensual cancellation of any of these terms and conditions shall be of any force or effect, unless in writing and signed by the parties hereto.

16.2 No waiver or abandonment by Prasams ICT Solutions of any of its rights in terms of this application and these terms and conditions shall be binding on it unless such waiver or abandonment is in writing and signed by it.

  1. MISCELLANEOUS

17.1 Severability Should any part of this agreement for any reason be declared invalid, such decision shall not affect the validity of the remaining provisions, which remaining provisions shall remain in full force and effect as if this agreement had been executed with the invalid portion thereof eliminated and it is hereby declared the intention of the parties that they would have executed the remaining portions of this agreement without including any such parts or portions which may, for any reason, be hereafter declared invalid. Any provision shall nevertheless remain in full force and effect in all other circumstances.

17.2 Modification and Waiver or breach of this agreement by either party shall not be considered a waiver of any subsequent breach.

17.3 Assignment This agreement is not assignable or transferrable by the Customer. Nevertheless, the rights and obligations of Prasams ICT Solutions in terms hereof shall be assignable or transferrable without the written consent of the client.

17.4 Counterparts Each person executing this agreement on behalf of a party hereto represents and warrants that such person is fully and duly authorized to do so on behalf of such party with full right and authority to execute this agreement and to bind such party with respect to all of its obligations herein. This agreement may be executed (by original or telecopied signature) in counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.

17.5 Non-solicitation of Employees During this agreement and for two years after the term of this agreement expires, the Customer will not solicit the employment of or employ the personnel of Prasams ICT Solutions, without prior written consent of Prasams ICT Solutions.

17.6 Force and Majeure Prasams ICT Solutions shall not be responsible for delays or failures (including any delay by Prasams ICT Solutions to make progress in the prosecution of any Services) if such delay arises out of causes beyond its control. Such causes may include but are not restricted to, acts of God, or of the public enemy, fires, floods, epidemics, riots, quarantine restrictions, strikes, freight embargos, earthquakes, electrical outages, computer or communications failures, and severe weather and acts or omissions of subcontractors or third parties.

17.7 Suretyship This Application is conditional upon completion of the Deed of Suretyship attached hereto by a person or persons on behalf of the Customer.

In addition to the standard terms and conditions, the following applies to all digital projects

  1. ESTIMATES
    1. Prasams ICT Solutions may provide Clients with initial estimates, otherwise referred to as quotations, for projects on request. The final project value may vary from the initial quotation if additions are requested to the original scope of work.
    2. Prasams ICT Solutions will provide quotations in writing by email to Clients, which will include a hyperlink to these Terms and Conditions. Acceptance by a Client of a Prasams ICT Solutions estimate is subject to acceptance of the terms and conditions unless specifically agreed in writing between the Client and Prasams ICT Solutions to the contrary.

 

  1. INVOICING & PAYMENT TERMS
    1. Prasams ICT Solutions’ standard payment terms are COD.
    2. New projects require a 50% upfront payment for the commencement of a project, final balance payment before the project is made live.
    3. Monthly or retainer invoices will be invoiced by the 25th of the month and needs to be paid within seven business days thereafter.
    4. In the event that website development cost has been broken up into a payment plan, Prasams ICT Solutions will remain the owners of the website until the design and development work has been paid in full as per the initial quotation.
    5. Prasams ICT Solutions reserves the right to increase its pricing in line with the official annual inflation rate of Kenya.
    6. This quote is based on the current exchange rate to the US dollar. Plugin and theme renewal fees may fluctuate based on that rate.

 

  1. PROJECT TERMS
    1. Unless expressly agreed in writing to the contrary Prasams ICT Solutions will not accept liability to the Client for unforeseen delays in completing a project.
    2. In the event that there is a delay in the completion of a project, Prasams ICT Solutions will communicate such delays to the Client in writing via email.
    3. All website or online marketing tactic setup content needs to be provided by the client within 2 weeks of a deposit being paid to commence a project.
    4. All Graphic design content needs to be provided within 1 week of a deposit being paid to commence a project.
    5. The client is required to provide Prasams ICT Solutions with all the content required for a project within the period detailed above. Should the client delay issuing Prasams ICT Solutions with the content required for the project, Prasams ICT Solutions reserves the right to renegotiate the cost of the project as well as the expected completion date. In such instances, Prasams ICT Solutions will request any outstanding payments to be settled before the continuation of the project.

 

  1. ONGOING MAINTENANCE AND SUPPORT
    1. Fixes for newly built websites need to be identified within a 14-day period from going live. If fixes are identified after this period and the client is not on a Maintenance agreement, then a quotation will be issued to commence such fixes.
    2. Prasams ICT Solutions cannot future proof its services or products. Once a client has signed off on a project the responsibility to maintain and update plugins and themes used on the website becomes the client’s responsibility unless a maintenance agreement has been signed with Prasams ICT Solutions which covers such incidents.
    3. Maintenance does not mean “eyes on the website” all the time and issues on the website still need to be reported to Prasams ICT Solutions’ account manager.
    4. Development faults with plugins or themes used on a website built by Prasams ICT Solutions are not covered by a maintenance agreement and will be quoted separately as in most cases the original software developer will need to be involved.
    5. Similarly, hosting and website faults remain the responsibility of the hosting provider and do not fall under any maintenance agreement should the website not be hosted with Prasams ICT Solutions.
    6. A Prasams ICT Solutions account manager can be present to consult at external meetings if required, however, such meetings need to be arranged in advance, and unless prior arrangements have been made such consultations will be limited to one meeting per month of a maximum duration of 1 hour. Consultations will be charged at our standard consulting rate.

 

  1. TERMINATION OF SERVICE
    1. Cancellation of any products or services may be made at any time by providing Prasams ICT Solutions with a cancellation request 1 calendar month in advance, in writing.
    2. In the event of cancellation of the agreement prior to the completion of the cancellation period, Prasams ICT Solutions reserves the right to pursue any of the following: (1) remove equipment, software, services, or resources owned by Prasams ICT Solutions, (2) bring legal action against the Client for contractual breach or (3) remove any created websites, graphics, content, links, advertising, and accounts.

 

  1. 3RD PARTY SERVICES
    1. Prasams ICT Solutions will offer to Clients third-party services such as those offered by Google to enhance the performance of their websites. Prasams ICT Solutions may include in quotations the setup and maintenance of such third-party services. Prasams ICT Solutions will not be liable to the Client for any interruption, non-performance, or cancellation of the provision by third parties of any such services.

 

  1. WEBSITE DEVELOPMENT AND DESIGN TERMS AND CONDITIONS
    1. All website content needs to be provided by the client within 2 weeks of payment of a deposit to commence a project. Should the client delay issuing Prasams ICT Solutions the content required for the project, Prasams ICT Solutions reserves the right to renegotiate the cost of the project as well as the expected completion date. In such instances, Prasams ICT Solutions will request any outstanding payments to be settled before the continuation of the project.
    2. CMS websites require updates to plugins and themes. If the client has not opted for monthly maintenance, such updates and the cost thereof, remain the responsibility of the client. However, plugins and themes may be quoted separately if required.
    3. Additional pages, images, and revisions on projects above the scope of work agreed upon above will attract additional charges.
    4. All E-commerce websites will come with Flat Rate shipping. It is the client’s responsibility to negotiate shipping costs with his/her preferred supplier and to provide Prasams ICT Solutions with specified flat rates. Alternative Shipping Plugin purchase and configuration fall out of the scope of work unless specifically quoted for.
    5. All e-commerce websites will have Paypal or Skrill payment as the default payment options. It remains the responsibility of the client to sign up with the companies and to provide us with their login details.
    6. The client agrees that all content provided by the client including articles, website wording, graphics, and videos are owned by the client and free of any copyright infringement.
    7. Landing pages, unless otherwise stated are created using a specific Landing page platform. If you want a copy of this page we can provide it, but it will only be reactivated using a version of the same platform, as the code is customized for use on this platform.
    8. Viruses & Outdated Websites, Prasams ICT Solutions makes every effort to take security precautions on our Clients’ websites, this includes the relevant security plugins which keep its servers secure, wherever possible. However, we cannot guarantee the prevention of hacks, viruses, or unexpected data deletion and cannot be held liable for any such damages as a result.
    9. Prasams ICT Solutions cannot be responsible for any websites that have stopped working or have become faulty over time due to the website becoming “outdated”. Outdated websites can be affected due to many aspects, such as new browser software, outdated web code, etc. Prasams ICT Solutions cannot be expected to keep your website updated in every aspect without being compensated to do so.

 

  1. SEO TERMS AND CONDITIONS
    1. Prasams ICT Solutions accepts no responsibility nor liability to the Client for the actual rankings achieved or how such rankings may vary over time. Search engines are known to change their algorithms and in such doing rankings and traffic may fluctuate.

 

  1. EMAIL MARKETING TERMS AND CONDITIONS
    1. Prasams ICT Solutions will set up the Client’s email with email service providers and charge a fixed amount for doing this.
    2. Payment of Monthly charged based on subscribers will remain the responsibility of the client.
    3. Prasams ICT Solutions will not be liable for any purchased, rented, or third-party lists of email addresses that were/are purchased/provided by the client for a newsletter or emailing distribution.
    4. Prasams ICT Solutions will not be held liable for any penalties placed upon the client by the email service provider as a result of purchased, rented, or third-party lists of email addresses or spam content used in newsletters.

 

  1. CONTENT MARKETING TERMS AND CONDITIONS
    1. The Client’s account manager will post content based on the client’s: Target Market, Products, Industry, but occasionally content might be relevant to General Internet Trends or Holidays. The Client is responsible for setting content guidelines with the Account Manager, these guidelines can be in the form of a list of approved: websites, newsletters, RSS feeds where the Account Manager can derive content from.
    2. The Account Manager cannot take responsibility for the sharing of, nor comments made in response to content posted on the page, as this is the nature of social media interactions. An Escalation process will be followed with feedback on the social media sites, but in no way will any actions are taken in response to these contradict the objective of company transparency.
    3. Unless otherwise agreed to the content for newsletters will be provided by the client, although the account manager may give some suggestions for content going forward.
    4. The client agrees that all content provided by the client including articles, website wording, graphics, and videos are owned by the client and free of any copyright infringement.

 

  1. HOSTING TERMS AND CONDITIONS
    1. Prasams ICT Solutions will invoice for hosting and domain renewals on an annual basis. This is only applicable for websites hosted and maintained by Prasams ICT Solutions
    2. Prasams ICT Solutions will use their best endeavors to rectify the cause of any disruption in the hosting service of a Client’s website(s) and to minimize the duration of any such instances. This is only applicable for websites hosted and maintained by Prasams ICT Solutions.
    3. Prasams ICT Solutions will not be liable to the Client for any compensation in respect of any downtime that may occur with the hosting of their website(s).
    4. In the event that a Client wishes to move their website to another Webserver supported by another party, then Prasams ICT Solutions will cooperate fully, subject to all outstanding amounts being paid up in full, in some instances a transfer fee will be applicable.
    5. Prasams ICT Solutions will troubleshoot any problems reported by the Client with their email. If the problem is due to an omission by Prasams ICT Solutions, then no charge will be made to the Client. If the problem is not due to an omission by Prasams ICT Solutions, then the Client will be charged.
    6. Login details and passwords need to be kept confidential and secure. Prasams ICT Solutions will not be held accountable for email account/website hacks. We do not keep passwords on record and will subject any password request to security measures deemed sufficient to legitimize the request

 

  1. GENERAL SERVICE DISCLAIMERS
    The Client acknowledges the following with respect to services:

    1. Prasams ICT Solutions accepts no responsibility for policies of Google, third-party search engines, directories, or other websites (“Third-Party Resources”) that the Client may submit to with respect to the classification or type of content it accepts, whether now or in the future. The Client’s website or content may be excluded or banned from any Third-Party Resource at any time and the Client agrees not to hold Prasams ICT Solutions responsible for any liability or actions taken by Third-Party Resources under this Agreement.
    2. The Client furthermore acknowledges that the nature of many of the resources the Prasams ICT Solutions may employ under this Agreement are competitive, therefore Prasams ICT Solutions does not guarantee top rankings, consistent positioning or specific performance of any strategies employed and the Client accepts that the Prasams ICT Solutions past performance is not indicative of any future results the Client may experience.
    3. The Client recognizes that SEO and submissions to search engines and directories can take an indefinite amount of time for acceptance or inclusion and that internet advertising may be subject to the individual advertising network’s policies and procedures.
    4. The Client accepts that Google AdWords, search engines, directories or other resources may block, prevent or otherwise stop accepting submissions for an indefinite period of time.
    5. The Client acknowledges that search engines may drop listings from its database for no apparent or predictable reason. Prasams ICT Solutions shall re-submit resources to the search engine based on the current policies of the search engine in question.
    6. Prasams ICT Solutions will endeavor to make every effort to keep the Client informed of any changes that Prasams ICT Solutions is made aware of that impact any of the campaigns and strategies and the execution thereof under this Agreement. The Client also acknowledges that Prasams ICT Solutions may not become aware of changes to third-party resources, industry changes, or any other changes that may or may not affect campaigns or services.
    7. Prasams ICT Solutions, for the duration of this agreement, may develop design strategies and codes, which, in Prasams ICT Solutions’ opinion improve the Client’s website. Prasams ICT Solutions and the Client will review these suggestions together and once a mutual agreement is reached activate these changes. If the Client decides to make any material changes to the website, the Client will consult with Prasams ICT Solutions prior to implementing these changes, to make sure that they do not conflict with Prasams ICT Solutions’ marketing strategy.
    8. Third-Party Resources, particularly Facebook, change their layout and can very often affect any business page installations and applications. Prasams ICT Solutions will not be held liable for these changes and, should work need to be done to rectify, then a new “quote” would need to be drawn up.
    9. Prasams ICT Solutions and its subcontractors retain the right to display all designs as examples of their work in their respective portfolios.

 

  1. COPYRIGHT
    1. The source code of all website web pages remains the intellectual property of Prasams ICT Solutions until such time as payment is made in full by the client and may not be copied and used by any other party without the consent of Prasams ICT Solutions.
    2. All scripts, CSS and include files used within Client websites, remain the intellectual property of Prasams ICT Solutions until such time as payment is made in full by the client and may not be copied and used by any other party without the written consent of Prasams ICT Solutions.
    3. The stored procedures, functions, and triggers programmed into SQL Databases remain the intellectual property of Prasams ICT Solutions until such time as payment is made in full by the client and may not be copied and used by any other party without the consent of Prasams ICT Solutions.
    4. All Client logo images, images unique to the Client, i.e. of their premises, workforce, and their business, plus all written copy, belong to the Client and are covered under their copyright. Prasams ICT Solutions will not reuse the Client written content or images without the express permission of the Client.
    5. Prasams ICT Solutions will not be liable for any copyright infringements committed by the Client with regards to content provided for marketing materials. The Client hereby agrees that all content submitted to Prasams ICT Solutions is original content and not copied off other websites as copying the content of other online assets will directly impact Prasams ICT Solutions’ ability to run an effective marketing strategy for the Client.
    6. The Client and Prasams ICT Solutions acknowledge and agree that the Specifications and all other documents and information related to the development of the Prasams ICT Solutions Campaign (the “Confidential Information”) will constitute valuable trade secrets of Prasams ICT Solutions. The Client shall keep the Confidential Information in confidence and shall not, at any time during or after the term of this Agreement, without Prasams ICT Solutions prior written consent, disclose or otherwise make available to anyone, either directly or indirectly, all or any part of the Confidential Information.

 

  1. BREACH
    1. In the event that the Client does not pay an invoice within the time frame allocated in the invoice, then Prasams ICT Solutions has the right to suspend all further works for that Client until such time as payment is made in full.
    2. In the event that the Client does not pay a hosting subscription invoice within 30 days of the due date, i.e. 44 days after the invoice date, then Prasams ICT Solutions reserve the right to turn off any website hosting until such time as the invoice is paid in full.
    3. In the event that the Client becomes insolvent or goes into liquidation, Prasams ICT Solutions has the right to immediately terminate their contract with the Client and invoice for the full value of project works carried out to that date, plus suspend any email or hosting services.
    4. In the event that a Client delays the progress of a project with Prasams ICT Solutions then Prasams ICT Solutions will be entitled to give 14 days written notice to the Client. If the Client does not satisfactorily remedy the cause(s) of the delay, within the 14-day notice period, then Prasams ICT Solutions will have the right to terminate the service. Prasams ICT Solutions will invoice the Client for the full value of works carried out to date.
    5. In the event the Client fails to make any of the payments referenced in the deadline set forth, Prasams ICT Solutions has the right, but is not obliged, to pursue any or all of the following remedies: (1) terminate the Agreement, (2) remove equipment, software, services or resources owned by Prasams ICT Solutions or (3) bring legal action.

 

  1. Kenya Data Protection Act
    1. It is the client’s responsibility to ensure that all client communication adheres to the Kenya Data Protection Act.

 

  1. WHAT CAN BE EXPECTED OF US
    1. We aim to achieve the highest level of client satisfaction and for our clients to have absolute faith in our standard of work and the professional manner in which we conduct business. We will:
      1. Be friendly, courteous, and helpful when contacted
      2. Make every effort to explain things clearly and in terms you can understand, keeping jargon to a minimum
  • Agree with you about the type of service you can expect to receive
  1. Respond to your phone calls, emails, and letters on time
  2. Treat all clients fairly
  3. Confidentiality

 

  1. WHAT WE EXPECT OF OUR CLIENTS
    1. We expect you to:
      1. Provide any information that has been requested within agreed timescales
      2. Pay all invoices within the payment terms defined in our agreement
  • Let us know in advance if you are unable to do this, or if your circumstances change

 

  1. IMPROVING OUR SERVICES

We are keen to improve our high level of Client service and welcome any comments that you have, either complimentary or critical. If a project has not met its targets, we would appreciate your feedback about what we can do to avoid the situation in the future. We want our clients to be 100% happy with the service they receive.