1. Introduction
Please read these Terms of Service (“Terms and Conditions”) carefully before engaging with the services or products of Xion Technology (Pty) Ltd (“Xion Tech”, “we”, “us”, or “our”). By accessing, purchasing, or utilizing any of Xion Tech’s services or deliverables, the Client agrees to be bound by these Terms and Conditions in full.
These Terms apply to all Clients who make use of our services, whether by formal quote acceptance, email confirmation, or payment of any invoice. All services rendered by Xion Tech are subject to the most recent version of these Terms and Conditions.
2. Acceptance of Terms
It is not required for the Client to sign a formal agreement to accept these Terms. Any instruction received by Xion Tech for the supply of services or products shall constitute acceptance of these Terms and Conditions by the Client.
By accepting a quote, making payment, being consulted by Xion Tech, or instructing work to commence, the Client confirms that they have read, understood, and agree to these Terms in full.
By engaging in any form of consultation with Xion Tech, the Client agrees to a consultation fee of R1,250.00 per hour (VAT inclusive), unless otherwise agreed in writing.
3. Scope of Services
Xion Tech provides end-to-end development services including but not limited to:
4. Intellectual Property & Copyright
All content, specifications, branding, and materials provided by the Client remain the Client’s intellectual property. However, the Client grants Xion Tech a non-exclusive, irrevocable, royalty-free license to use such materials solely for the purposes of project execution, development, showcasing in portfolios, and marketing.
It is the Client’s responsibility to ensure they have proper rights to all third-party content provided. Xion Tech shall not be liable for any claims arising from unauthorized use of copyrighted materials supplied by the Client.
5. Design and Development Credit
Xion Tech reserves the right to include a small, unobtrusive credit on all developed software platforms, websites, or products unless explicitly requested in writing. A 10% surcharge may be applied for credit removal. Xion Tech may use completed projects for promotional and portfolio purposes.
6. Post-Delivery Alterations
Xion Tech accepts no liability for changes made by third parties to completed work, including alterations, deletions, or additions.
7. Client Responsibilities & Content Control
Clients must designate a single point of contact for efficient communication. All project-related materials (e.g., CAD files, text content, graphics, branding) must be supplied in their final reviewed format. Xion Tech is not responsible for reviewing content for errors in grammar, accuracy, or quality unless contracted separately.
No source code or design files will be released to Clients unless explicitly agreed upon. Projects developed by Xion Tech are not transferable or editable by third parties unless otherwise agreed in writing.
8. Client Review and Revisions
Clients are entitled to two (2) rounds of revisions per development phase. Additional revisions will be charged at standard hourly rates or as quoted separately. Unless objections are received within 7 days of delivery, work will be deemed accepted.
9. Charges and Billing
Xion Tech reserves the right to suspend or disable services or project deliverables after 7 days of non-payment.
10. Additional Expenses
Any additional costs (e.g., specialized components, software licenses, imported parts, custom tooling) will be billed to the Client as agreed in writing.
11. Liability and Indemnity
Xion Tech shall not be liable for:
The Client agrees to indemnify and hold harmless Xion Tech, its staff, and affiliates from all claims, damages, or losses arising from the use or misuse of Xion Tech’s services or products.
12. Hosting and Domain Services
Hosting and cloud services are included as specified in accepted quotes. Domains registered or hosted with Xion Tech remain the Client’s property but may incur a R1,250.00 administrative transfer fee when moved to another provider.
It is the Client’s responsibility to ensure timely renewal and payment of hosting/domain fees. Xion Tech is not liable for the expiration or reassignment of unpaid domains.
13. Contract Term and Termination
Service contracts are valid for a minimum of 12 months unless otherwise stated. Termination by the Client must be made in writing at least one month in advance. All outstanding amounts remain payable on termination. Xion Tech may terminate any agreement immediately in case of Client breach.
14. Confidentiality and Privacy
Xion Tech respects the confidentiality of all Client data and shall take reasonable precautions to protect such information. However, no online system is entirely secure, and Xion Tech is not liable for breaches outside its control.
Client data may be used to provide services, for internal analytics, or to comply with legal obligations. Data may be transferred to new ownership in the event of a company acquisition.
15. Third-Party Services and Links
Xion Tech is not responsible for content, behavior, or practices of third-party providers or platforms. Use of third-party services is at the Client’s discretion and risk.
16. Amendments
These Terms and Conditions may be updated at any time. Changes become effective upon publication on our website or written communication to Clients. Continued use of services implies acceptance of updated terms.
17. Governing Law
These Terms are governed by the laws of the Republic of South Africa. Any disputes shall be settled in the jurisdiction where Xion Tech’s head office is located.
18. Severability
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in effect. The invalid provision shall be replaced with a provision that reflects the original intent as closely as possible.