General Terms of Service

1. Agreement and Acceptance

1.1 These Terms of Service form a legally binding agreement between the Client and LocalAI Systems (Pty) Ltd.

1.2 Acceptance occurs when the Client:

• Signs a proposal or agreement
• Approves a project scope in writing
• Makes payment for any service offered

1.3 Any project-specific agreements, proposals, or quotations issued by the Service Provider form part of this agreement.

2. Payment Terms

2.1 Project fees may be structured in phases, milestones, or full upfront payment depending on the nature of the project.

2.2 Payment schedules will be defined within the project proposal or client agreement.

2.3 Monthly retainers, if applicable, will begin on the agreed service commencement date.

2.4 Retainer fees cover ongoing support and maintenance services as defined in the client agreement.

2.5 All invoices are payable within the timeframe specified on the invoice unless otherwise agreed in writing.

2.6 Late payments may result in temporary suspension of services, restricted system access, or delayed support.

2.7 All fees are quoted in South African Rand (ZAR) and exclude VAT unless explicitly specified.

3. Scope of Work

3.1 Services delivered will follow the scope defined in the approved proposal or project agreement.

3.2 Any requests outside the approved scope may require a revised quotation and additional fees.

3.3 The Client agrees to provide all necessary content, feedback, and access credentials within reasonable timeframes. Delays may result in project timeline shifts.

4. Retainer and Support Services

4.1 Ongoing service retainers include website hosting, system monitoring, routine maintenance, and technical support.

4.2 Retainer services do not include major development work, new system development, or full redesigns. Such work will be quoted separately.

5. Intellectual Property

5.1 All intellectual property and proprietary frameworks developed by the Service Provider remain the property of LocalAI Systems (Pty) Ltd.

5.2 Upon full payment, the Client is granted a license to use the delivered system for their business operations.

5.3 The Service Provider retains ownership of underlying systems and reusable components.

5.4 The Service Provider may reference completed projects in its portfolio unless confidentiality restrictions are agreed in writing.

6. Confidentiality

6.1 Both parties agree to maintain confidentiality regarding any proprietary, technical, or operational information shared.

6.2 Confidential information may not be disclosed to third parties without written permission unless required by law.

7. Cancellation and Termination

7.1 Either party may terminate ongoing services by providing 30 days written notice.

7.2 Payments made for completed work are non-refundable.

7.3 The Service Provider reserves the right to terminate services immediately for non-payment or breach of terms.

8. Limitation of Liability

8.1 Liability is limited to the total value of fees paid for services under the relevant project.

8.2 The Service Provider is not responsible for indirect or consequential losses, including loss of revenue or operational disruptions.

9. Warranty and Service Performance

9.1 Services will be delivered with reasonable care, professional skill, and industry-standard practices.

9.2 No guarantees are made regarding specific business results such as sales increases or lead generation volume.

10. Governing Law

These Terms of Service are governed by the laws of the Republic of South Africa. Any disputes shall fall under the jurisdiction of South African courts.