Terms & Conditions
Effective date: 11 March 2026
These Terms and Conditions ("Terms") govern the relationship between Yoros ("the Service Provider", "we", "us", "our") and any individual, business, or entity ("the Client", "you", "your") that engages Yoros for web development, digital systems, design, consulting, or related services.
By engaging Yoros — whether verbally, in writing, via email, or by accepting a project quote — you agree to be bound by these Terms. Please read them carefully before proceeding.
1. Definitions
For the purposes of these Terms:
- "Yoros" refers to Yoros (Pty) Ltd, a South African web development and digital systems studio operating from Cape Town, Western Cape.
- "Services" refers to any web development, digital platform design, system integration, email automation, database configuration, consulting, maintenance, or related technical services provided by Yoros.
- "Project" refers to any specific body of work agreed upon between Yoros and the Client, as described in a Quote, Proposal, or Statement of Work.
- "Quote" or "Proposal" refers to any written or digital document produced by Yoros detailing the scope, pricing, and timeline for a Project.
- "Deliverables" means any website, application, system, code, design, or digital asset produced by Yoros as part of a Project.
- "Confidential Information" means any non-public business, technical, or financial information disclosed by either party in connection with a Project.
2. Engagement and Acceptance
2.1A binding engagement commences when the Client accepts a Quote by written confirmation (including email or electronic signature), makes a deposit payment, or instructs Yoros to proceed.
2.2All work is performed subject to these Terms, which supersede any conflicting terms the Client may propose unless expressly agreed in writing by Yoros.
2.3Yoros reserves the right to decline any engagement at its sole discretion, including prior to the commencement of work.
3. Scope of Work
3.1The scope of each Project is defined in the applicable Quote or Proposal. Work outside this scope constitutes additional work and will be quoted and billed separately.
3.2Yoros will make reasonable efforts to accommodate minor scope adjustments within a Project. Requests that materially alter the Project scope, timeline, or required resources will be subject to a revised Quote.
3.3Yoros does not guarantee that any third-party integrations (including but not limited to payment gateways, email service providers, analytics platforms, or social media APIs) will remain available or functional over time, as these are outside Yoros's control.
4. Fees and Payment
4.1All fees are quoted in South African Rand (ZAR) unless otherwise stated. Yoros reserves the right to quote in USD for international clients.
4.2Projects are typically structured with a deposit of fifty percent (50%) due prior to commencement and the remaining fifty percent (50%) due on delivery, unless otherwise agreed in writing.
4.3Invoices are due within seven (7) business days of issue unless a different payment term is specified in the Quote.
4.4Yoros reserves the right to suspend or withhold delivery of work where invoices remain unpaid beyond their due date.
4.5Overdue amounts may attract interest at the rate of two percent (2%) per month from the due date until date of payment.
4.6All fees are exclusive of VAT. VAT will be added at the applicable rate where Yoros is VAT-registered.
4.7Third-party costs — including but not limited to domain registration, hosting subscriptions, email platform fees, payment gateway fees, stock photography, and font licences — are for the Client's account and are not included in Yoros's fees unless expressly stated.
5. Client Responsibilities
5.1The Client is responsible for providing all content, assets, credentials, and approvals required for the Project in a timely manner. Delays caused by late provision of materials may affect the Project timeline and are not the responsibility of Yoros.
5.2The Client warrants that all content, images, logos, trademarks, and other materials provided to Yoros are owned by or properly licenced to the Client, and that their use in the Project does not infringe any third-party intellectual property rights.
5.3The Client is responsible for maintaining the security of their own accounts, including hosting, domain, email, and third-party platform credentials. Yoros accepts no liability for security incidents arising from the Client's account management.
5.4For once-off projects where the Client takes ownership of all platform accounts, the Client assumes full responsibility for those accounts and their ongoing maintenance upon handover.
6. Intellectual Property
6.1Upon receipt of full payment for a Project, the Client receives full ownership of all custom Deliverables created for that Project, including custom code, designs, and content.
6.2Yoros retains ownership of all pre-existing tools, frameworks, template systems, libraries, methodologies, and know-how (the "Yoros Framework") used in the development of Deliverables. The Client receives a perpetual, non-exclusive licence to use the Yoros Framework components as embedded in their Deliverables.
6.3Yoros reserves the right to display completed work in its portfolio unless the Client requests confidentiality in writing prior to Project commencement.
6.4All third-party software, libraries, plugins, and assets used in a Project are subject to their respective licences. Yoros will endeavour to use open-source or commercially licenced components with terms compatible with the Client's intended use.
7. Confidentiality
7.1Both parties agree to keep confidential any proprietary, sensitive, or non-public information disclosed by the other party in connection with a Project.
7.2Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, is independently developed by the receiving party, or is required to be disclosed by law or court order.
7.3Yoros will not disclose Client data, credentials, or business information to third parties except as necessary to complete the Project or as required by law.
8. Warranties and Representations
8.1Yoros warrants that all Services will be performed with reasonable skill and care and in a professional manner consistent with generally accepted industry standards.
8.2Yoros does not warrant that any website or digital system will achieve specific commercial outcomes, traffic levels, search engine rankings, or conversion rates. These outcomes depend on many factors outside Yoros's control.
8.3Yoros does not guarantee uninterrupted availability of any hosted service. Hosting uptime is subject to the terms of the applicable hosting provider (including Vercel, Supabase, and other third-party platforms).
8.4Yoros warrants that Deliverables will be free from known defects at the time of delivery and will address genuine defects reported within fourteen (14) days of delivery at no additional charge.
9. Limitation of Liability
9.1To the maximum extent permitted by applicable law, Yoros's total liability to the Client for any claim arising from or related to the Services shall not exceed the total fees paid by the Client for the specific Project giving rise to the claim.
9.2Yoros shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of revenue, loss of data, loss of business opportunity, or reputational damage, even if Yoros has been advised of the possibility of such damages.
9.3Yoros is not liable for any loss or damage arising from the Client's use of third-party platforms, services, or integrations recommended or configured by Yoros, as these are governed by their own terms.
9.4Nothing in these Terms limits liability for fraud, gross negligence, or any liability that cannot be excluded under applicable South African law.
10. Project Timeline and Delays
10.1Yoros will endeavour to meet all agreed timelines. Timelines are estimates based on the Project scope and the timely provision of required inputs by the Client.
10.2Yoros will not be held liable for delays caused by the Client's failure to provide content, approvals, or feedback within agreed timeframes.
10.3Force majeure events — including but not limited to load shedding, natural disasters, civil unrest, or third-party platform outages — may cause delays and do not constitute a breach by Yoros.
11. Revisions and Amendments
11.1All Projects include a defined number of revision rounds as specified in the applicable Quote. Revisions beyond this number will be billed at Yoros's standard hourly rate.
11.2A revision is defined as minor amendments to existing work. Requests that substantially change the design direction, feature set, or scope constitute new work and will be quoted accordingly.
12. Cancellation and Termination
12.1Either party may terminate the engagement by providing written notice. Cancellation by the Client does not entitle the Client to a refund of any deposit paid.
12.2Where a Project is cancelled after commencement, the Client shall pay for all work completed to the date of cancellation, billed at the rate applicable to the Project scope.
12.3Yoros may terminate the engagement immediately where the Client engages in conduct that is abusive, unlawful, or materially breaches these Terms.
12.4Upon termination, Yoros will deliver all completed Deliverables to the Client subject to payment of all outstanding amounts.
13. Data Protection and Privacy
13.1Yoros processes personal data in accordance with the Protection of Personal Information Act 4 of 2013 (POPIA) and Yoros's Privacy Policy, available at www.yoros.co.za/privacy.
13.2Yoros will only collect and process personal data necessary for the provision of Services and will not sell or share Client data with third parties for marketing purposes.
13.3The Client is responsible for ensuring that any personal data collected through Deliverables (including website contact forms, booking systems, and client portals) is processed in compliance with applicable data protection legislation.
14. Governing Law and Dispute Resolution
14.1These Terms are governed by and construed in accordance with the laws of the Republic of South Africa.
14.2Any dispute arising from or relating to these Terms or the Services shall first be referred to good faith negotiation between the parties.
14.3If negotiation does not resolve the dispute within thirty (30) days, either party may refer the matter to mediation or, failing that, to the jurisdiction of the Western Cape Division of the High Court of South Africa.
15. General Provisions
15.1These Terms, together with the applicable Quote or Proposal, constitute the entire agreement between the parties and supersede all prior communications.
15.2If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions continue in full force.
15.3Yoros's failure to enforce any right under these Terms does not constitute a waiver of that right.
15.4Yoros may update these Terms from time to time. The current version will always be published at www.yoros.co.za/terms. Continued engagement after an update constitutes acceptance of the revised Terms.