Terms and Conditions

1. Introduction and Acceptance

These Terms and Conditions ("Terms") govern the relationship between JezdanTech ("JezdanTech," "we," "us," or "our"), a software and information technology development agency operating from the United Republic of Tanzania, and any individual or organization ("Client," "you," or "your") that accesses jezdantech.com (the "Site"), creates an account, requests a quotation, or engages JezdanTech for software development, web development, mobile application development, UI/UX design, consulting, or related services (collectively, the "Services").

By accessing the Site, creating an account, or signing a proposal, statement of work, or service agreement with JezdanTech, you agree to be bound by these Terms. If you do not agree, please do not use the Site or engage our Services.

2. Definitions

• "Agreement" means these Terms together with any signed proposal, statement of work ("SOW"), quotation, or service contract entered into between JezdanTech and the Client.
• "Deliverables" means the software, code, designs, documents, or other work product produced by JezdanTech under an Agreement.
• "Account" means a registered profile on the Site or any client portal used to manage projects, invoices, or communications.

3. Our Services

JezdanTech provides custom software development, web and mobile application development, enterprise systems (including ERP, HR, and management platforms), UI/UX design, and related technical consulting services. The specific scope, timeline, and deliverables for any engagement will be set out in a separate proposal, quotation, or SOW, which forms part of the Agreement once accepted in writing (including by email).

4. Account Registration

Where the Site or a client portal requires an Account, you agree to:

• Provide accurate, current, and complete information during registration;
• Maintain the security of your login credentials and notify us promptly of any unauthorized use;
• Accept responsibility for all activity that occurs under your Account.

We may suspend or terminate an Account that we reasonably believe has been compromised, misused, or used in violation of these Terms.

5. Client Responsibilities

To enable us to deliver the Services effectively, the Client agrees to:

• Provide timely feedback, approvals, content, credentials, and access reasonably required for the project;
• Designate a point of contact with authority to make decisions on the Client's behalf;
• Ensure that any materials, data, or third-party content supplied to JezdanTech do not infringe the rights of any third party;
• Comply with applicable law, including data protection obligations relating to any personal data the Client provides to us or asks us to process.

Delays caused by the Client's failure to meet these responsibilities may extend project timelines and are not attributable to JezdanTech.

6. Fees, Payments, and Billing

• Quotations. Fees for Services are set out in the applicable proposal or SOW and are quoted in Tanzanian Shillings (TZS) or another currency agreed in writing for international clients.
• Payment Terms. Unless otherwise agreed, projects require a deposit before work begins, with the balance payable according to milestones set out in the SOW or upon completion.
• Accepted Payment Methods. We accept payment via bank transfer, mobile money (including M-Pesa, Tigo Pesa, and Airtel Money) for local clients, and international payment methods (such as card payment or wire transfer) for clients outside Tanzania, as made available on the Site or invoice.
• Late Payments. Invoices not paid by the due date may accrue late fees as specified in the SOW, and JezdanTech reserves the right to pause work or withhold Deliverables until outstanding amounts are settled.
• Taxes. Fees are exclusive of applicable taxes (including VAT) unless stated otherwise; the Client is responsible for any taxes arising from the engagement other than JezdanTech's own income tax.
• Refunds. Refunds, where applicable, are handled on a case-by-case basis as set out in the relevant SOW; deposits are generally non-refundable once work has commenced.

7. Intellectual Property Rights

• Pre-Existing IP. JezdanTech retains ownership of any pre-existing tools, frameworks, libraries, templates, or proprietary methodologies used in delivering the Services ("Background IP").
• Client Deliverables. Unless otherwise agreed in writing, ownership of the final, paid-for Deliverables created specifically for the Client transfers to the Client upon full payment of all applicable fees. Until full payment is received, all rights remain with JezdanTech.
• License to Background IP. To the extent any Background IP is incorporated into the Deliverables, JezdanTech grants the Client a non-exclusive, perpetual license to use it solely as part of the Deliverables.
• Portfolio Use. JezdanTech may reference completed projects (including screenshots and general descriptions) in its portfolio and marketing materials, unless the Client requests confidentiality in writing.

8. Project Delivery, Revisions, and Acceptance

• Deliverables will be provided according to the milestones and timelines set out in the SOW.
• The Client will have a reasonable review period (as specified in the SOW, or 7 business days by default) to request revisions consistent with the original agreed scope.
• Changes outside the original scope will be treated as a change request and may involve additional fees and timeline adjustments, to be agreed in writing before work proceeds.
• If the Client does not respond within the review period, Deliverables will be deemed accepted.

9. Confidentiality

Both parties agree to keep confidential any non-public business, technical, or financial information disclosed during the engagement, and to use it solely for the purpose of the Agreement. This obligation survives termination of the Agreement and does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

10. Warranties and Disclaimers

JezdanTech will perform the Services with reasonable skill and care, consistent with generally accepted industry standards. Except as expressly stated in an Agreement, the Services and Deliverables are provided "as is," and JezdanTech disclaims all other warranties, whether express or implied, including implied warranties of merchantability or fitness for a particular purpose, to the maximum extent permitted by applicable law.

11. Limitation of Liability

To the maximum extent permitted by law, JezdanTech's total liability arising out of or relating to an Agreement shall not exceed the total fees paid by the Client for the Services giving rise to the claim in the six (6) months preceding the event. JezdanTech shall not be liable for indirect, incidental, special, or consequential damages, including loss of profits, data, or business opportunity, even if advised of the possibility of such damages.

12. Indemnification

The Client agrees to indemnify and hold JezdanTech harmless from claims, damages, or expenses arising from the Client's breach of these Terms, misuse of the Deliverables, or infringement of third-party rights through materials the Client supplied.

13. Termination

Either party may terminate an Agreement for convenience with written notice as specified in the SOW (or 14 days by default), or immediately for material breach that remains uncured after 7 days' written notice. Upon termination, the Client shall pay for all Services rendered and expenses incurred up to the effective date of termination, and JezdanTech will deliver any completed, paid-for work product.

14. Data Protection

Any personal data collected through the Site or in the course of an engagement is handled in accordance with our Privacy Policy and applicable data protection law, including Tanzania's Personal Data Protection Act No. 11 of 2022. Where JezdanTech processes personal data on the Client's behalf as part of a project, the parties may enter into a separate data processing agreement setting out each party's obligations.

15. Force Majeure

Neither party shall be liable for delay or failure to perform obligations due to events beyond its reasonable control, including natural disasters, power or internet outages, government action, or other similar events, provided the affected party gives prompt notice and makes reasonable efforts to mitigate the impact.

16. Governing Law and Dispute Resolution

These Terms and any Agreement are governed by the laws of the United Republic of Tanzania, without regard to conflict-of-law principles. For international clients, the parties may agree in the SOW to alternative dispute resolution mechanisms (such as arbitration or mediation) to address cross-border considerations. The parties will first attempt to resolve any dispute through good-faith negotiation before pursuing formal proceedings before the competent courts of Tanzania.

17. Changes to These Terms

We may update these Terms from time to time to reflect changes in our Services, legal requirements, or business practices. Material changes will be posted on the Site with an updated "Last updated" date, and continued use of the Site or Services after such changes constitutes acceptance of the revised Terms. Terms governing an active, signed SOW will not change retroactively without the Client's written consent.

18. Contact Us

If you have questions about these Terms, please contact us at: