Last updated: July 4, 2023
THIS TERMS OF USE AGREEMENT (the "Agreement") constitutes a legally binding agreement by and between Design Focus, a sole proprietorship organized under the laws of South Africa ("Design Focus") and the client, whether personally or on behalf of an entity ("Client"), with regard to access and use of Design Focus's website: https://designfocus.io/ (the "Website") and any other media form, channel, mobile website, or mobile application related, linked, or otherwise connected thereto. Failure to agree and adhere to all of the terms, conditions, and obligations contained herein results in the express prohibition of the Client's use of the Website, and the Client is ordered to discontinue use immediately. Thereafter the relationship between the Client and Design Focus shall cease and be of no further force and effect between the parties, except that any obligation of the Client to pay Design Focus for services rendered shall remain and continue to be an ongoing obligation owed by the Client to Design Focus.
Unless otherwise indicated, the Website is the property of Design Focus, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (herein, collectively or individually, the "Content") and the trademarks, service marks, and logos contained therein (the "Marks") are owned and controlled by Design Focus and are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of South Africa, foreign jurisdictions, and international conventions. The Content and Marks are provided "As-Is" for your information and personal use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without Design Focus's express prior written permission. Design Focus reserves all rights in the Website, Content, and Marks.
Notwithstanding Design Focus's ownership of Submissions, as described in Paragraph 4 ("Client Feedback"), all design and original source files created on the Client's behalf ("Projects") belong to the Client, and the Client shall be the sole owner of the copyright for all Projects. In the event that any operation of law would cause Design Focus to become the owner of a Project, in whole or in part, rather than the Client, Design Focus irrevocably and perpetually assigns its entire interest in the Project to the Client, without limitation. The Client warrants that any and all materials provided to Design Focus as examples or as material to be incorporated into a project during the design process are owned by the Client and do not infringe on or misappropriate any third party's rights, including, but not limited to, all intellectual property rights and any right of publicity. Design Focus always reserves the right to share the Client's design work publicly (social media, website, etc.) unless agreed upon as stated in section 18 of this document.
In the event that any Project incorporates fonts that are not owned by Design Focus and require a commercial license in order for the Client to legally reproduce, distribute, or publicly display the Project ("Third-Party Font(s)"), Design Focus will inform the Client in writing that one or more Third-Party Fonts have been incorporated into the Project. Design Focus will also notify the Client that they need to purchase one or more licenses for the Third-Party Fonts from the rights holder(s) of said Third-Party Fonts in order to legally reproduce, distribute, or publicly display the Project. This notice will include sufficient information for the Client to identify the required licenses and provide contact information for purchasing said licenses.
As long as Design Focus has informed the Client of the incorporation of Third-Party Fonts as described above, the Client assumes all responsibility for any consequences resulting from their failure to purchase the required licenses for any Third-Party Fonts incorporated into a Project.
4. User Representations
By using the Website, Client represents and warrants that: Client has the legal capacity and agrees to comply with these Terms of Use; Client is not a minor in the jurisdiction of their domicile; Client will not access the Website through automated or non-human means; Client will not use the Website for any illegal or unauthorized purpose; Client’s use of the Website will not violate any applicable law or regulation.
The Client shall not access or use the Website for any purpose other than that for which the Website is made available. The Website may not be used in connection with any commercial endeavors except those related to the work performed by Design Focus on behalf of the Client. Furthermore, the Client agrees to refrain from the following activities:
a. Making any unauthorized use of the Website;b. Retrieving data or content for the purpose of creating or compiling a database or directory;c. Circumventing, disabling, or otherwise interfering with security-related features on the Website;d. Engaging in unauthorized framing or linking of the Website;e. Tricking, defrauding, or misleading Design Focus or other users;f. Interfering with, disrupting, or creating an undue burden on the Website or Design Focus's networks or servers;g. Using the Website in an effort to compete with Design Focus;h. Deciphering, decompiling, disassembling, or reverse-engineering any of the software comprising or in any way making up a part of the Website;i. Bypassing any measures on the Website designed to prevent or restrict access to the Website or any portion thereof;j. Harassing, annoying, intimidating, or threatening any of Design Focus's employees, independent contractors, or agents providing services through the Website;k. Deleting the copyright or other rights notice from any Content;l. Copying or adapting the Website's software;m. Uploading or transmitting, or attempting to do so, viruses, Trojan horses, or other materials that interfere with any party's use of the Website or modify, impair, disrupt, alter, or interfere with the use, features, functions, operations, or maintenance of the Website;n. Uploading or transmitting, or attempting to do so, any material that acts as a passive or active information collection or transmission mechanism;o. Disparaging, tarnishing, or otherwise harming Design Focus;p. Using the Website in a manner inconsistent with any applicable laws, statutes, or regulations.
The Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or submission (each a "Submission") shall be the sole property of Design Focus, and Design Focus is under no obligation to keep a Submission confidential or ensure its confidentiality. Design Focus shall be the sole and exclusive owner of all rights related to the Submission, except to the extent that rights are granted to the Client under Paragraph 2 ("Ownership of Materials"). Design Focus may use and disseminate a Submission for any lawful purpose, at its sole and unrestricted discretion, without requiring permission, acknowledgment, or compensation to the Client. By providing a Submission, the Client represents that they have the right to articulate and submit the content and hereby waives all claims and recourse against Design Focus for its use of the Submission in accordance with the terms herein and in its sole discretion hereafter.
Design Focus reserves the right to monitor the Website for violations of these Terms of Use and to take appropriate legal action in response to a violation of the Terms of Use or any applicable law, statute, or regulation. Design Focus further reserves the right to restrict or deny access to the Website or disable the Client's use of the Website. Such decisions shall be in the sole discretion of Design Focus, without notice or liability to the Client. All decisions regarding the management of the Website shall be at the sole discretion of Design Focus and shall be designed to protect Design Focus's rights and property.
By using the Website, Client agrees to be bound and abide by the Privacy Policy and the terms more particularly set forth therein and adopted and incorporated herein. The Website is hosted in South Africa. Access of the Website from other regions of the world may result in the applicability of laws, statutes, or regulations differing from those of South Africa, which govern personal data collection, use, or disclosure. Client's continued use of the Website and transfer of data to South Africa constitutes express consent of Client to the transfer and processing of data in South Africa. Design Focus does not knowingly accept or solicit information from individuals under the age of 18. In accordance with South Africa's applicable laws and regulations, upon the receipt of actual knowledge that an individual under the age of 18 has provided personally identifiable information to Design Focus without appropriate consent, Design Focus shall delete that information as soon as reasonably practical.
Design Focus reserves the right to deny refunds based on its own discretion and without notice or liability to the Client. Refund requests are assessed on a case-by-case basis. Should the Client request a refund during the first month of use, all materials produced by Design Focus are owned by the company and are prohibited from being used by the Client in any way.
If a refund is deemed to be appropriate, there may be a fee assigned to the remaining billable period, which will be determined by Design Focus in its sole discretion.
Design Focus reserves the right to take appropriate legal action against the Client for breach of this paragraph.
Design Focus reserves the right to change, alter, modify, amend, or remove anything or any content on the Website for any reason at its sole discretion. Design Focus reserves the right to modify or discontinue all or part of the Website without notice and without liability to the Client.
Design Focus does not guarantee or warrant that the Website will be available and accessible at all times. Issues with hardware, software, or other factors may result in interruption, delays, or errors beyond Design Focus's control. The Client agrees that Design Focus shall not be liable to the Client for any loss, damage, or inconvenience caused by the Client's inability to access or use the Website during any interruption in the connection or service.
These Terms of Use shall be governed by and construed in accordance with the laws of the Republic of South Africa without regard to conflict of law principles.
Any legal action of whatever nature shall be brought in the courts of South Africa. The parties hereto consent to personal jurisdiction in said courts and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction. The application of any international conventions or acts, including the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act, is excluded from these Terms of Use.
The Website is provided on an as-is, as-available basis. Client agrees that its use of the Website and Services is at Client’s sole risk. Design Focus disclaims all warranties, express or implied, in connection with the Website and Client’s use thereof, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Design Focus makes no warranties or representations about the accuracy or completeness of the Website or any content thereon or content of any websites linked to the Website, and Design Focus assumes no liability for any errors, mistakes, or inaccuracies of content and materials, personal injury, or property damage of any nature whatsoever.
Design Focus does not guarantee the security or confidentiality of any information transmitted through the Website. Any unauthorized access to or use of Design Focus's servers and/or any personal or financial information stored therein is done at Client's own risk. Design Focus shall not be responsible for any interruption or cessation of transmission to or from the site, any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Website by any third party, or any errors or omissions in content and materials. Furthermore, Design Focus shall not be liable for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available through the Website.
Design Focus does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party either through the Website, a hyperlinked website, or any website or mobile application featured in any advertising.
Design Focus and its director, employees, members, independent contractors, or agents shall not be liable to Client or any third party for any direct, indirect, consequential, incidental, special, or punitive damages, including lost profits, lost revenue, lost data, attorneys’ fees, court costs, fines, forfeitures, or other damages or losses arising from Client’s use of the Website.
Client agrees to defend, indemnify, and hold harmless Design Focus, its subsidiaries, affiliates, and all respective officers, agents, partners, employees, and independent contractors from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:
(1) Use of the Website;(2) Breach of these Terms of Use;(3) Any breach of Client's representations and warranties set forth herein;(4) Client's violation of the rights of any third party, including but not limited to intellectual property rights.
Notwithstanding the foregoing, Design Focus reserves the right, at Client's expense, to assume control and defense of any matter for which Client shall be required to indemnify Design Focus hereunder. Client agrees to cooperate with the defense of such claims.
Client is solely responsible for all data transmitted to or related to any activity Client undertakes using the Website. Design Focus shall have no liability to Client for any loss or corruption of such data, and Client hereby waives any right of action against Design Focus arising from any such loss or corruption.
Client hereby consents to receive electronic communications from Design Focus, and Client agrees that all agreements, notices, disclosures, and other communications sent via email or through the Website satisfy any legal requirement that such communication be in writing. Client hereby agrees to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by Design Focus or through the Website. Client hereby waives any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records or to payments or the granting of credits by any means other than electronic.
Design Focus reserves the right to share design work on digital channels, including social media, website, etc., unless otherwise agreed upon. The Client reserves the right to issue a Non-Disclosure Agreement (NDA) between themselves and Design Focus, which, in turn, would void the right of Design Focus to share or discuss the Client's work publicly.
These Terms of Use and any policies posted on the Website or regarding the Website constitute the entire agreement and understanding between the Client and Design Focus. Failure of Design Focus to enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. If any provision or part of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision shall be severed from these Terms of Use but shall not otherwise affect the validity or enforceability of the remaining provisions herein. Nothing in these Terms of Use, the Privacy Policy, or on the Website shall be construed to constitute the forming of a joint venture, partnership, employment, or agency relationship between the Client and Design Focus.
For any questions or complaints regarding the Website, please contact Design Focus at: alex@designfocus.io