Terms and Conditions

1. About these terms

These terms and conditions ("Terms") apply to all Shopify design, development, migration, optimisation, maintenance and support services ("Services") provided by Liqwidly ("we", "us", "our"), a Shopify development studio based in South Africa, to you, the client ("you", "your").

By accepting a quote or proposal, paying an invoice or instructing us to start work, you agree to these Terms. If a signed proposal or agreement conflicts with these Terms, the signed document takes precedence for that engagement.

2. Quotes and scope

• Quotes are valid for 30 days from the date issued unless stated otherwise.
• Each project is delivered according to the scope set out in the accepted quote or proposal. Work outside that scope is a change request and will be quoted separately or billed at our hourly rate with your prior approval.
• Timelines are estimates and depend on you supplying content, feedback, approvals and access on time.

3. Fees and payment

• Fees are charged in the currency stated on the quote or invoice.
• Unless stated otherwise, fees exclude VAT, which will be added where applicable.
• Projects require a non-refundable deposit of 30% before work begins, with the balance due before launch or handover.
• Invoices are payable within 7 days of the invoice date.
• We may pause work on overdue accounts and charge interest on overdue amounts at the rate allowed under the Prescribed Rate of Interest Act 55 of 1975.
• Third-party costs, including Shopify subscriptions, apps, themes, fonts, stock assets and hosting, are your responsibility and are paid directly by you unless agreed otherwise.

4. Maintenance and support plans

The following applies to all maintenance, growth and priority support plans:

• Plans are billed monthly in advance and run month to month.
• Each plan includes the number of hours stated for that plan per calendar month. Time is tracked in our client task dashbaord and is visible to you.
• Unused hours will not carry forward to the next month and are non-refundable.
• Work that would exceed your monthly hours is only carried out with your prior approval and is billed at our hourly rate, or scheduled into the following month.
• Turnaround times are averages, not guarantees, and are measured in business days from when a request is received with everything needed to start.
• You may cancel, upgrade or downgrade a plan with 30 days' written notice. Changes take effect from the next billing month.

5. Your responsibilities

• Provide the access, content, brand assets and information we need, and ensure you have the right to use them.
• Review and approve work within a reasonable time.
• Keep your own backups and remove our staff or collaborator access to your store once an engagement ends.
• Ensure your store, products and content comply with the law and with Shopify's terms of service.

6. Intellectual property

Once all fees for a project have been paid in full, ownership of the custom work we create specifically for you transfers to you. Until then, it remains ours.

We keep ownership of our pre-existing code, tools, templates and know-how, and grant you a non-exclusive, perpetual licence to use any of these that form part of your deliverables. Third-party themes, apps and assets remain subject to their own licences.

Unless you ask us not to in writing, we may show completed work in our portfolio and marketing.

7. Launch support and warranties

We will fix defects in our own work that are reported within 14 days of launch or handover at no extra cost. This does not cover issues caused by changes made by you or third parties, third-party apps or themes, or updates to the Shopify platform.

We work with care and skill, but we do not guarantee specific sales, conversion or revenue results.

8. Limitation of liability

To the extent permitted by law, our total liability for any claim relating to the Services is limited to the fees you paid us for the Services in question during the three months before the claim arose.

We are not liable for indirect or consequential loss, including loss of profit, revenue, data or goodwill, or for any loss caused by Shopify, third-party apps or services, hosting providers or circumstances outside our reasonable control.

9. Confidentiality and personal information

We keep your confidential business information private and only use it to provide the Services.

Where we process personal information on your behalf, such as customer data in your store, we do so only on your instructions and in line with the Protection of Personal Information Act 4 of 2013 (POPIA). You remain the responsible party for that information.

10. Termination

Either party may end an engagement in writing if the other materially breaches these Terms and does not fix the breach within 14 days of being notified. On termination, you must pay for all work completed and costs incurred up to the termination date.

11. Governing law and disputes

These Terms are governed by the laws of the Republic of South Africa. Both parties will first try to resolve any dispute in good faith. If that fails, the dispute may be referred to a competent court in South Africa.

12. General

• Quotes, acceptances and notices may be given by email and are valid under the Electronic Communications and Transactions Act 25 of 2002.
• If any part of these Terms is found to be unenforceable, the rest remains in effect.
• We may update these Terms from time to time. The version published on this page when you accept a quote or start a billing month applies to that work.

13. Contact

Questions about these Terms? Get in touch.