Acceptance of Terms

By placing an order for services from Virtual Life Solutions (PTY) Ltd, or by making any payment to Virtual Life Solutions (PTY) Ltd, the Client acknowledges that they have read, understood, and agree to be bound by these Terms and Conditions.

Definitions

• "Client," "you," or "your" refers to the company or individual requesting services from Virtual Life Solutions (PTY) Ltd.
• "Virtual Life Solutions," "VLS," "we," "us," or "our" refers to Virtual Life Solutions (PTY) Ltd.
• "Services" refers to all services provided by Virtual Life Solutions (PTY) Ltd, including but not limited to web development, mobile development, graphic design, hosting, bulk messaging, and SEO.
• "Project" refers to a specific development or service engagement agreed upon between Virtual Life Solutions and the Client.
• "Quotation" or "Cost Estimate" refers to a document outlining the proposed scope of work and associated fees for a Project.
• "Technical Brief" refers to a detailed written document outlining the Client's specific requirements and specifications for a Project.
• "Content" refers to all textual, visual, and multimedia materials provided by the Client for use in a Project.
• "ECT Act" refers to the Electronic Communications and Transactions Act of South Africa.
• "WASPA" refers to the Wireless Application Service Providers' Association of South Africa.
• "POPIA" refers to the Protection of Personal Information Act of South Africa.

Development Work and Payment

Deposit: A 50% non-refundable deposit is required before development work commences.

Project Commencement Information: Upon acceptance of a quotation, the Client agrees to provide all necessary project information and content within 14 days. If delays are anticipated, the Client must notify Virtual Life Solutions (PTY) Ltd in writing (email preferred). Failure to provide the required information within the specified period may result in adjusted timelines and/or a project delay fee.

Out of Scope Work: Any requests for additional features or modifications beyond the agreed scope will be evaluated and quoted separately. Work will commence only upon written approval and any additional deposit required.

Post-Development Review Period: After development, the Client will have 14 days to review deliverables. Revisions within scope will be addressed at no extra cost; changes beyond this period are subject to additional charges.

Quotation and Effort Estimation Adjustments: Quotations are based on initial project specifications and estimated effort. They are valid for 14 days, and any significant post-quotation changes may require a revised quotation.

Pricing and Project Estimates

1. Project-Based Quotations: Virtual Life Solutions (PTY) Ltd provides project fees based on detailed quotations tailored to each Client's specific project requirements and proposed solutions. Fixed hourly rates are not listed within these Terms and Conditions.
2. Quotations as Estimates: Quotations provided by Virtual Life Solutions (PTY) Ltd are estimates based on our understanding of the project scope, complexity, and anticipated effort at the time of quotation. While we strive to provide accurate estimates, they are not fixed or guaranteed prices. The final cost of the project will be based on the actual time and resources expended to complete the agreed-upon scope of work.
3. Effort-Based Estimation: Quotations will outline the estimated effort required for the proposed solution. This estimate is based on our professional assessment of the project requirements and is intended to provide the Client with a reasonable expectation of the project's scope and potential cost.
4. Bucket Hours System: For certain projects, Virtual Life Solutions (PTY) Ltd may utilize a "bucket hours" system. This involves pre-purchasing blocks of project hours ("bucket hours") allocated to specific project phases or milestones (e.g., Proof of Concept, Phase 1 Development, etc.).
5. Pre-Invoiced Bucket Hours: Bucket hours will be invoiced in advance of each project phase or milestone. Work on a phase will commence upon receipt of payment for the corresponding bucket hours invoice.
6. Monitoring and Notification: Virtual Life Solutions (PTY) Ltd will monitor the usage of bucket hours throughout each project phase. When a bucket of hours is nearing depletion, we will notify the Client to discuss project progress and remaining tasks.
7. Client Options Upon Bucket Depletion: Upon depletion of a purchased bucket of hours, the Client will have the following options:
   • Purchase Additional Bucket Hours: The Client may choose to purchase an additional bucket of hours to continue with the project. A quotation for the additional bucket hours will be provided based on the estimated effort required to complete the remaining scope.
   • Project Review and Scope Adjustment: The Client may request a review of the project scope to determine if adjustments can be made to complete the project within the initially estimated budget or with a revised scope of work and potentially adjusted bucket hours.
   • Project Termination: The Client may choose to terminate the project. In this case, the Client will be invoiced for the bucket hours purchased up to that point, and no refunds will be provided for unused hours within a purchased bucket. Any completed work up to the point of termination will be delivered as per the agreement.
8. Final Invoice Based on Actual Time: Regardless of the bucket hours system, the final invoice for the project will reflect the actual time spent and resources utilized by Virtual Life Solutions (PTY) Ltd in delivering the agreed-upon scope of work. This may align with the pre-purchased bucket hours or may require adjustments based on actual project execution.
9. Out of Scope Work and Re-Estimation: Any changes to the project scope or requests for features or functionalities beyond the original quotation will be considered Out of Scope Work (as described in the "Development Work and Payment" section). Such changes will require a re-evaluation of the estimated effort and may result in a revised quotation and adjustment to the bucket hours required to complete the project.
10. Deposit Requirement: The deposit requirement as outlined in the "Development Work and Payment" section of these Terms and Conditions remains applicable to all projects, regardless of the pricing model.

Website, Mobile Site, Server, and Email Hosting Services

1. Service Availability: Virtual Life Solutions (PTY) Ltd will use reasonable endeavors to ensure that hosting services are available 99.9% of the time. However, we do not guarantee uninterrupted service and are not liable for any loss or damages resulting from service interruptions, outages, or data loss.
2. Data Storage and Bandwidth: Hosting plans are subject to specified data storage and bandwidth limits. Exceeding these limits may result in additional charges or service limitations. Details of included storage and bandwidth are provided in the hosting plan descriptions.
3. Backups: While we perform regular backups of server data for disaster recovery purposes, Clients are ultimately responsible for maintaining their own backups of website content and data. We recommend Clients implement their own backup solutions.
4. Support: Hosting support is provided via email and phone during business hours (Monday to Friday, 8:00 AM to 5:00 PM SAST, excluding public holidays).
5. Renewal: Hosting services are typically billed annually and will automatically renew unless cancelled by the Client with 30 days written notice prior to the renewal date.
6. Acceptable Use: Clients are prohibited from using hosting services for any unlawful, illegal, or harmful activities, including but not limited to: distributing malware, spamming, phishing, hosting illegal content, or engaging in any activities that violate South African law. Virtual Life Solutions (PTY) Ltd reserves the right to suspend or terminate hosting services for violations of this Acceptable Use Policy.
7. Data Transfer Limits (Hosting): Hosting plans are subject to specified data transfer (bandwidth) limits. Excessive bandwidth usage may incur additional charges as detailed in the hosting plan descriptions.
8. Hosting Billing and Renewal: Hosting services are billed annually in advance. Renewal invoices will be issued 30 days prior to the service renewal date. Automatic renewal applies unless the Client provides written cancellation notice 30 days before the renewal date.

Refunds

Deposits for development projects are non-refundable. For project cancellations after commencement, refunds for completed work are at the sole discretion of Virtual Life Solutions (PTY) Ltd, based on completion stage and incurred costs. Fees for hosting and pre-purchased messaging credits are generally non-refundable once activated.

Bulk Messaging Services (SMS, MMS, USSD, Email)

1. Service Limitations: Bulk messaging services are provided on an "as is" and "as available" basis. Virtual Life Solutions (PTY) Ltd makes no guarantees regarding the continuous availability, uninterrupted operation, or error-free nature of these services. Delivery of messages may be affected by factors beyond our control, including but not limited to network outages, third-party service provider issues, and technical limitations.
2. No Liability for Non-Delivery or Delays: Virtual Life Solutions (PTY) Ltd shall not be liable for any losses, damages, or liabilities arising from the non-delivery, delayed delivery, or failure to store Client messages or data.
3. Client Responsibility for Mailing Lists: The Client is solely responsible for the accuracy, legality, and formatting of their mailing lists. Virtual Life Solutions (PTY) Ltd assumes no responsibility for errors or issues arising from incorrectly formatted or invalid mailing lists. The Client warrants that they have obtained all necessary consents for sending messages to recipients on their lists, in compliance with all applicable laws, including the ECT Act, WASPA guidelines, and POPIA.
4. Compliance with Laws: The Client is solely responsible for ensuring their use of bulk messaging services complies with all applicable laws and regulations in South Africa, including but not limited to the ECT Act, WASPA Code of Conduct, POPIA, and any anti-spam legislation. This includes obtaining proper consent for sending messages, providing opt-out mechanisms, and adhering to data privacy requirements.
5. "As Is" Service & Limited Warranties: Bulk messaging services are provided "as is" and "as available" without any express or implied warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. Virtual Life Solutions (PTY) Ltd makes no guarantees regarding the success rate or deliverability of messages.
6. Client Equipment and Costs: The Client is responsible for obtaining and maintaining all necessary hardware, software, and internet access required to use the bulk messaging services, and for all associated costs.
7. Data Storage: Virtual Life Solutions (PTY) Ltd reserves the right to delete or remove Client data related to bulk messaging services after a reasonable period, and assumes no responsibility for the long-term storage of such data.

Client Account, Password, and Security

1. Account Registration: To use certain Services, the Client may be required to complete a registration process, providing accurate and up-to-date information.
2. Account Security: The Client is responsible for maintaining the confidentiality of their account username and password and for all activities that occur under their account. Clients are encouraged to use strong passwords and to notify Virtual Life Solutions (PTY) Ltd immediately of any unauthorized access or suspected security breach.
3. Account Responsibility: The Client is solely responsible for all use of their account and for ensuring that their account usage complies with these Terms and Conditions and all applicable laws.

Client Privacy and Data Protection

Virtual Life Solutions (PTY) Ltd is committed to protecting the privacy of Client data in accordance with the Protection of Personal Information Act (POPIA) of South Africa. We collect and process Client personal information primarily to provide our Services, for communication purposes, and for billing and account management.

We will not intentionally disclose Client personal data to unauthorized third parties without the Client's consent, except in the following limited circumstances:

• To comply with legal requirements or legal process.
• To protect and defend the rights or property of Virtual Life Solutions (PTY) Ltd.
• To enforce these Terms and Conditions or protect our business or reputation.
• To respond to claims of copyright or trademark infringement or other unlawful activity by the Client.
• To act to protect the interests of the Client or others.

Virtual Life Solutions (PTY) Ltd takes reasonable security measures to protect Client data from unauthorized access, use, or disclosure. Clients have certain rights under POPIA regarding their personal information, including the right to access, correct, and request deletion of their data. For more detailed information about our data privacy practices, please refer to our separate Privacy Policy available at [Link to Privacy Policy on your website - Strongly Recommended].

Client Code of Conduct and Acceptable Use

1. Compliance with Laws: The Client agrees to use the Services in compliance with all applicable local, national, and international laws, regulations, and guidelines, including but not limited to the ECT Act, WASPA Code of Conduct, POPIA, and any relevant advertising and consumer protection laws in South Africa.
2. Prohibited Uses: The Client agrees not to use the Services for any of the following prohibited activities:
   • Unsolicited Communications: Sending unsolicited commercial communications or spam in violation of the ECT Act and WASPA guidelines.
   • Data Privacy Violations: Unlawfully collecting, processing, or storing personal information, including email addresses, phone numbers, or other personal data, without obtaining valid consent in compliance with POPIA and other applicable privacy laws. This includes using purchased databases or lists where consent cannot be demonstrably proven.
   • Misleading Information: Creating false identities, misrepresenting the sender's identity or origin of communications, or engaging in deceptive or misleading practices.
   • Harmful Content: Transmitting, distributing, or publishing any unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable content.
   • Infringement of Intellectual Property: Transmitting any data that infringes upon the intellectual property rights of others, including copyrights, trademarks, patents, or rights of publicity.
   • Malicious Software: Transmitting data containing viruses, Trojan horses, worms, malware, or any other harmful programs designed to disrupt, damage, or gain unauthorized access to computer systems or networks.
   • Unauthorized Access: Attempting to gain unauthorized access to the Services, other accounts, computer systems, or networks connected to the Services through hacking, password mining, or any other unauthorized means.
   • Commercial Use Restrictions: Engaging in any unauthorized commercial use of the Website or Services beyond the scope explicitly agreed upon with Virtual Life Solutions (PTY) Ltd.
   • Other Unlawful Activities: Engaging in any other activity that could subject Virtual Life Solutions (PTY) Ltd to criminal liability, civil penalties, or legal judgment, or that violates the rights of any third party.
3. Accountability: The Client is solely responsible for all activities that occur under their account, including the content of any transmissions made using the Services.

Virtual Life Solutions (PTY) Ltd reserves the right to suspend or terminate the Client's access to the Services for any violation of this Code of Conduct or these Terms and Conditions.

Monitoring and Interception of Communications (Subject to Applicable Law)

To the extent permitted by applicable law in South Africa, including the Regulation of Interception of Communications and Provision of Communication-Related Information Act (RICA), the Client acknowledges and agrees that Virtual Life Solutions (PTY) Ltd may, for legitimate business purposes such as security monitoring, service quality assurance, fraud prevention, and legal compliance, monitor, intercept, filter, and review communications transmitted through the Services.

This may include, but is not limited to, reviewing content to ensure compliance with these Terms and Conditions and applicable laws, investigating potential security breaches, and responding to legal requests. Virtual Life Solutions (PTY) Ltd will exercise such monitoring and interception rights in accordance with applicable law and with due regard to Client privacy.

By agreeing to these Terms and Conditions, the Client provides their consent to such monitoring and interception to the extent permissible under South African law. Virtual Life Solutions (PTY) Ltd will handle any intercepted communications in accordance with its Privacy Policy and applicable data protection regulations, including POPIA.

Electronic Commerce Compliance

The Client acknowledges and agrees that they are solely responsible for complying with all applicable electronic commerce laws, regulations, taxes, and tariffs in South Africa and any other relevant jurisdiction related to their online activities conducted through the Services. The Client agrees to indemnify, defend, and hold harmless Virtual Life Solutions (PTY) Ltd and its subcontractors from any claims, suits, penalties, taxes, or tariffs arising from the Client's use of electronic commerce in connection with the Services.

Training and Manuals

1. Training Scope: The scope and extent of training provided will be as specified in the Project quotation or agreement. This may include user training, administrator training, or technical documentation.
2. Professional Delivery: Virtual Life Solutions (PTY) Ltd commits to providing professional and comprehensive training services delivered by qualified personnel. However, specific learning outcomes or proficiency levels cannot be guaranteed as these depend on various factors including participant engagement and aptitude.
3. Documentation and Manuals: Where included in the Project scope, documentation and manuals will be provided in electronic format. These may include:
   • User guides and operation manuals
   • System administration documentation
   • Technical specifications and architecture documentation
   • API documentation where applicable
4. Training Materials: All training materials, including presentations, exercises, and documentation, remain the intellectual property of Virtual Life Solutions (PTY) Ltd unless explicitly agreed otherwise in writing.
5. Additional Training: Requests for training beyond the agreed scope will be quoted separately and provided subject to resource availability and additional cost.
6. Training Environment: For online training sessions, the Client is responsible for ensuring participants have the necessary hardware, software, and internet connectivity to participate effectively.

Third Party Software and SDKs

1. Third-Party Components: Projects may incorporate third-party software, libraries, SDKs, APIs, or other components ("Third-Party Components") that are subject to their own terms and conditions, licenses, and restrictions.
2. Licensing Responsibility: The Client acknowledges and agrees that they are solely responsible for:
   • Obtaining and maintaining all necessary licenses, permissions, and authorizations for Third-Party Components
   • Complying with all applicable third-party terms, conditions, and restrictions
   • Paying any associated fees or costs for third-party licenses
3. License Verification: Virtual Life Solutions (PTY) Ltd may require proof of proper licensing for Third-Party Components before incorporating them into the Project.
4. No Warranty for Third-Party Components: Virtual Life Solutions (PTY) Ltd makes no warranties or representations regarding Third-Party Components, including their:
   • Performance or functionality
   • Security or vulnerability status
   • Compatibility with other system components
   • Continued availability or support
5. Updates and Maintenance: The Client is responsible for maintaining and updating Third-Party Components, including security patches and version upgrades, unless explicitly agreed otherwise in writing.
6. Indemnification: The Client agrees to indemnify and hold harmless Virtual Life Solutions (PTY) Ltd from any claims, damages, or expenses arising from the use of Third-Party Components, including license violations or intellectual property infringement claims.

Search Engine Optimization (SEO)

1. Best Effort Service: SEO services are provided on a best-effort basis, utilizing current industry best practices and ethical optimization techniques ("white hat" SEO).
2. No Guaranteed Rankings: Virtual Life Solutions (PTY) Ltd explicitly states that:
   • Specific search engine rankings cannot be guaranteed
   • Particular traffic levels or conversion rates are not guaranteed
   • Timeframes for achieving ranking improvements cannot be guaranteed
   • Search engine algorithms and policies are beyond our control
3. Client Responsibilities: The Client acknowledges and agrees to:
   • Provide necessary access to websites, analytics, and other required tools
   • Supply content and materials needed for optimization
   • Implement recommended technical changes when required
   • Maintain optimized content and technical implementations
4. Ethical Practices: All SEO work will be conducted in accordance with search engine guidelines and ethical practices. We do not engage in:
   • Deceptive or manipulative practices
   • Content automation or spinning
   • Doorway pages or cloaking
   • Link schemes or paid links that violate search engine guidelines
5. Reporting and Monitoring: Regular reports will be provided on:
   • Keyword rankings and performance metrics
   • Traffic analysis and trends
   • Implemented optimizations
   • Recommendations for ongoing improvements
6. External Factors: The Client acknowledges that SEO results can be affected by various external factors including:
   • Search engine algorithm updates
   • Competitor activities
   • Market conditions
   • Technical issues beyond our control

Payment Terms and Billing

1. Payment Methods and Currency:
   • Accepted payment methods include Electronic Funds Transfer (EFT) and Credit Card payments
   • All fees are quoted in South African Rand (ZAR)
   • Prices are exclusive of Value Added Tax (VAT) unless explicitly stated otherwise
   • International payments must account for any bank charges or conversion fees
2. Invoice Terms:
   • Invoices are issued electronically via email
   • Payment is due within 30 days from the invoice date, unless otherwise specified
   • All payments must include the correct invoice reference number
   • Disputed charges must be reported within 7 days of the invoice date
3. Late Payments and Penalties:
   • Overdue payments incur a late fee of 2% per month or part thereof
   • Interest on overdue amounts is charged at the maximum rate permitted by law
   • Collection costs for overdue accounts will be charged to the Client
   • Virtual Life Solutions (PTY) Ltd reserves the right to suspend services for accounts overdue by more than 45 days
4. Service Suspension and Reinstatement:
   • Services may be suspended without notice for overdue accounts
   • Reinstatement of suspended services requires payment of all outstanding amounts
   • A reinstatement fee may be charged for reactivating suspended services
   • Data retention during suspension is not guaranteed
5. Recurring Services and Renewals:
   • Hosting and maintenance services are billed in advance
   • Services renew automatically unless cancelled in writing
   • Renewal invoices are issued 30 days before the renewal date
   • Cancellation requests must be received 30 days before the renewal date
6. Price Changes and Adjustments:
   • Service prices may be adjusted with 30 days prior written notice
   • Price changes apply to the next billing cycle for recurring services
   • Clients have the right to terminate services if they do not accept price increases
   • Special rates or discounts may be withdrawn upon renewal unless explicitly agreed in writing
7. Project and Milestone Payments:
   • Development projects require a 50% non-refundable deposit
   • Milestone payments are set according to the project schedule
   • Work commences only after receipt of the required payments
   • Final payment is due before the release of deliverables
8. Refunds and Credits:
   • Development deposits are non-refundable
   • Service credits may be issued at Virtual Life Solutions (PTY) Ltd's discretion
   • Unused service credits expire after 12 months
   • Refunds, when approved, are processed within 30 days
9. Payment Disputes:
   • Billing disputes must be submitted in writing with supporting documentation
   • Disputed amounts must be resolved before the next billing cycle
   • Undisputed portions of invoices remain due as per normal terms
   • Virtual Life Solutions (PTY) Ltd will investigate and respond to disputes within 14 business days
10. Tax Compliance:
    • Clients are responsible for applicable taxes beyond VAT
    • Tax exemption certificates must be provided where applicable
    • International clients are responsible for any cross-border tax implications
    • Tax invoices are provided for all payments

General Legal Provisions

1. Assignment and Succession:
   • Virtual Life Solutions (PTY) Ltd may assign its rights and obligations under these Terms without the Client's prior consent
   • The Client may not assign their rights or obligations without Virtual Life Solutions (PTY) Ltd's written consent
   • These Terms shall be binding upon and inure to the benefit of the parties' successors and permitted assigns
2. Complaints and Dispute Resolution:
   • Complaints must be submitted in writing to [email protected]
   • We will acknowledge receipt of complaints within 2 business days
   • A formal response will be provided within 7 business days
   • Escalation procedures are available for unresolved complaints
3. Governing Law and Jurisdiction:
   • These Terms are governed by the laws of the Republic of South Africa
   • Any disputes shall be subject to the exclusive jurisdiction of the South African courts
   • The parties consent to the jurisdiction of the High Court of South Africa for any proceedings
   • Legal proceedings may be conducted in English
4. Entire Agreement and Amendment:
   • These Terms constitute the complete agreement between the parties
   • All prior communications and proposals are superseded by these Terms
   • Amendments must be in writing and signed by authorized representatives
   • Virtual Life Solutions (PTY) Ltd reserves the right to update these Terms with notice
5. Severability and Survival:
   • If any provision is found invalid or unenforceable, the remaining provisions shall continue in effect
   • Invalid provisions shall be replaced with valid provisions that best fulfill the intended purpose
   • Certain provisions will survive termination of these Terms
   • Rights and obligations which by their nature should survive will remain in effect
6. Waiver and Enforcement:
   • No waiver of any provision is effective unless in writing and signed by an authorized representative
   • Failure to enforce any right or provision does not constitute a waiver
   • No single or partial exercise of any right precludes any other exercise thereof
   • Rights and remedies are cumulative and not exclusive
7. Breach and Termination:
   • Material breach includes but is not limited to:
     • Non-payment of fees
     • Violation of acceptable use policies
     • Breach of confidentiality obligations
     • Intellectual property infringement
   • Notice of breach must be provided in writing with details of the breach
   • A reasonable opportunity to cure (minimum 14 days) must be provided
   • Termination rights include:
     • Immediate suspension of services
     • Cancellation of agreements
     • Recovery of outstanding amounts
     • Pursuit of legal remedies
8. Force Majeure:
   • Neither party shall be liable for delays or failures due to circumstances beyond reasonable control
   • Affected party must promptly notify the other party of the force majeure event
   • Reasonable efforts must be made to minimize the impact
   • Extended force majeure may give rise to termination rights
9. Notices:
   • All notices must be in writing and sent to the designated contact addresses
   • Notices are effective upon receipt or specified delivery date
   • Each party must maintain current contact information
   • Electronic notifications are acceptable for routine communications
10. Relationship of Parties:
    • The parties are independent contractors
    • No agency, partnership, joint venture, or employment relationship is created
    • Neither party has authority to bind the other
    • Each party is responsible for its own employees and contractors

Contact Us

Virtual Life Solutions (PTY) Ltd
Pretoria, Gauteng
South Africa

Tel: (074) 348-8311
Email: [email protected]
Website: www.virtual-life.co.za

© 2025 Virtual Life Solutions (PTY) Ltd