Prosoft Africa

Terms ,Contracts Agreements and Conditions

Welcome to ProsoftAfrica!

These terms and conditions outline the rules and regulations for the use of ProsoftAfrica, subsidiary of Softcam LLC’s Website, located at https://www.prosoftafrica.com.

By accessing this website we assume you accept these terms and conditions. Do not continue to use ProsoftAfrica if you do not agree to take all of the terms and conditions stated on this page.

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and all Agreements: “Client”, “You” and “Your” refers to you, the person log on this website and compliant to the Company’s terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services, in accordance with and subject to, prevailing law of Netherlands. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.

Cookies

We employ the use of cookies. By accessing ProsoftAfrica, you agreed to use cookies in agreement with the ProsoftAfrica, subsidiary of Softcam LLC’s Privacy Policy.

Most interactive websites use cookies to let us retrieve the user’s details for each visit. Cookies are used by our website to enable the functionality of certain areas to make it easier for people visiting our website. Some of our affiliate/advertising partners may also use cookies.

License

Unless otherwise stated, ProsoftAfrica, subsidiary of Softcam LLC and/or its licensors own the intellectual property rights for all material on ProsoftAfrica. All intellectual property rights are reserved. You may access this from ProsoftAfrica for your own personal use subjected to restrictions set in these terms and conditions.

You must not:

  • Republish material from ProsoftAfrica
  • Sell, rent or sub-license material from ProsoftAfrica
  • Reproduce, duplicate or copy material from ProsoftAfrica
  • Redistribute content from ProsoftAfrica

This Agreement shall begin on the date hereof.

Parts of this website offer an opportunity for users to post and exchange opinions and information in certain areas of the website. ProsoftAfrica, subsidiary of Softcam LLC does not filter, edit, publish or review Comments prior to their presence on the website. Comments do not reflect the views and opinions of ProsoftAfrica, subsidiary of Softcam LLC,its agents and/or affiliates. Comments reflect the views and opinions of the person who post their views and opinions. To the extent permitted by applicable laws, ProsoftAfrica, subsidiary of Softcam LLC shall not be liable for the Comments or for any liability, damages or expenses caused and/or suffered as a result of any use of and/or posting of and/or appearance of the Comments on this website.

ProsoftAfrica, subsidiary of Softcam LLC reserves the right to monitor all Comments and to remove any Comments which can be considered inappropriate, offensive or causes breach of these Terms and Conditions.

You warrant and represent that:

  • You are entitled to post the Comments on our website and have all necessary licenses and consents to do so;
  • The Comments do not invade any intellectual property right, including without limitation copyright, patent or trademark of any third party;
  • The Comments do not contain any defamatory, libelous, offensive, indecent or otherwise unlawful material which is an invasion of privacy
  • The Comments will not be used to solicit or promote business or custom or present commercial activities or unlawful activity.

You hereby grant ProsoftAfrica, subsidiary of Softcam LLC a non-exclusive license to use, reproduce, edit and authorize others to use, reproduce and edit any of your Comments in any and all forms, formats or media.

Hyperlinking to our Content

The following organizations may link to our Website without prior written approval:

  • Government agencies;
  • Search engines;
  • News organizations;
  • Online directory distributors may link to our Website in the same manner as they hyperlink to the Websites of other listed businesses; and
  • System wide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our Web site.

These organizations may link to our home page, to publications or to other Website information so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products and/or services; and (c) fits within the context of the linking party’s site.

We may consider and approve other link requests from the following types of organizations:

  • commonly-known consumer and/or business information sources;
  • dot.com community sites;
  • associations or other groups representing charities;
  • online directory distributors;
  • internet portals;
  • accounting, law and consulting firms; and
  • educational institutions and trade associations.

We will approve link requests from these organizations if we decide that: (a) the link would not make us look unfavorably to ourselves or to our accredited businesses; (b) the organization does not have any negative records with us; (c) the benefit to us from the visibility of the hyperlink compensates the absence of ProsoftAfrica, subsidiary of Softcam LLC; and (d) the link is in the context of general resource information.

These organizations may link to our home page so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party’s site.

If you are one of the organizations listed in paragraph 2 above and are interested in linking to our website, you must inform us by sending an e-mail to ProsoftAfrica, subsidiary of Softcam LLC. Please include your name, your organization name, contact information as well as the URL of your site, a list of any URLs from which you intend to link to our Website, and a list of the URLs on our site to which you would like to link. Wait 2-3 weeks for a response.

Approved organizations may hyperlink to our Website as follows:

  • By use of our corporate name; or
  • By use of the uniform resource locator being linked to; or
  • By use of any other description of our Website being linked to that makes sense within the context and format of content on the linking party’s site.

No use of ProsoftAfrica, subsidiary of Softcam LLC’s logo or other artwork will be allowed for linking absent a trademark license agreement.

iFrames

Without prior approval and written permission, you may not create frames around our Webpages that alter in any way the visual presentation or appearance of our Website.

Content Liability

We shall not be hold responsible for any content that appears on your Website. You agree to protect and defend us against all claims that is rising on your Website. No link(s) should appear on any Website that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights.

Your Privacy

Please read Privacy Policy

Reservation of Rights

We reserve the right to request that you remove all links or any particular link to our Website. You approve to immediately remove all links to our Website upon request. We also reserve the right to amen these terms and conditions and it’s linking policy at any time. By continuously linking to our Website, you agree to be bound to and follow these linking terms and conditions.

Removal of links from our website

If you find any link on our Website that is offensive for any reason, you are free to contact and inform us any moment. We will consider requests to remove links but we are not obligated to or so or to respond to you directly.

We do not ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we promise to ensure that the website remains available or that the material on the website is kept up to date.

Disclaimer

To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website. Nothing in this disclaimer will:

  • limit or exclude our or your liability for death or personal injury;
  • limit or exclude our or your liability for fraud or fraudulent misrepresentation;
  • limit any of our or your liabilities in any way that is not permitted under applicable law; or
  • exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and prohibitions of liability set in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer, including liabilities arising in contract, in tort and for breach of statutory duty.

As long as the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.

Contracts Agreement

SOFTWARE DEVELOPMENT CONTRACT

This Software Development Agreement (the “Agreement”) is executed and takes effect as of this [DATE],

BETWEEN: (the “Customer”), a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at:

AND: Prosoftafrica, subsidiary of [SOFTCAM SARL] (the “Developer”), an organized corporation and existing under the laws of the [STATE/PROVINCE], with its head office located at….

PREAMBLE

WHEREAS the client desires [School management software whose required functionalities are presented in the attached flyer.] and requests the developer to develop the software;

WHEREAS the developer wishes to develop the software on behalf of the client,

THEREFORE AND CONSEQUENTLY, in consideration of the conventions and mutual agreements contained herein, the parties, wishing to be legally bound, agree as follows:

1. THE SUBJECT OF THE CONTRACT

THE CLIENT WISHES TO RETAIN THE SERVICES OF THE DEVELOPER AS AN INDEPENDENT COLLABORATOR FOR THE DEVELOPMENT OF THE COMPUTER SOFTWARE (THE “SOFTWARE”) DESCRIBED THROUGH THE FUNCTIONAL SPECIFICATIONS CONTAINED IN APPENDIX A ATTACHED AND FORMS PART OF THIS CONTRACT. THE DEVELOPER IS WILLING, WILLING AND ABLE TO DEVELOP THE SOFTWARE AND UNDERTAKES TO DO SO IN ACCORDANCE WITH THE TERMS AND CONDITIONS PROVIDED FOR IN THIS AGREEMENT.

2. PREPARATION OF THE DEVELOPMENT PLAN.

THE SOFTWARE IS ALREADY DEVELOPED.

3. ACCEPTANCE OF THE DEVELOPMENT PLAN

THE SOFTWARE IS ALREADY DEVELOPED.

4. REMUNERATION FOR THE DEVELOPMENT PLAN

THE SOFTWARE IS ALREADY DEVELOPED.

5. PAYMENT

[REMUNERATION AT THE HOURLY AND MATERIAL RATE]

THE SOFTWARE IS ALREADY DEVELOPED
OR

[FIXED REMUNERATION]

THE SOFTWARE IS ALREADY DEVELOPED.

6. PAYMENT OF DEVELOPMENT FEES

.7. LATE FEES

8. MATERIALS TO BE PROVIDED

1. CHANGES IN THE INTENT OF THE PROJECT

THE CLIENT REQUESTED ALREADY DEVELOPED SOFTWARE. EACH MODULE HAS BEEN TESTED WITH THE CUSTOMER. ANY NEW CHANGES REQUESTED WILL NEED TO BE DISCUSSED AND NEW PRICES AGREED BEFORE IMPLEMENTATION. WILL BE SUITABLE.

2. DELAYS

The developer will use reasonable efforts to deliver the software in accordance with the delivery schedule. however, the developer may decide to extend, at its discretion, the delivery date of the deliverables by written notification to the client. all extensions must not exceed [7] days.

Any delay or failure to comply with any provision of this agreement caused by conditions not within the control or beyond the control of the party delaying or failing to comply with the provision shall not be deemed a breach of this agreement. so that said party has taken the necessary steps to notify the other party in writing of the delay. the time available to the late party to fulfill its obligations will be extended by a period equivalent to the duration of the conditions underlying the delay.

Among other conditions that cannot be within the control of a party, we can reasonably cite, natural disasters, government decrees after the date of signature of the contract, power outages, fires, floods, acts of force major, workers’ strikes, riots, war and epidemics. Non-compliance with subcontractors or inability to obtain materials will not be considered conditions not within the control of a party.

1. SOFTWARE ACCEPTANCE TESTING
The client requested already developed software. Each module has therefore been tested. Any new changes requested will need to be discussed and new prices agreed before implementation. will be suitable.
1. TRAINING
As the software is used remotely and globally, travel will be impossible for training, so all training will be done via WhatsApp or any communication platform we provide. This will be a question and answer session not based on a specific time but at any time when the need arises. .Customer will need to be patient about our availability as we provide support to thousands of customers.
1. SOFTWARE MAINTENANCE
From the first day of the first month following the expiration of the warranty date provided for in this contract in the section entitled “Warranty”, the developer will provide the following error correction and assistance services:

A. Assistance by telephone/Whatsapp on working days and hours. Said assistance takes into account advice for proper operation and use of the software. The customer will be responsible for the telephone equipment as well as the communication costs incurred for this purpose.

1. PAYMENT FOR MAINTENANCE

2. CUSTOMER CONTRIBUTION IN MAINTENANCE
Application of the provision relating to error correction and support services described above will be subject to timely written notification of any malfunction of the software or accompanying documentation to the developer and the no modification of the software except with the written consent of the developer.

1. DURATION OF ASSISTANCE
1. As long as the license is valid, maintenance is always available for free. The Developer will do its best to be available barring unforeseen circumstances or delays beyond its control. About this, the developer will inform the client and choose another date or agree other conditions of the interview.
2.THE END OF MAINTENANCE BY THE CUSTOMER

2. DU DROIT DE PROPRIETE SUR LOGICIEL

[CASE OF OWNERSHIP BY THE CUSTOMER] The developer owns all rights to the software. It cannot be resold or installed on more than one computer.

OR

[OWNERED BY DEVELOPER WITH EXCLUSIVE LICENSE TO CUSTOMER] Developer reserves all copyright, patent, trade secret and other proprietary rights that Developer may have in any material created or developed by Developer on behalf of Customer under this Agreement (“Product of Labor”). The developer grants the client a non-transferable license to the Work Product. This license is conditioned upon the payment of all remuneration due to the developer under this contract.

. It cannot be resold or installed on more than one computer for a period of [1 year] after acceptance of the software by the customer as provided for in the provisions of this contract. The license will be automatically converted into a non-exclusive annual license after the exclusivity period.

The license will authorize the customer to:

A. Install the Software on a single computer system owned, leased or under the control of Customer

B. Use the software to manage their school only.

OR
[OWNERED BY DEVELOPER WITH NON-EXCLUSIVE LICENSE TO CUSTOMER] Developer reserves all copyright, patent, trade secret and other proprietary rights that Developer may have in any material created or developed by Developer on behalf of Customer under this Agreement (“Product of Labor”). The Developer grants to the Client a non-transferable license to the Work Product subject to payment of all remuneration due to the Developer under this agreement.

La licence autorisera le client à:

A. Install the Software on a single computer system owned, leased or under the control of Customer

B. Use the software to manage their school only.

[OF COMMON PROPERTY] The developer hereby grants a half indivisible share in the ownership of the software as well as the associated documentation. The software may be used freely by either party without the need for accountability to the other party. The client and the developer undertake to sign and deliver all the necessary documents to legalize their common ownership of the software.

3. OWNERSHIP OF THE BASIC TECHNOLOGY
4.
Customer acknowledges that Developer owns or has a license to use and license the use of various tools, processes, derivative processes and other programs, data and documents that Developer may include in the software developed under this Agreement . Said documents will be referred to as “Core Technology”. The developer’s Base Technology will include, among other things, the elements described in Appendix C attached and forming part of this contract.

The developer reserves all rights, title and interest including copyrights, patents, trade secrets and other proprietary rights in the basic technology. However, the Client will not use the Core Technology for any commercial purpose without the prior written consent of the Developer.

5. ACCESS TO SOURCE CODE
The client undertakes not to provide the source code to any third party.

5. GUARANTEES
THE SOFTWARE DELIVERED UNDER THIS AGREEMENT IS PROVIDED ON AN “AS IF” BASIS WITHOUT ANY EXPRESS, IMPLIED OR LEGAL WARRANTY OR PROMISES INCLUDING, AMONG OTHERS, GUARANTEES OF QUALITY, OPERATION, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY AND SUITABILITY IN RELATION TO A PARTICULAR PURPOSE. THERE IS ALSO NO WARRANTY CREATED DURING THE PROJECT, OPERATION OR COMMERCIAL USAGE. THE DEVELOPER DOES NOT WARRANT THE SOFTWARE WILL MEET CUSTOMER’S REQUIREMENTS OR BE ERROR-FREE OR THAT THE OPERATION OF THE SOFTWARE WILL BE INTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS CONSTITUTE THE ESSENTIAL ENTIRE AGREEMENT AND SHALL BE THE BASIS FOR DETERMINING THE FEES CHARGED FOR THE SOFTWARE.

OR
[EXPRESS WARRANTIES]

A. Warranty of Software Operation: The Developer warrants that for the period of [WARRANTY PERIOD] following Customer’s acceptance of the Software, the Software will be free from all material programming errors and defects and will substantially conform to the intended specifications in the development plan if used and maintained in accordance with the developer’s instructions. If reproducible programming errors are discovered during the warranty period, the developer must remedy them immediately at no additional cost to the customer. This warranty will be null and void if the customer is in default with respect to this contract or if the error and defect in the operation of the software are due to:

1. Hard drive failures due to defects, electrical problems, environmental problems or any other cause other than those originating from the software;

2. Modification of the hard drive software operating systems by any party other than the developer; Or
A. 1. misuse, errors and negligence on the part of Customer, its employees or agents in the application of the Software. The developer will not then be obliged to repair a defect unless the customer notifies the developer in time of the existence and nature of said defects when he discovers them.
B.
C. A. Warranty of Title: The Developer owns and has the right to license or transfer title to the Software and Documentation covered by this Agreement. The Developer will not grant any rights or licenses to any intellectual property or technology that will be inconsistent with the Developer’s obligations under this Agreement.

THE GUARANTEES PROVIDED FOR IN THIS AGREEMENT CONSTITUTE THE ONLY GUARANTEES GRANTED BY THE DEVELOPER. THE DEVELOPER DISCLAIMS ALL OTHER EXPRESS OR IMPLIED WARRANTIES INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

5. COMPLAINTS FOR VIOLATIONS OF INTELLECTUAL PROPERTY RIGHTS
THE DEVELOPER WARRANTS THAT IT WILL NOT KNOWINGLY VIOLATE ANY COPYRIGHT OR TRADE SECRET OF ANY THIRD PARTY IN PROVIDING THE SERVICES UNDER THIS AGREEMENT. FOR ANY MATERIAL USED BY DEVELOPER THAT CONTAINS THIRD PARTY PROPERTIES, DEVELOPER SHALL OBTAIN A LICENSE FROM THE OWNER AUTHORIZING THE USE OF THE PROPERTIES AND THE RIGHT TO LICENSE ITS USE. THE DEVELOPER SHALL NOT KNOWINGLY INFRINGE ANY THIRD PARTY PATENT IN PROVIDING THE SERVICES UNDER THIS AGREEMENT; BUT THE DEVELOPER MAKES NO WARRANTY OF NON-INFRINGEMENT OF COPYRIGHTS OF [COUNTRY].

IF A THIRD PARTY FILES SUIT AGAINST CUSTOMER FOR INFRINGEMENT OF A THIRD PARTY’S PATENT, COPYRIGHT OR TRADE SECRET BY THE SOFTWARE AND SUCH INFRINGEMENT IS CONFIRMED, DEVELOPER SHALL PROTECT AND INDEMNIFY CUSTOMER FOR ANY LOSSES. , DAMAGE, EXPENSE OR COST INCLUDING ATTORNEY’S FEES RESULTING FROM THE COMPLAINT.

This compensation obligation will only be valid if:

A. Whether the third party’s proprietary rights involved were known to the developer prior to delivery of the software.

B. The customer has made all payments under this contract

C. The customer informed in time and allowed the developer to defend the case, and

D. The complaint does not result from a modification of the software by the customer.

To reduce or limit the damage, the developer may replace the software at its expense with software that does not infringe any third party rights.

5. LIMITATION OF THE DEVELOPER’S RESPONSIBILITIES TOWARDS THE CUSTOMER

A. The developer will under no circumstances be liable to the client for lost profits, collateral or special damages even if the developer was informed of their possibility.

B. Developer’s entire liability under this Agreement for damages, costs and expenses, howsoever arising, shall not exceed the total amount of Fees paid by Customer, whichever is greater. .

C. The developer will not be liable for any complaint or demand brought against the client by a third party except for any complaint or demand in relation to copyright, industrial secret or any other intellectual property right and as provided the section of this contract entitled Intellectual Property Infringement Complaint.

D. Customer will indemnify Developer for all claims, liabilities, expenses including reasonable attorneys’ fees incurred in defending any claim or suit brought by a third party arising out of the use of the Software provided under this Agreement , other than the violation of intellectual property rights. Developer shall notify Customer in writing as soon as possible of any complaint or suit initiated and Customer shall be entitled to have full control of the defense and resolution of any such complaint or suit.

6. CONFIDENTIALITY
7.
During the term of this Agreement, Developer will take reasonable steps to prevent any unauthorized use or disclosure of Customer Confidential Information. The arrangements to be made for this purpose must be at least the same as those taken by the developer to protect its confidential information against disclosure.

Confidential information will be strictly limited to information clearly defined as such and provided orally and treated as confidential information when provided, summarized and identified as confidential by written notice to Development no later than [7] days after provision. Confidential information does not include information that:

A. The developer knew before the client provided them with theirs.

B. Being and becoming known to the public other than the fault of the developer.

C. The developer obtained from other sources other than those with an obligation of confidentiality to the client, or

D. The developer independently developed,The customer acknowledges that the software constitutes the exclusive and sole property of the developer. The customer must treat the software as confidential and must not at any time provide the trade secrets contained in the software or the accompanying documentation to any person, organization or employee who does not need to have access to the information in the software. framework of the customer’s rights provided for by this contract. The Customer may not modify or reverse engineer the object code contained in the Software under any circumstances. The customer must take the necessary measures to ensure that all persons authorized to access the software and documentation protect the developer’s industrial secrets against any illegal use, dissemination or disclosure.

8. DURATION OF THE CONTRACT

It starts from the date of signing until the end of one year. If the customer renews the contract by paying the annual amount of 50,000 francs, then this contract is automatically renewed by tacit renewal.

9. OF THE END OF THE CONTRACT

Either party shall have the right to terminate this Agreement by written notice to the other party if a party has materially breached any of the obligations contained in this Agreement and such breach is not cured. no later than [14] days after notification of the violation to the other party.

If the developer terminates this contract through the fault of the client, the following provisions will apply:
A. Le client devra cesser immédiatement d’utiliser le logiciel.

B. Le client devra remettre au développeur, au plus tard [30] jours après la fin du présent contrat, toutes les copies ou portions du logiciel ainsi que les documents et la documentation y afférant se trouvant en sa possession.

C. All amounts payable or due to be paid to the Development pursuant to this Agreement shall be immediately due and payable.

D. All rights and licenses granted to Customer under this Agreement will no longer be valid.

The customer may terminate this contract as he wishes after prior written notice of at least [30] days addressed to the developer. In the event of such termination of the Contract, all amounts due to the Developer under this Contract for the Works accepted shall immediately become due and payable and all rights and licenses granted to the Client under this Contract shall cease

9. TAXES

THE COSTS PROVIDED FOR IN THIS CONTRACT ARE EXCLUSIVE OF TAX. IF DEVELOPMENT WILL BE REQUIRED TO PAY SALES, USE, POSSESSION OR VALUE-ADDED TAXES ON SERVICES PROVIDED UNDER THIS AGREEMENT, THE TAXES WILL BE BILLED SEPARATELY TO CUSTOMER. THE DEVELOPER WILL NOT HAVE TO PAY ANY INTEREST OR PENALTY ACCRUED DUE TO A DELAY IN THE PAYMENT OR NON-PAYMENT OF SAID TAXES BY THE CLIENT.

10. THE NATURE OF THE RELATIONSHIP BETWEEN THE PARTIES

NO CLAUSE IN THIS CONTRACT SHALL BE INTERPRETED AS CREATING AN AGENCY, A COMPANY, A JOINT VENTURE OR ANY FORM OF JOINT ENTERPRISE BETWEEN THE PARTIES.

THE DEVELOPER ENTERS INTO THIS AGREEMENT AS AN EXTERNAL COLLABORATOR AND NEITHER THE DEVELOPER NOR THE DEVELOPER’S PERSONNEL WILL BE CONSIDERED EMPLOYEES OF THE CLIENT. THE DEVELOPER UNDERTAKES IN HIS CAPACITY AS A COLLABORATOR THE FOLLOWING AND THE CLIENT AGREES AT THE SAME TIME:
A. Developer has the right to provide the Services to others during the term of this Agreement subject to the non-competition provisions contained in this Agreement, if any;

B. The Developer has the exclusive right to control and define the means, manner and methods by which the Services under this Agreement will be provided.

C. The developer has the right to provide the services provided for in this contract at any location and at times convenient to him.

D. Developer will provide all equipment and materials for use in providing the Services under this Agreement, except in the event Developer will be required to perform its work on or with Customer’s existing computers or software.

E. The services under this Agreement will be performed by the Developer or the Developer’s personnel and the Client will not be required to recruit, supervise or pay any assistants to assist the Developer;
F. The developer will cover ordinary personnel costs in relation to its staff;

G. Neither the Developer nor the Developer’s personnel will receive any training from the Client in connection with the strengthening of the skills necessary to provide the services under this Agreement.

H. The Developer or its personnel will not be required to devote full time to the provision of the services under this contract.

I. The client will not be asked to take out an insurance contract of any kind covering the responsibilities of the developer or its staff.

9. THE PROHIBITION OF SOLICITING THE DEVELOPER’S EMPLOYEES
The Client undertakes not to deliberately recruit or solicit development employees during the term of this contract and for a period of [10] years after the end of this contract without the written consent of the Developer.

9. MEDIATION AND ARBITRATION
In the event of controversy arising from this contract, the parties undertake to resolve the dispute initially with the help of a mediator unanimously chosen by the parties in [Yaounde]. All expenses relating to the mediation other than attorney’s fees will be divided equally between the parties.

If it turns out that the parties are unable to find a satisfactory solution through mediation, the parties undertake to submit the dispute to arbitration in [Yaounde] and following the arbitration rules of [La Law of Cameroon

9. ATTORNEY’S FEES
If legal action is taken to enforce this Agreement, the prevailing party will receive payment of attorneys’ fees and court costs from the other party.

OF THE ENTIRE CONTRACT
This contract together with its annexes or other attached documents, which are included in the contract by reference, constitutes the entire contract between the parties. This contract replaces all prior understandings, agreements and documents relating to the subject matter of the contract. In the event of a conflict between the provisions of the body of the contract and the annexes and attached documents, the contract will take precedence.

9. MODIFICATIONS MADE TO THE CONTRACT
The developer owns the right to change these terms and conditions at anytime.

9. APPLICABLE LAW

Le présent contrat sera interprété conformément aux lois de [Cameroun]. Toutes les actions en justice en rapport avec le présent contrat devront être portées devant les tribunaux de [Ekounou,Yaounde].

10. NOTIFICATIONS

All notices and other communications sent under this Agreement will be in writing and will be deemed received as follows:

A. When they are delivered personally to the address of the recipient as indicated in the introductory paragraph of this contract;

B. Three days after deposit in the mail of [COUNTRY], with postage prepaid to the address of the recipient as it appears in the introductory paragraph of this contract; Or

C. When sent by fax or telex to the last fax or telex number known to the party sending the notification. Notice will be deemed effective if a copy of the notice is sent by first class mail or registered mail or if the recipient sends acknowledgment of receipt.

D. If they were sent from WhatsApp or by email

Either party may change its address listed in the first paragraph of this contract provided that it notifies the other party of such change in accordance with this paragraph.

11. ASSIGNMENT

The rights and obligations provided for in this contract may be assigned by any of the parties. The customer reserves the right to pay if the beneficiary of the transfer does not do so as provided for in this contract.

12. SIGNATORIES

Each party guarantees that as of the date of this contract, it is duly authorized to bind the persons entities it represents by their signature below.

IN WITNESS WHEREOF, the parties have executed this Agreement on the first date hereinabove written, with full knowledge of its contents and meaning and with the intention of being legally bound by its terms.