Terms of Service

Welcome to Quixnes ("we", "us", "our"). These Terms of Service ("Terms") govern your use of our website and the professional services we provide, including custom software development, hosting, IT consultation, and related deliverables. References to "you" or "Client" mean any person or entity engaging our services.

1. Our Services

Quixnes provides custom software development and IT consultation services. This includes but is not limited to:

• Loan management systems
• School management systems
• Inventory & POS systems
• Clinic / medical management systems
• Real estate / rent management systems
• Other custom business software as agreed in writing

Each project is unique. Specific deliverables, timelines, and pricing will be agreed upon via a separate Statement of Work (SOW), proposal, or contract signed by both parties. In case of conflict, the signed SOW takes precedence over these general Terms.

2. Engagement & Proposal Process

Our standard process is as follows:

1. Initial Consultation: You contact us via WhatsApp, phone, email, or our contact form. We discuss your needs.
2. Proposal: We provide a written proposal detailing the scope, features, timeline, and cost (including one-time development fee and monthly hosting fee).
3. Agreement: Both parties sign the proposal or SOW. A deposit (typically 40-60% of development fee) is required to begin work.
4. Development: We build your custom system. Regular updates provided.
5. Delivery & Training: We deliver access to your hosted system, provide training, and collect the remaining development balance.

No binding agreement exists until a proposal is signed and the deposit is paid.

3. Pricing & Payment Terms

Our pricing is split into two clear parts:

• One-time development fee: Covers building your custom system. Paid via deposit (40-60%) and final payment upon completion.
• Monthly hosting & maintenance fee: Covers server costs, automated backups, security updates, technical support, and monitoring. This is billed monthly starting after the system is delivered. You may cancel hosting at any time with 30 days' written notice.

Payment methods: Bank transfer (preferred), or as otherwise agreed.

Late payments: If payment is not received within 14 days of the due date, we may suspend access to the hosted system. Interest may accrue at 3% per annum above the Bank of England base rate.

4. Intellectual Property Rights (Hosted Model)

What you own (Your Data): You retain full ownership of all data you input into the system including borrower information, student records, transaction history, and business reports. You may export your data at any time in a standard format (CSV, Excel, or PDF).

What you license (The Software): Upon full payment of the development fee, we grant you a perpetual, exclusive, non-transferable license to use the custom software we build for your business. The software is hosted on our infrastructure (or infrastructure we manage for you), and you access it via the internet. You do not own the source code, but you have the exclusive right to use the system for your business operations no other company will ever use the same system.

What we own: Quixnes retains full ownership of the source code, underlying technology, frameworks, and any reusable components. This allows us to maintain, update, and support your system efficiently. You may not reverse-engineer, copy, or resell the software.

Why this model? We host your system so you don't need to worry about servers, security updates, backups, or technical maintenance. You get a dedicated system (yours alone) without the headache of managing infrastructure.

Unless otherwise agreed in writing: If a client specifically requests and pays for a source code license (self-hosted option), we can negotiate a separate agreement with a higher one-time fee. The standard model is hosted as described above.

5. Hosting & Access (Dedicated System)

Quixnes provides hosting for your dedicated system as part of our service. This means:

• Your own private system: The software is built only for your business and hosted separately from other clients. No data sharing, no generic dashboards.
• We handle all technical maintenance: Security updates, backups, server monitoring, and uptime management are included.
• You access via web browser: No installation needed on your computers. Works on desktop, tablet, and mobile.
• Monthly hosting fee: A separate, affordable monthly fee covers hosting, backups, security, and basic support. This is not a SaaS subscription you already own the license to use the software. The monthly fee is purely for infrastructure and maintenance.
• Optional self-hosting: If you prefer to host the system on your own servers (on-premise), we can arrange that for an additional setup fee (typically higher than the hosted model). In that case, you would have more control but would be responsible for your own maintenance and security.

Uptime commitment: We aim for 99.5% uptime. If we fall below that due to our error, we will provide a service credit as described in the proposal.

6. Delivery, Testing & Acceptance

We will deliver access to your hosted system according to the timeline in the proposal. Upon delivery, you will have 14 calendar days to test the system and report any material defects that do not match the agreed specifications. We will fix genuine bugs at no additional cost within a reasonable timeframe. Minor UI adjustments or new feature requests after delivery may incur additional charges.

7. Client Responsibilities

To ensure a successful project, you agree to:

• Provide clear requirements and timely feedback.
• Designate a point of contact for our team to communicate with.
• Provide any necessary access, data samples, or information required for development.
• Ensure you have the legal right to use any data or content you provide.
• Pay the monthly hosting fee on time to maintain uninterrupted access.

8. Confidentiality

Both parties agree to keep confidential any proprietary business information shared during the project. We will not disclose your business data, borrower information (for loan systems), student records (for school systems), or any sensitive operational details to third parties, except as required by law.

9. Data Backup & Recovery

We perform automated daily backups of your hosted system. In the event of data loss due to our error, we will restore from the most recent backup. We recommend that you also export critical data periodically for your own records. We are not liable for data loss caused by your actions (e.g., accidental deletion).

10. Warranties & Disclaimer

Quixnes warrants that:

• The custom software will substantially conform to the specifications outlined in the signed proposal.
• We will use reasonable skill and care in developing and hosting the system.

EXCEPT AS EXPRESSLY STATED, WE PROVIDE THE SOFTWARE AND HOSTING SERVICES "AS IS" AND DISCLAIM ALL OTHER WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that the software will be error-free, uninterrupted, or that all bugs can be corrected. However, we will make reasonable efforts to address reported issues.

11. Limitation of Liability

To the maximum extent permitted by law, Quixnes and its employees, directors, or agents shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages (including lost profits, data loss, business interruption).
• Any damages arising from your use or inability to use the software.
• Any unauthorized access to or use of your data (except where caused by our gross negligence).

Our total liability to you for any claim arising from these Terms or our services shall not exceed the total amount you paid to Quixnes in the 12 months preceding the claim. This limitation applies regardless of the legal theory (contract, tort, negligence, etc.).

12. Indemnification

You agree to indemnify and hold harmless Quixnes from any claims, damages, or expenses arising from your violation of these Terms, your misuse of the software, or your violation of any applicable laws.

13. Termination

For the hosted service: You may cancel hosting at any time with 30 days' written notice. Upon cancellation, we will provide you with a full export of your data in a standard format. You will lose access to the software unless you arrange self-hosting (additional fee applies).

For the development agreement: Either party may terminate a project agreement:

• For convenience: With 14 days' written notice. If you terminate mid-project, you pay for all work completed up to that point, and we deliver any finished components.
• For breach: If either party materially breaches these Terms and fails to remedy within 14 days of written notice, the non-breaching party may terminate.

14. Force Majeure

We are not liable for delays or failures caused by circumstances beyond our reasonable control, including natural disasters, pandemics, internet outages, government actions, or supplier failures.

15. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of England and Wales. Any dispute arising from these Terms or our services shall first be attempted to be resolved through good-faith negotiation. If unresolved within 30 days, the dispute shall be submitted to binding arbitration in London, UK, in accordance with the rules of the London Court of International Arbitration (LCIA). Each party bears its own legal costs.

16. Changes to These Terms

We may update these Terms from time to time. Changes are effective immediately upon posting on our website. For ongoing client projects, we will notify you of material changes. Continued engagement constitutes acceptance.

17. Entire Agreement

These Terms, together with any signed proposal or SOW, constitute the entire agreement between you and Quixnes and supersede all prior communications.

18. Contact Us

If you have any questions about these Terms of Service, please contact us:

• Email: nathan@quixnes.com
• Call: +260 970 333 596
• Call: +44 121 823 1829

By engaging Quixnes, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

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